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CORRESPONDENCE TO: FRO~~: RE: 1 \ I \ I MEMORANDUM 24 May 1990 Vincent A. Finizio Acting Assistant to the City Engineer Timothy P. Cannon Interim Planning Director Unified Control Documents - Meadows Tract M - PUD In connection with your request of May 22nd, attached please find a copy of the referenced document. /bks cc: ~ y ~-,r>-. TIMO 1 P. CANNON J. Scott Hiller, City Manager Carrie Parker, Assistant City Manager ^ ( ~ DECL;RATION OF p~)rECTIVE COVE~~~, CONDITIONS AND RESTRICTIONS OF THIS DECLARATION made by , Developer of that certain real property designated and known as . a3 more accurately described herein, hereby declares that said real property is and shall be held, transferred, sold, conveyed and occupied subject to these covenants, restrictions, easements, charges and liens hereinafter set forth in this Declaration of Protective Covenants, Conditions and Restrictions, hereinafter called "Declaration". I. PROPERIT SUBJECT TO THIS DECLl\RATIal A. The property which is subject to this Declaration is described as follCMs: See Exhibit "A" attached hereto and incorporation herein for complete legal description. B. Additional Property. Such additional property, lots, units or parcels which the Developer, its successors or assigns, may fron time to time designate as being subject to this Declaration by the placing of record an instrument executed with the formalities of Deed making such designation it being specifically under- stood that said designation may, in Developer's sole discretion, apply to all or any portion of this Declaration, and in addition, that this Declaration may apply in full,' in part, as modified or as amended to any additional property, lots, units or parcels designated by the Developer as being subject hereto. II. PROPERTY O'.*lERS' ASSOCIATIal, INC. At or about the time of the filing of this Declaration the Developer caused to t>e .f.ormed the PROPERTY OW-<ERS' ASSOCIATION, INC. (hereinafter called the Association), a Florida corporation-not-for-profit, by the filing of the Articles of Incorporation therefor in the office of the Secretary of state, Tallahassee, Florida. As more fully set forth in the Articles of Incorporation and By-Laws, the Association was formed to function as the instrumentality of property CMners in for the purpose of controlling and regulating residential developnent within of pronating, assisting and furthering adequate and proper maintenance of and the lots, units or parcels therein for the benefit of all owners therein; for the maintenance of such recreational land and facilities as it may deem appropriate for the benefit and use of its members and to otherwise pranote recreational activities in such manner as it deems beneficial to its members, and of otherwise engaging in such additional lawful activities for the benefit, use, convenience and enjoyment of its members as it deems proper. - 3 (:P 2H ...:.J ( ( A. "mb2rship. Every person or entity (including the D2veloper) shall auto- matically becone a meTk~r of the Association upon acquisition of a fee simple title (or, in the case of the Developer, upon the filing of this Declaration) of any lot, unit or parcel or portion thereof by the filing of record therefor a deed in the office of the Clerk of the Circuit Court in and for Palm Beach County, Florida, evidencing such CMnership. He:nbership shall continue until such time as the member transfers or conveys of record said interest, or said interest is transferred and conveyed by operation of the la'", , at which time said membership (with respect to the lot, unit or parcel conveyed) shall autanatically be conferred upon the trans- feree. Membership shall be appurtenant to and may not be separated fron ownership of any lot, unit or parcel which is subject to this Declaration of Protective cove- nants, Conditions and Restrictions except in those instances set forth herein. Notwithstanding the provisions hereof, no person or entity who holds an interest of any type or nature whatsoever in a lot in HOLIDAY AT LA"ITA"<A only as the security for performance of an obligation shall be a member of the Association. The Developer, by including additional lots, units or parcels within the impositions of this Declaration, or any part thereof, may cause additional membership in the Association and may designate the ownership basis of autanatic membership, which may be lot o..mership, unit Ownership in the case of multi-family property, or such other ownership basis as the Developer, in its sole discretion, may determine. B. Membership Voting. \-Ihether or not there is more than one <l) owner for a particular lot in HOLIDAY AT L.zwr.l\..~, each lot, unit or parcel, as the case-may be, shall have one (1) vote at any Association meeting or election held in accordance with the Articles of Incorporation or the By-Laws of the Association. c. Board of Directors. The Board of Directors of the Association shall con- sist of three (3) members, the full membership of said Board to be appointed by the Developer so long as the Developer is a mernber of the Association by virtue of its CMnership of any portion of the property subject to this Declaration, including any property which is subsequently subjected to this Declaration. The right of ap- pointment set forth herein shall fully terminate at such time as Developer has sold all property subject to this Declaration in its ownership in the normal course of business. Subsequent Boards shall be elected in accordance with the Articles of' Incorporation and/or the By-Laws of the Association. There shall be no requirement that any member of the Board of Directors be a member of the Association or a pro- perty owner within HOLIDAY AT LZWTANA. D. Officers. Officers of the Association shall be appointed by the Board of Directors of the Association in accordance with the Articles of Incorporation and/- or the By-Laws of the Association. So long as the Developer has or retains the right of appointment of the Board of Directors, no officer appointed shall serve the Association until such time as the Developer approves the appointment. Upon the appointment of an officer by the Board of Directors, whether or not said appointment occurs at the annual meeting for such appointment or otherwise, the Board of Directors shall forthwith submit the name of such newly appointed officer or officers in writing to .the Developer. Developer shall approve or disapprove said officer or officers within twenty (20) days after receipt of said name or names. In the event Developer fails to act within such time period, such failure shall be dee.'1led approved by the Developer. There shall be no rey:'irement that any officer of the Association be a me'Ober of the Association or a property owner with- in HOLIDAY AT U\NTANA. -2- 4" {f28 . to,: . '-,,' ( <. III. PU\NS, SPECIFICATIONS AND LOCATIONS OF BUILDINGS. A. No building or structure of any kind, including additions, altera- tions, pools, fences, walls, patios, terraces or barbeque pits shall be erected or altered until the plans and specifications, location and plot plan therefor in de- tail and to scale, shall have been submitted to and approved by the Developer in writing before any construction has begun. B. All roof designs and materials used shall be first approved by the ARB. C. Each CMner is responsible for complying with all of the Covenants contained herein and shall notify any and all persop.s and/or Lessees who may be using the owners' premises of these Restrictions and Covenants. Refusal of appro- val of plans and specifications, location and plot plan, by the Developer, may be based on any grounds, including purely aesthetic grounds, and the sole and absolute discretion of the sub-divider for a period of three (3) years. .~ D. The minimum floor area of each single-family dwelling shall be 1000 square feet. The method of determining square foot area of proposed buildings and structures, or additions and enlargements thereto, shall be to multiply the outside horizontal dimensions of the building or structure at each floor level. Garages, porches, patios and terraces shall not be taken into account in calculating the minimum square foot area required. The Developer may appoint an Architectural Re- view Board canposed of three (3) members. The majority of this Board may designate a member to act for it. In the event of death or resignation of any member of the Board, the sub-divider shall have the full authority to designate a successor. Neither of the members of the Board nor the designated representatives shall be en- titled to any ccrnpensation for services performed pursuant to this Covenant. At any tiJre after January 1, 1990, the then recorded CMners of the majority of the lots, shall have the power through a duly recorded written instrument to change the membership of the Architectural Review Board or restore it to any of its pavers and duties. This Board shall act for the Developer for approval of plans, specifica- tions and location of buildings. E. All residences shall have minimum setback requirements as set forth in the Palm Beach County Zoning Code as it may be fron time to time amended. Var- iations of setback lines for corner lots and odd shaped lots may be authorized by the Developer at the time when plans for the building are approved, all of which shall be in keeping with the Palm Beach County Zoning Code. F. No garage shall be erected which is separate fron the main build- ing, and no enclosed storage area shall be erected. No tents and no temporary or accessory building or structure shall be erected without the written consent of the Developer. IV. GENERAL PROTECTIVE COVENANTS, CONDITIalS AND RESTRICTIONS A. Residential Use. The property subject to these Protective Covenants, Con- ditions and Restrictions shall be used for residential living. and for no other pur- pose. No business or cOlIOOrcial building may be erected on any lot and no business may be conducted on any part thereof. No lot shall be divided, subdivided or re- duced in size unless each divided or subdivided portion thereof is consolidated -3- .5 ({ ...:.-, '\ ( ( with one or more contiguous lots under one o..mership to form one or more larger lots. In the event of the division or subdivision of any lot(s) as aforesaid, the obligation for Association expenses attributable to the divided or subdivided lot(s) shall be and becone proportionately attributable and chargeable to the con- tiguous lot(s) and the o"ner(s) thereof to and with which all or portions of the divided or subdivided lot(s) becone consolidated. No dwelling or other structure or imQrovement shall be erected, altered, placed or permitted to remain on any site not including at least one (1) full platted lot according to the Recorded Plat of ., as may be amended fron time to time. B. Swimning Pools and Tennis Courts. Any swirrming pool or tennis court to be constructed on any lot shall be subject to approval by the Developer or Architec- tural Review Board, which include but are not limited ,to the following: 1. Canposition to be of material thoroughly tested and accepted by the industry for such construction. , . ) , 2. The outside edge of any pool wall may not be closer than to a line extended and aligned with the side walls of the dwelling. four (4) feet 3. Location and construction of tennis or badminton courts must be approv- ed by the Developer or Architectural Review Board. 4. Any lighting of a pool or other recreation area shall be designed so as to buffer the surrounding residences fron the lighting. C. Window Air Conditioning Units. No window or wall air conditioning units shall be permitted. D. Clothes Drying Area. No portion of any lot shall be used as a drying or hanging area for laundry of any kind, unless screened on all sides frc:m view frou abutting properties or street. E. Garbage and Trash Containers. No lot shall be used or maintained as a dumping ground for rubbish, trash or other waste. All trash, garbage and other waste shall be' kept in sanitary container except during pickup. F. Fences. The Developer shall approve all fences to be constructed and shall determine any questions as to height. Any approved fence will be limited to the area between th~ rear of the building and the rear property lot line. G. La'..ms and Landscaping. All lawns in the front of the property shall ex- tend to the pavement line of the street. No gravel or blacktop or paved parking strips are to be allCMed except as approved by the Developer or Architectural Re- view Board. The OHner shall be responsible for the caring and maintenance of the grass swale area to the edge of the street.. H. Unsightly Lots. No underbrush and/or other unsightly gr<:1.;::h shall be per- mitted to grCM upon any lot, and no refuse or unsightly objects shall be allowed to remain thereon. In the event that any CMner shall fail or decline to keep his lot free of underbrush, refuse and/or any other unsightly objects. then the Association, after providing the owner with written notice thereof, may seven (7) days after de- -4- (,(1 e{' J'~ ( \ livery thereof, enter upon said lot and reTtOve same and assess the owner accOl'ding- lYe Such entry shall not be d~~ed as a trespass. Any asses&~ent made hereunder shall be subject to the filing of a lien therefor in the event said assessment is not paid in accordance with the provisions set forth herein. Any charge which may be made hereunder shall be deemed an individual assessment in accordance with the provisions of this Declaration and shall be subject to the filing of a lien there- for. I. Siqns. No sign of any kind shall be displayed to the public view on any lot unless the size and design of all signs shall have received the approval of the Developer or Architectural Review Board. J. Nuisances. Nothing shall be done or maintained on any lot which may be or becane an annoyance or nuisance to the neighborhood. In the event of a dispute or question as to what may be or wcane a nuisance such dispute or question shall be submitted to the Board of Directors which shall render a decision in writing, which decision shall be dispositive of such dispute or question. No cattle, horses, swine, goats, poultry or foul shall be kept. K. Trucks, Boats and Trailers. No tractor-trailers or trucks having a capa- city of over one (l) ton shall be permitted to be parked within Holiday City unless the same is present and necessary in the actual construction or repair of buildings on the property or for deliveries to the property. L. PCMer Boats. There shall be no power boats of any nature permitted on any waterways within the subject property. M. Maintenance of Ccrrrnon Areas, Waterways, Canals. The Association has been formed primarily for the purpose of being responsible for the maintenance and upkeep of conmon areas and waterways l<Y'--ated in the subdivision, which are hereby dedicated in perpetuity to the Association to insure they will continue to enhance the appearance of the subdivision and serve a functional purpose. In addition,' neither the configuration nor the storage volume of said waterways and canals can be altered or changed in any manner. In addition each shall be liable for and shall pl:'CT!!ptly pay to the Association its monthly assessment as shall be determined by the Association. In the event an CMner fails to make payment within thirty (30) days of being notified, a lien on the owner's land shall arise, which lien shall be enforceable in the manner provided by the laws of the State of Florida, like unto a mortgage foreclosure, and all court costs and attorney's fees incurred in the enfor~nt of said lien shall be paid by the owner. The provisions set forth herein for fixing and collecting assessments shall apply only to those persons, their heirs and assigns or any person taking title by or thrQJgh the Developer or its assigns. The Developer is specifically excluded fran paying any assessments, general or special, and fron any of the provisions relating thereto. N. Institutional First Mor a ees Liabili Assessments.--"If an institu- tional Mortgagee obtalns tltle to a unlt, lot or parce as a result of foreclosure of the first mortgage, or as a result of a deed or other arJ;'angements in lieu of -5- 7 or ,?,C::S ( ( fon,closure of the firs t mortgage, or as a result of a deed or other arrangements in lieu of foreclosure of the first mortgage, the Institutional Hortgagee, its suc- cessors and assigns, shall not be liable for the share of ccmnon expenses or assessments by the Association pertaining to such unit, lot or parcel applicable to the time prior to acquisition of title as a result of the foreclosure or deed or other arrangements in lieu of foreclosure, unless such share is secured by a claim of lien for assessments that is recorded prior to the recording of the foreclosed mortgage. Such unpaid share of cannon assessments shall be deemed to be carmon ex- penses collectable fron all of the unit CMners, including such acquirer, and his successors and ass igns. No other sale or transfer shall relieve any unit, lot or parcel fron liability for any assessments due, nor form the lien of any such subse- quent assessment. The written statement of the Association that the lien is subor- dinate to the institutional mortgage or that the unit, lot or parcel is not subject to the assessment shall be dispositive of any questions pertaining thereto.. V. GENERAL PROVISIONS , . ~ A. Duration and Remedies for Violation. The Protective Covenants, Condi- tions and Restrictions of this Declaration shall run with and bind the property, and shall inure to the benefit of and be enforceable by the Developer, the Associa- tioo or the CMner of any property subject to this Declaration, their respective le- gal representatives, heirs, successors and assigns, for a term of five (5) years fr01l the date this Declaration is recorded, after which time said Protective Cov- enants, Conditions and Restrictions shall autanatically be extended for successive periods of five (5) years unless an instrument signed by the then o..mers of two- thirds (2/3rds) of the lots has been recorded, agreeing to change or terminate said Protective Covenants, Conditions and Restrictions in whole or in part. Violation or breach of any condition, covenant or restriction herein contained shall give the Developer and/or Association and/or owner(s) in addition to all other remedies, the right to proceed at law or in equity to compel compliance with the terms of said conditions, covenants or restrictions, and to prevent the violation or breach of any of them, and the expense of such litigation shall be borne by the then o..mer or. . o.mers of the subject property provided such proceeding results in a finding that such owner was in violation of said Protective Covenants, Conditions and Restric- tions. Expenses of litigation shall include reasonable attorneys' fees incurred by , Developer and/or the Association in seeking such enforcement. B. Notices. Any notice required to be sent to any member or owner under the provisions of t.1:is Declaration shall be deemed to have been properly sent when mailed to the last known address of the person who appears as member or o..mer on the records of the Association in seeking such enforcement. C. Severability. Invalidation of anyone of these Protective Covenants, Con- ditions and Restrictions by judgment or court order shall in no way affect any other provisions which shall remain in full force and effect. D. Amendment. This Declaration may be amended at any time and frcm time to time upon the exectuion and recordation of an instrument exeCuted c-j owners holding not less than two-thirds (2/3rds) of the voting interests of the membership pro- vided that, so long as Developer is the o..mer of any lot or any property affected -6- 6d' )9, ~.) ,.,r;:j ( ( by this Declaration or amendment hereto or appoints a Director of the Association, no amendment will be effective without Developer's express written joinder and consent, provided any amendcnent which would affect the surface water management system, including the water manage'llent portions of the ccmnon areas, must have the prior written approval of the South Florida Water Management District. E. Usage. \-Ihenever, used the singular shall include the plural and the sin- gular, and the use of any gender shall include all genders. F. Effective Date. This Declaration shall become effective upon its recorda- tion in the Public Records of Palm Beach County, Florida. G. Plat Vacation. No portion of the plat of Holiday at Lantana containing exterior connon open space may be vacated in whole or in part, if, as a result of such vacation, the minimum require.'1lents for open space for Holiday at Lantana subdivision as a whole would be violated. . . ~ -7- /j " '.j '.1 .,J', - (",) ..~ ( ( BY-U\WS OF PROPERTY O\*lERS' ASSOCIATION, INC. (a corporation not-for-profit) I. NA.'IE A"ID ADDRESS A. The name of this corporation is ASSOCIATION, INC. _, PROPERTY O\*lERS . II. PURPOSES This corporation is organized for the purpose of functioning as the Property Owners' Association of in accordance with "the Declaration of Protective Covenants, Conditions and Restrictions of It is organized to serve as the instrumentality of property owners in for the purposes of controlling and regulating residential deve10f1llent in ,; of pronating, assisting and providing adequate and proper maintenance of '3.nd the property, lots, units or parcels therein for the benefit of all owners therein; the maintenance of said land and such other means and methods as it may deem in the best interest of its members; to exercise all pCMers and discharge all responsibilities granted to it as a corporation under the laws of the state of Florida, its Articles of Incorporation and these By-Laws and the aforementioned Declaration of protective Covenants, Conditions and Restrictions; to acquire, hold, convey and otherwise engage in and with real and/or personal property in this corporation's capacity as a property owners' association; and to otherwise engage in such additional lawful activities for the benefit, use, cOovp.nience and enjoyment of its members as it may deem proper. III. DIRECTORS, OFFICERS AND ARCHITECTURAL REVIEW BOARD A.. [)j"('ectors. 1. The affairs of the corporation shall be managed by a Board of Direc- tors, canposed of three (3) persons. until such time as the Developer of , their successor or assigns, transfers and conveys of record in the ordinary course of business, all property subject to the Declaration of Protective Covenants, Conditions and Restrictions herein referred to, including such additional property as may subsequently subjected to said Declaration of Protective Covenants, Conditions and Restrictions, to individual residential purchasers, said Developer shall have the right to appoint all members of the Board of Directors. 2. At the first annual meeting of the members next succeeding the date upon which the Developer transfers and conveys of record all property owned by it, as hereinabove set forth, and at each succeeding annual meeting S'i"ereafter, Direc- tors shall be elected by the members and shall hold off ice until their successors are elected and shall qualify. ID d ..- -' ( ( At least ten (10) days before t..'1e annual meeting, a canp1ete list of mem- bers entitled to vote at such election, together with the residence of each, shall be prepared by the Secre tary. Such lis t shall be open a t the off ice of the cor- poration for ten nO) days prior to the election for the examination of every mem- ber and shall be produced and kept at the time and place of election, subject to the inspection of any me-nber who may be present. Directors shall be elected for a term of two (2) years. Directors shall be elected as follows: NQ~inations shall be from the floor at the annual meeting and a vote shall be had by written ballot. The three (3) persons receiving the highest number of votes shall be declared elected. No director shall be required to be a member of the corporation. The BOard of Directors shall fill any vacancy which occurs on the Board of Directors prior to the next annual meeting. B. Officers. The officers of the corporation shall be: a president, a vice- President, a Secretary and a Treasurer and such other officers as the Board of Dir- ectors may appoint who need not be members of the Board or members of the Associa- tion. The officers named in the Articles of Incorporation shall serve until the first regular meeting of the Board and at such meeting the Board shall appoint the aforesaid officers. Officers elected at the first meeting of the BOard shall hold office until the next annual meeting of Directors or until their successors shall have been appointed and shall qualify. so long as Developer retains the right of appointment of the Board of Directors no off icer appointed by the Board of Direc- tors shall serve the Association until such time as the Developer approves the appointment. Upon the appointment of an officer by the board of Directors, whether. or not said appointment occurs at the annual meeting for such appointment or other- wise, the Board of Directors shall forthwith submit the name of such newly appoint-- ed officer or officers (as the case may be) in writing to the Developer. Developer shall approve or disapprove said officer, or officers, within twenty (20) days after receipt of said name or names. In the event Developer fails to act within such time period, such failure shall be deemed approval by the Developer. E. Executive Committee. The Board of Directors may, by resolution passed by a majority of the whole Board of Directors, designate an Executive Corrmittee, to consist of two or more members of the Board of Directors which, to the extent pro- vided in the resolution, shall have and exercise the powers of the Board of Dir- ectors in the management of the business and affairs of the corporation and may have power to authorize the seal of the corporation to be affixed to all papers which may require it. The Executive corrmittee shall keep regular'.minutes of its proceedings and report the same to the BOard of Directors when required. -2- /1 if "';>' ./ c')' d:"..--"--- . ",:: .f ( l IV. POWER AND DUTIES OF THE CORPORATION AND THE EXERCISE THEREOF The corporation shall have all po.;ers granted to it by law, the Declaration of Protective Covenants, Conditions and Restrictions of , the Articles of Incorporation and these By-Laws, all of which shall be exercised by its Board of Directors unless the exercise thereof is otherwise restricted in the Declaration of Protective Covenants, Conditions and Restrictions, these By-Laws or by law; and the aforementioned po.;ers of the corporation shall include but not be limited to the follCMing: A. All of the po.;ers specifically provided for in the Declaration of Protec- tive Covenants, Conditions and Restrictions of B. The po.;er to levy and collect general assessments, special assessments and individual assessments. ) C. The po.;er to expand monies collected for the purpose of paying the expen- ses of the corporation. D. The po.;er to purchase equipnent, supplies and material required in the maintenance, repair, replacement, operation and management of the corporation pro- perty . E. The po.;er to insure and keep insured the buildings and improvements of the corporation. F. The po.;er to employ the personnel required for the operation of the cor- poration and the corporation property. G. The po.;er to pay utility bills for utilities serving the corporation pro- perty . H. The po.;er to contract for the management of the corporation property and to Gcleg;:;.te to its contractor as manager, all the po.;ers and duties of the corpora- tioll, eXCci1>t t1.0se things which must be approved by members. I. The po.;er to make reasonable rules and regulations and, to amend them fran time to time, and see to it that all members are notified of such changes in the rules and regulations as may be enacted. J. The po.;er to improve the corporation property subject to the limitations of the Declaration of protective Covenants, Conditions and Restrictions of K. The po.;er to enforce by any legal means the provisions of the Articles of Incorporation, the By-Laws, the Declaration of Protective Covenants, Conditions and Restrictions and the regulations promulgated by the corporation. -- L. The po.;er to collect delinquent assessments by suit or otherwise and to abate nuisances and enjoin or seek damages fron lot, unit 'or parcel o..mers for -3- / ' ) I ..? C>f w;...~, ."... ( \ violation of the provisions of the Declaration of Protective Covenants, Conditions and Restrictions and related documents. M. The power to pay all taxes and assessments which are liens against the corporation property. N. The power to control and regulate residential development within and to pranote, assist and further provide adequate and proper maintenance of and the lots, units or parcels therein for the benefit of all owners therein. This provision shall not be deemed to require the Association to maintain any lot, unit or parcel individually owned. o. The power to select depositories for the corporation funds and to deter- mine the manner of receiving, depositing and disbursing corporate funds and the form of check and the person or persons by whon the same shall be signed when not signed as otherwise provided by these By-Laws. ), P. The power to acquire real and personal property for the.benefit and use of its members and to dispose of said property in accordance with the Declaration of Protective Covenants, Conditions and Restrictions of and related documents. Q. The power to acquire without the approval of the membership of the Ass=i- ation the property referred to in the Declaration of Protective Covenants, Condi- tions and Restrictions of R. The power to enter into a contract with person, firm, corporation or real estate management agent of any nature or kind, to provide for the maintenance, operation, repair and upkeep of the corporation's property and of any facilities on lease to the corporation or otherwise provided for the corporation members' usage. Said contract may provide that the total operation of said managing agent, firm or corporation shall be at the cost of this corporation. Said contract may "'fffii:her provide that the managing agent shall be paid fron time to time a reason- "'cib"le fee either stated as a fixed fee or as a percentage of the total costs of maintenance, operation, repair and upkeep or of the total funds of the corporation hanoled and managed by the managing agent. Such fee, if any, shall be another of the management function costs to be borne by the Association, unless the contract provides to the contrary. S. The power to establish the office of additional officers of this corpora- tion and to appoint all officers. T. The power to possess, employ and exerc ise all powers necessary to imple- ment, enforce and carrj into effect the powers above described, including the power to acquire, hold, convey and deal in real and personal property. V. DUTIES OF OFFICERS A. The President shall: -4- " .;:.' 'y - .'j' ',-,j ( ( 1. Act as presiding officer at all meetings of the cOrp::lration and of the Board of Directors. 2. Call special meetings of the Board of Directors and of members. 3. sign with the Treasurer, if the Board of Directors so require, all checks, contracts, pronissory notes, deeds and other instruments on behalf of the corporation, except those which the Board of Directors specifies may be signed by other persons. 4. Perfonn all acts and duties usually required of an executive to insure that all orders and resolutions of the Board of Directors are carried out. 5. Appoint committees and to be ex-officio. member of all canmittees and render an annual report at the annual meeting of members. B. The Vice-President shall: . ~ 1. Act as presiding officer at all meetings of the corporation and of the Board of Directors when the President is absent. 2. Perfonn other acts and duties required of the President in the Presi- dent's absence. 3. Perfonn such other duties as may be required of him by the Board of Directors. c. Should the President and Vice-President be absent fron any meeting the directors shall select from among their members a person to act as chairman of the meeting. D. The secretary shall: 1. Attend all regular and special meetings of the members of the corpora- tion, of the Board of Directors and of the Architectural Review Board and keep all records and minutes of proceedings thereof or cause the same to be done. 2. Have custody of the corporate seal and affix the same when necessary or required. 3. Attend to all correspondence on behalf of the Board of Directors, pre- pare and serve notice of meetings, keep membership books andreceive all applica- tions for membership. 4. Perform such other duties as the Board of Directors may determine and on all occasions ~inthe execution of his duties, act under the superintendence, control and direction of the Board of Directors. 5. Have custody of the minute book of the meetings of theBoard of Direc- tors, members and the Architectural Review Board, which minute books shall at all -5- j - " -".,. c ( times be available at the off ice of the coqxxa tion for the information of Direc- tors and officers, and act as transfer agent to recordable transfers and regula- tions of the corporate books. E. The Treasurer shall: 1. Attend all meetings of the membership and of the Board of Directors. 2. Recieve such monies as shall be paid into his hands for the account of the corporation and disburse funds as may be ordered by the Board of Directors, taking proper vouchers for such disbursements and be custodian of all securities, contracts, leases and other ilTQOrtant documents of the corporation which he shall keep safely deposited. 3. Superv ise the keep ing of accounts of all f inanc ial transactions of the corporation in books belonging to the corporation and deliver such books to his successor. He shall prepare and distribute to all of the members of the Board at least ten (l0) days prior to each annual meeting, and whenever else required, a S\.llTU1lary of the financial transactions and condition of the corporation fron the preceding year. He shall make a full and accurate report on matters and business pertaining to his office to the members at the annual meeting and make all reports required by law. 4. The treasurer may have the assitance of an accountant or auditor who shall be employed by the Board of Directors. In the event the corporation enters into a management agreement it shall be proper to delegate such of the Treasurer's functions to the management agent as is deemed appropriate by the Board of Direc- tors. .vII. MEMBERSHIP A. Every person or entity (including the Developer) shall autanatically be- cane a member of the Association upon acquisition of a fee simple title (or in the case of the Developer, upon the filing of the Declaration of Protective Covenants, Conditions and Restrictions) of any lot, unit or parcel or portion thereof by the filing of record therefor a deed in the office of the Clerk of the Circuit Court in and for Palm Beach county, Florida, evidencing such ownership. Membership shall continue untilsuch time as the member transfers or conveys of record said interest, or said interest is, transferred and conveyed by operation of the law, at which time said membership (with respect to the lot, unit or parcel conveyed) shall autanatic- ally be conferred upon the transferee. Membership shall be appurtenant to and may not be spparated fron o..mership of any lot, unit or parcel which is subject to the Declaration of Protective Covenants, conditions and Restrictions except as other- wise set forth in the Declaration of protective Covenants, Conditions and Restric- tions. Nothwithstanding the provisions hereof, no person or entity who holds an interest of any type or nature whatsoever in a lot in only as the security for performance of an obligation SrIdll be-a member ot the Association. The Developer, by including additional lots, units or parcels within the impositions of the Declaration of Protective Covenants, Conditions and -6- /-}' /~::) ( ( Restrictions or any part thereof, may cause additional membership in the Associa- tion and may designate the CNlnership basis of automatic membership, which may be lot CMnership, unit ownership in the case of multi-family property or such other ownership basis as the Developer, in its sole discretion, may determine. B. Whether or not there is more than one (ll owner [and, therefore, more than one (1) member of the Association] for a particular lot in [or IOClre than one (l) owner for any lot, unit or parcel Developer may desig- nate as the CMnership basis for automatic membership for additional property subse- quently subjected to the Declaration], each lot, unit or parcel, as the case may be, shall have one (ll vote at any Association meeting or election held in accor- dance with the Articles of Incorporation or these By-Laws. Should a lot, unit or parcel which is the basis of automatic membership be divided as to CMnership so that separate and distinct owners or multiples of owners own separate portions thereof, each distinct or multiple of owners shall be entitled to that percentage of..one (1) vote that is equal to the percentage of the lot, unit, or parcel owned. C. Hembership in the corporation may be transferred only as an incident to the transfer of title to a lot, unit or parcel in the manner provided in the Declaration of Protective Covenants, Conditions and Restrictions. D. Membership shall terminate upon the transfer of record title to a lot, unit or parcel, or upon transfer of said lot, unit or parcel by operation of the law. VIII. MEETINGS, SPECIAL ME~INGS, QUORUMS, PROXIES A. Meetings of Members. 1. place of Meetings. All meetings of the corporation shall be held at tl-.c- off ice of the corporation or may be held a t such time and place as' shall be stated in the notice thereof. 2. Annual Meetings. Annual members' meetings shall be held at the office of. the corporation upon a date appointed by the Board of Directors, which shall fall between the 15th day of January and the 28th day of February, in each and every calendar year subsequent to 1983. No meeting shall be held on a legal holi- day. The meetings shall be held at such time as the Directors shall appoint from time to time. 3. Special Heetings. special meetings shall be held whenever called by the President or by a majority of the Board of Directors and must be called by the Secretary upon receipt of a written request fron members of the corporation CMning a majority of the lots, units or parcels subject to the Declaration of Protective Covenants, Conditions and Restrictions. Business transacted at 'all special' meet:- - ings shall be confined to the subjects and action to be taken as stated in the Notice of Meeting. -7- i ll/i \.j/ ;- '-) .J.iM ( ~ 4. Proxies. Vote may be case in ;Jers:::>n or by proxy. Proxies ;nust be filed with the Secretary of the corporation at ~east twelve (12) hours prior to the meeting. A proxy shall be valid and entitle t..'le holder thereof to vote until re- voked in writing by the grantor, such revocation to be lodged with the secretary, or until the death or legal incanpetence of t..'le gr-antor. 5. Quonrrn. A quonrrn for the transaction of business at the annual meeting or any special meeting shall consist of a majority of owners being present, either in person or by proxy, but the o..mers present at any meeting although less than a qUOnIll, may adjourn the meeting to a future date. 6. Voting Requ ired to Make DeC is ions. "'hen a quorum is present a t any meeting the vote of a majority of the members present in person or by proxy shall decide any question brought before the meeting, unless the Declaration of Protec- tive Covenants, Conditions and Restrictions, or these By-Laws or any applicable statute provides otherwise, in which event the vote prescribed .by the Declaration of Protective Covenants, Conditions and Restrictions or these By-Laws or such sta- tute shall control. B. Directors' Meetings. 1. Annual ~leeting. ,The annual meeting of the Board of Dirctors shall be held at the office of the corporation, imnediately follOwing the adjournllent of the annual meeting of :ne:nbers. The Board of Directors may establish a schedule of re- gular meetings to be held at such place as the Directors may designate in which event no notice need be sent to the Dir-ectors once said schedule has been adopted. 2. Soecial Meetings. Special meetings of the Board of Directors may be called by the President, on five (5) days notice to each Director (in writing) to be delivered by mail or in person. Special meetings may also be called on written rc-questof three (3) Directors. All notices of special meetings shall state the purpose. 3. Quorum. At all meetings of the Board of Directors a majority of the Direcl:0rs, shall constitute a quorum for the transaction of business and the acts of a majority of the Directors present at such meeting, at which a quorum is present, shall be ,the acts of the Board of Directors. At any meeting at which a quonrrn is not present the presiding officer may adjourn the meeting fron time to time and, at any such adjounred meeting, any business which might have been transacted at the meeting as originally called may be transacted without further notice. IX. NOTICE A. Annual Meeting. Written notice of the annual meeting of members shall be se~Jed upon or mailed to each me.'Ober entitled to notice at least. ten. (10) days prior to the meeting. B. Special Heetinq. Written notice of a special meeting of7nembers stating the time, place and object of such meeting shall be served upon or mailed to each member entitled to vote at least five (5) days prior to such meeting. -8- ...~. " ( ( C. Waiver. Nothing herein is to be construed to prevent CMners from waiving notice of meetings or acting by written agreement without meetings. X. PROCEUlRE Roberts Rules of Order (latest edition) shall govern the conduct of corporate proceedings when not in conflict with the Articles of Incorporation and these By- Laws of the corporation or with the Statutes of the state of Florida. XI. ASSESSMENTS AND MANNER OF COLLECTIal A. General Assessments. The Board of Directors has the power to and shall fron time to time fix and determine the amounts necessary to pay the general expen- ses of the corporation. General expenses shall include those expenses described in the Declaration of Protective Covenants, Conditions and Restrictions and any other expenses designated as general expenses by the Board of Directors under the author- i ty and sanction of the Declaration of Protective Covenants, Conditions and Res- trictions. Funds for the payment of general expenses shall be assessed against and shall be a lien against each lot, unit or parcel subject to the Declaration of Protective Covenants, Conditions and Restrictions at a uniform rate and in accordance with of the Declaration of Protective Covenants, Conditions and Restrictions. The Board of Directors shall not assume or transfer the power to make general assessments. General assessments are necessarily made upon projections and estimates of the Board of Directors and may be in excess or less than the sums required to meet the cash requirements of the corporation in which event the Board of Directors may increase or decrease the amount of such assessment and make such adjustments in cash or otherwise as they shall deerll proper including the assessment of each member of a percentage share of any deficits. Notice of all charges in assessments shall be given to all owners. \-Ihen the Board of Directors has determined the amount of' any general assessment the secretary shall submit a statement of such assessment to each lot, unit or parcel o..mers. Such notice shall state the date when said assessnent is_ due, after which said assessnent shall bear interest at the rate of ten percent (lO%) per annum until paid. General assessments shall be paid by the members in advance on a monthly basis, quarterly basis, semi-annual basis or annual basis as the Board of Directors may fron time to time direct. General assessments are payable at the office of the corporation. ~he provisions set forth herein for fixing and collecting assessments shall apply only to those persons purchasing property fron the Developer or its assigns. The Developer is specifically excluded fron paying any assessments, general or spe- cial, and from any of the provisions relating thereto. B. Special Assessments. The Board of Directors has;- in ac=rdance with the Declaration of Protective Covenants, Conditions and Restrictions, the power to make special assessments for the purpose and on the basis set fortli !:herein. Special assessnents shall be levied by the Board of Directors in the same manner as general assessments (at a uniform rate for each lot, unit or parcel subject to the Declara- tion of Protective Covenants, Conditions and Restrictions) and shall be due and collectible in such manner as the Board of Directors shall determine. -9- " '-1 Ii..p'_ / t .' '/ c. ; -' ..:l ( I \. Special assessments, when authorized or approved, m"lY be made upon projec- tions and estL~tes of the Board of Directors and may be in excess or less than the sums required to meet the cash requirements of the corporation in which event the Board of Directors may increase or decrease the amount of asseS5~ents and make such adjustment in cash or otherwise as they shall de~n proper including the assessment of each member of his proportionate share of any deficiency. Notice of all changes in special assessments shall be given to all owners. \-Yhen the Board of Directors has determined the amount of any special asses&~ent the secretary shall transmit a statement of special assessment to each lot, unit or parcel owner. Such notice shall state the date upon which the assessment is due and, thereafter, said assess- ment shall bear interest at the rate of ten percent <10%) per annun until paid. Special asseS5~ents are payable at the office of the corporation. C. Individual Assessments. Pursuant to the Association's power and authority to enforce the covenants, restrictions and regulations set forth in Section V of the Declaration of Protective Covenants, Conditions and Restrictions, the Board of Directors has the power to and may separately assess owners of ~n individual lot, unit or parcel in accordance with of the Declaration of Protective Covenants, Con- ditions and Restrictions. l-Ihen the Board of Directors has determined the arrount of any individual assessment the Secretary shall transmit a statement of such assess- ment to the lot, unit or parcel awner involved and said assessment shall be due and payable upon presentment and, thereafter, shall bear interest at the rate of ten percent (10%) per annum until paid. Individual assessments are payable at the office of the corporation. D. Failure to Pay Assessment. In the event an asseS5~ent is not paid witin thirty (30) days of the date it is due and payable the corporation, through its Board of Directors, may proceed to enforce and collect said asses&~ent iran the delinquent owner in any manner provided for by the Declaration of Protective Coven- ants, Conditions and Restrictions and these By-Laws. Each lot, unit or parcel CMn- er sh"llb~. individually responsible for the payment of assessments agaInst said lot, unit or parcel and for the payment of reasonable attorneys' fees and costs in- curred by the corporation in the collection of sums due and the enforcement of any lien held by the corporation. XII. FISCAL MATTERS A. Fiscal Year. The fiscal year of the corporation shal begin on the first day of January of each year provided, however, that the Board of Directors is auth- orized to change to a different fiscal year at such time as the Board of Directors deems it advisable. B. DejX)sitories. The funds of the corporation shall be deposited in a bank or banks in Palm Beach County, Florida, in an account for the corporation under re- solutions approved by the Board of Directors and shall be withdrawn only over the signature of the Treasurer, the President or Vice-President or such other persons as the Board may authorize. The Board may require more than one (1) signature on checks and bank drafts. Said funds shall be used only for corporate purposes. C. Fidelity Bonds. Fidelity bonds may be required by the Board of Directors fran all off icers and employees of the corporation and fron any contactor handling -10- F~ ( i , or responsible for corporate funds. The pre~iu~ for such bonds shall be paid by the corporation. D. Records. The corporation shall m3intain acC'-:>unting records according to good practice which shall be open to inspection by members at reasonable times. Such records shall include a record of receipts and expenditure accounts for each member which shall designate the name and address of the a..mer, the amount of each assessment, the due dates and amount of each assessment, the amounts paid upon the account and the balance due, a register for the na.'1l2S of any mortgage holders or lien holders who have notified the corporation of their liens and to which lien- holders the corporation will give notice of default if required. E. Annual statement. The Board of Directors shall present at each annual meeting a full and clear statement of the business and condition of the corpora- tion. F. Insurance. The corporation shall procure, maintain and\eep in full force and effect such insurance as may be required to protect t..'1e interest of the cor- poration. XIII. AD.'lINISTRATIVE RULES AND REGULATIalS The Board of Directors may fron time to time adopt rules and regulations governing the details of the operation and use of the corporate property provided that said rules and regulations shall be equally applicable to all mcnbers and uni- form in their application and effect. XIV. VrolMIOOS AND DEFAULTS In the event of a violation (other than non--pa:,ment of an assessment by a lot, 'unit or parcel owner) of any of the provisions of the Declaration of Protec- tive Covenants, Conditions and Restrictions, these By-Laws, the Rules and Regula-' tions of the corporation or the Charter the corporation, after reasonable notice to cure, not to exceed thrity (30) days, shall have all rights and re:nedies provided by law including without limitation (and such remedies shall or may be cumulative) the right to sue for damages, the right to such injunctive relief and, in the event of a failure to pay assessments, the right to foreclose its lien provided in the Declaration of Protective Covenants, Conditions and Restrictions; and in every such proceeding the lot, unit or parcel o..mer at fault shall be liable for court costs and the corporations' reasonable attorneys' fees. A suit to collect unpaid assess- ments may be prosecuted by the corporation without ,.aiving the lien securing such unpaid assessment. XV. AMENDMENT OF BY-LAWS Subject always to the prov1s10ns of the Declaration of Protective Covenants, Conditions and Restrictions entitled "Amendment", these By-Laws may be amended, modified or rescinded in accordance with Section V(D) of the Declaration of Protec- tive Covenants, Conditions and Restrictions or by a resolution adopted by a major- ity of the Board of Directors at any duly called meeting of the Board and, there- after, subnitted to the members at any duly convened meeting of the members and approved bya two-thirds (2/3rds) vote of the members present or by proxy, provided -11- ,r] ,!" i-- i.../ a , , ~,...,...-' ( ( there is a quorum, and further provided that t.'1e notice of such meGtinJ of mecn."Y?rs specifying the proposed change is given in the notice of meeting. Notice may be waived by any member. Any member of the corporation may propose an a;l1end,llent to the BOard and the Board shall act upon such proposal at its next meeting. Notwith- standing the foregoing, so long as Developer is the o.mer of any lot, unit or par-- cel affected by the Declaration of Protective Covenants, Conditions and Restric- tions, or amendment thereto, or is entitled to appoint the Board of Directors of the Association, no amendment to the By-Laws will be effective without Developer's express written joinder and consent. XVI. VALIDITY If any By-Law, or regulation or rule shall be adjudged invalid such fact shall not affect the validity of any other By-Law, rule or regulation. XVII. CONSTRUCTION TO BE CONSISTENT WITH DECLARATICN OF PROTECTIVE COVENANTS, CONDITIONS AtID RESTRICTIONS ' ,~ These By-Laws and the Articles of Incorporation of the corporation shall be construed in case of any ambiguity or lack of clarity, consistent with the provis- ions of the Declaration of Protective Covenants, Conditions and Restrictions. The foregoing was adopted as the By-Laws of PROPERIT OWilERS' ASSOCIATION, INC., a corpora tion-not-for-prof it, under the la'ws of the state of Florida, at a meeting of the members of said corporation duly noticed, at which all members were present, by the unanimous vote of the members on the day of , 19 ---- APPROVED: -12- (")1 ,," , '.1- .?-i v /-, '-: ( ( ARTICLES OF INCOKPON\TION OF PROPERTY O\-<NERS' ASSOCIATIO:-<, INC. (a corporation not-for-profit) In order to form a corporation under the Laws of Florida for the formation of corporations not-for-profit, we, the undersigned, hereby associate ourselves into a corporation for the purposes and with the pCMers herein specified; and to that end we do, by these }\rticles of Incorporation, set forth:, I. N!\.'IE The na'OO of this corporation shall be ASSOCIATION, INC., hereinafter sometimes referred II. PURPOSES PROPERTY Ov;NERS I to as the "Association". The general nature, objects and purposes of the Association are as follows: A. To promote the heal th, safety and social welfare within that area referred to as in the Covenants, Conditions and Restrictions for Publ ic Records of Palm Beach county, Florida. of the Owners of Property Declaration of Protective to be recorded in the B. To maintain and/or lakes, parks (if provided), ments in has been delegated and accepted. repair landscaping in the general and/or Common Areas, and other COTffiOn Areas, structures and other improve- for which the obligation to maintain and repair C. To operate without profit for the sole and exclusive benefit of its mem- bers. D. To perform all of the functions conte-nplated for the Association, and un- dertaken by the Board of Directors of the Association, in the Declaration of Pro- tective Covenants, Conditions and Restrictions hereinabove described. III. GENER'U. ro-'ERS The general pCMers that the Association shall have are as follows: A. To hold funds solely and exclusively for the benefit of its menbers for purposes set forth in these Articles of Incorporation. B. To pronulgate and enforce rules, regulations, By-Laws, Covenants, Restric- tions and agreements to effectuate the purposes for which the Association is organ- ized. if'r'. ,', , -",{ ,1' ;>.}4 ( I , C. To de18gate pOwer or powers 'where such is deemed in the interest of the Assoc ia t ion. D. To purchase, lease, hold, sell, mortgage or otherwise acquire or dispose of, real or personal property, except to the extent restricted hereby; to enter into, make, perform or carry out contracts of every kind with any person, firm, corporation, association, or other entity; to do any and all acts necessary or expedient for carrying on any and all of the activities and pursuing any and all of the objects and purposes set forth in the Articles of Incorporation and not forbid- den by the laws of the state of Florida. E. To fix, collect and enforce assessments to be levied against Property to defray expenses and the cost of effectuating the objects and purposes of the Assoc- iation, and to create reasonable reserves for such expenditures, and to authorize its Board of directors, in its discretion, to enter into agreements with organiza- tions for the collection of such assessments. "- F. To charge recipients for services rendered by the Association and any user for any use of Association Property when such is deemed appropriate by the Board of Directors of the Association. G. To pay taxes and other charges, if any, on or aga ins t property owned or accepted by the Association. H. In general, to have all pCMers conferred upon a corpora tion by the laws of the state of Florida, except as prohibited herein. IV. MEMBERS A. "Developer" shall mean ; its successors and assigns; "Owner" shall mean the person or persons having fee simple title to any property within _, its successors and assigns; "Lot" shall mean that portion of the platted property depicted on the plat under the ownership of a person or" persons at ; "Unit" shall mean a structure meeting the requirements of the Protective Covenants, Conditions and Restrictions for located on any lot. B. The members shall consist of the Lot and Unit Owners in , the Property conprising being described in Section (C) of this Article and all such Lot and Unit Owners, shall be members of the Association. There shall be two (2) classes of members, as follows: 1. Class A Members. Class A Members shall be all owners of Lots and Units other than the Developer. Owners of Lots and Units shall autanatically becone Class A MeTbers upon purchase of such Lots or Units. 2. Class B Member. The Class B Member shall be the developer or his designee, successor or assignee. .- -2- ..- '''~''! ( ( C. HOLID.'I.Y ,;T L"-~T,"-~.; consists of that certain real pro;Jerty situated in Palm Beach County, Florida, described as fo1lo~s: See Exhibit ".;" attached hereto and incorporated herein. v. varrN;; AND ASSESSMENTS A. Subject to the restrictions and limitations hereinafter set forth, each member shall be entitled to one (ll vote for each Lot or Unit in which he holds the interest required for membership. l-Ihen one or more person holds such interest or interests in any Lot or Unit all such persons shall be members and the vote for such Lot or Unit shall be exercised as they, among themselves, determine but in no event shall more than one vote be cast with respect to any lot or Unit. Except where otherwise required under the provisions of these Articles, the Declaration of Protective Covenants, Conditions and Restrictions for Holiday at Lantana or by law, the affirmative vote of the O..mers of a majority of Lots or units represented at any meeting of the members duly called and at which a quorum is present shall be binding upon the members. , B. The Developer shall have the right to appoint a majority of the Board of Directors so long as it owns at least one (1) Lot or Unit in Holiday at Lantana for sale in the ordinary course of business. C. The Association shall obtain funds with which to operate by assessment of its members in accordance with the provisions of the Declaration of Protective Cov- enants, Conditions and Restrictions for Holiday at Lantana as supple-nented by the provisions of the Articles and By-Laws of the Association relating thereto. VI. BOARD OF DIRECroRS A. The affairs of the Association shall be managed by a Board of Directors consisting of at least three (3) Directors. So long as Developer shall have the right to appoint a majority of the Board of Directors, Directors need not be mem-. bers of the Association and need not be residents of the State of Florida; there- after, a majority of Directors shall be members of the Association and residents of ~'1e State of Florida. There shall be one (ll Director appointed by me;nbers so long dti ::''1c Class B "lember has the right to appoint a majority of the Board of Directors Elections shall be by plurality vote of a meeting at which a majority of the mem- bership of the Association is voting in person, by proxy or by written ballot. At the first annual election to the Board of Directors the term of off ice of the elec- ted Director receiving the highest plurality of votes shall be established at two (2) years. In addition, the Class B ~lember shall select two (2) Directors to serve for terms of two (2) years. Thereafter, as many Directors shall be elected and appointed, as the case may be, as there are regular terms of office of Directors expiring at such time, and the term of the Director so elected or appointed at each annual election shall be for two (2) years expiring at the second annual election follCMing their election, and thereafter until their successors are duly elected and qualified, or, as to a Director elected by the Class A Members, until removed fron office with or without cause by the affirmative vote of <! !'Bjority of the Class A Members. In no event can a Board member appointed by the Class B ~lember be lCeITIOved except by action of the Class B Me.'Ober. Any Director appointed by the Class B Member shall serve a t the pleasure of the Class B Member and may be removed fron office and a successor director may be appointed at any time by the Class B Member. -3- '"J ./: :. ?- I ,!it ( ( B. The names and addresses 0: shall hold office until the anClual 1981 and until their successors are follows: the me'n.'x;rs of t-'1e First Board of uirectors who meeting of t-'1e members to be held in t-'1e year elected or appointed and have qualified are as Pres iden t: Vice-President: secretary/Treasurer: 0" VII. OFFICERS Offices may be held by the same person except the offices of President and Secretary. Officers shall be elected for one (1) year terms in accordance with the procedures set forth by the By-Laws. The names of the off icers who are to manage the affairs of the Association until the annual meeting of the Board of Directors to be held in the year 1981 and until their successors are duly elected and quali- f ied are: Pres ident: Vice-President: secretary/Treasurer: VIII. CORPORATE EXISTENCE T.>'e !\ssocia.t.ion shall have perpetual existence. IX. BY-LAWS The Board of Directors shall adopt By-Laws consistent with these Articles. X. N1ENLMENT TO ARTICLES OF INCORPORATION These Articles may be altered, amended or repealed by resolution of the Board of Directors. No amendment affecting or its successors or assigns as Developer of (as the same' is def ined . i.n . the ' Declara tion .-of Protective Covenants, Conditions and Restrictions for ) shall be effective without the prior written consent of the Developer, its successors_or assigns. -4- 2'. ,.s (' C1 ',::",._i I.:.... ') ,-,~ . ( ( XI. SUBSCRIBERS The names and resident addresses of the subscribe~s are as folloHs: XII. INDEMNIFICATION OF OFFICERS ~~D DIRECTORS . ~ 1. \-Ihether civil, criminal, administrative, or investigative, other than one by or in the right of the Association to p~ocu~e a judgment in its favor, brought to impose a liability or penal ty on such person for an act alleged to have been ccmnitted by such person in his capacity of Director or officer of the Associ- ation, or in his capacity as Director, office~, employee or agent of any other cor- poration, partnership, joint venture, trust or other enterprise which he served at the request of the Association, against judgments, fines, amounts paid in settle- ment and reasonable expenses, including attorneys' fees, actually and necessarily incurred as a result of such action, suit or proceeding or any appeal therein, if such person acted in good faith in the reasonable belief that such action was in the best interests of the Association, and in criminal actions or proceedings, without reasonable ground for belief that such action was unlawful. The termina- tion of any such action, suit or proceeding by judgment, order settlement, convic- tion or upon a plea of nolo contendere or its equivalent shall not in itself create. a presumption that any such Director or officer did not act in good faith in the reasonable belief that such action was in the best interests of the Association of t.'mt h~ had reasonable grounds for belief that such action was unlawful. 2. By or in the right of the Association to procure a judgment in its fav- or by reason of his being or having been a Director or off icer of the Association, or by reason of his being or having been a Director, officer, employee or agent of any other corporation, partnership, joint venture, trust or other enterprise which he served at the request of the Association, against the reasonable expenses, in- cluding attorneys' fees, actually and necessarily incurred by him in connection with the defense or settlement of such action, or in connection with an appeal therein if such person acted in good faith in the reasonable belief tht such action was in the best interests of the Association. Such person shall be entitled to indemnification in relation to matters..to which such person has been adjudged to have been guilty of negligence or misconduct in the performance of his duty of the Association unless, and only to the extent that, -5- (j ") ~(O'). ( ( the =urt, C'dninistrative 3Jcmcy or in\'estigative body before whicl1 such action, suit or prcx::e~ing is held shall detetlnina u;;>Jr1 ap;:Jlicationthat, des;:Jite the adjud- ication of liability but in view of all circumstances of the case, such person is fairly and reasonably entitled to ind~nnification for such expenses which such tri- bunal shall deem proper. B. The Board of Directors shall determine whether amounts for which a Dir- ector or officer seeks indemnification were properly incurred and whether such Dir- ector or officer acted in good faith and in a manner he reasonably believed to be in the best interests of the Association and whether, with respect to any criminal action or proceeding, he had no reasonable ground for belief that such action was unlawful. Such determination shall be made by the Board of Directors by a majority vote of a quorum consisting of Directors who were not parties to such action, suit or proceed ing. c. The foregoing rights of indemnification shall not be deemed to limit in any way the powers of the Association to indemnify under applicable law. XIII. TRANS,'\CTIo." IN WHlOi DIRECIDRS OR OFFICERS ARE INTERESTED' A. No contract or transaction between the Association and one or more of its directors or officers, or between the Assaciation and any other corporation, part- nership, association or other organization in which one or more of its Directors or officers are Director or officers, or have a financial interest, shall be invalid, void or voidable solely for this reason or solely because the Director or officer is present at or participates in the meeting of the board or cO'TTTlittee thereof which authorhed" the contract or transaction, or solely because his or their votes are counted for such purpose. No Director or officer of the Association shall in- cur liability by reason of the fact that he is or may be interested in any such contract or t'.-ansaction. B. Interested Directors may be counted in determining the presence of a quo-. rum at a meeting of the Board of Directors or of a c01T11ittee which authorized the contract or transaction. XIV. DISSOWTlo." OF THE ASSOCIATION A. Upon dissolution of the Association, all of' its assets remaining after provisions for creditors and payment of all costs and expenses of "such dissolution shall be distributed in the follCMing manner: 1. Real property contributed to the Association without the receipt of other than no:ninal consideration by the Class B Member (or its predecessor-in- in- terest) shall be returned to the Developer, its successors or assigns (whether or not a Class B Member at the time of such dissolution), unless it refuses to accept the conveyance' (in whole or in part). .. --"." ..----".- ."" "'. 2. By dedication to any apl?licable municipal or other 9vy-ernmental auth- ority of any property determined by the Board of Directors of the Association to be appropriate for such dedication and which the applicable authority is willing to accept. -6- r---.} L-- ~:) " ~.~ ( ( 3. Remaining assets, if any, shall be distributed among the me11bers, sub- ject to the limitations set forth belCM, as tenants-in-c011l1lOn, each members' share of the assets to be determined in accordance with its voting rights. 4. Notwithstanding other provisions herein set forth, any property of the Association conprising the surface water management system, shall upon dissolution of the Association be dedicated to a public entity for the purpose of maintenance and repair or in the event a public entity will not accept said dedication then to a non-profit corporation established for that purpose. B. The Association may be dissolved upon a resolution to that effect being recannended by two-thirds (2/3rds) of the members of the Board of Directors and, if such decree be necessary at the time of dissolution," "after receipt of an appropri- ate decree as set forth in Florida Statutes Section 617.05 or status of similar import, and approved by two-thirds (2/3rds) of the voting rights of the Associa- tion's members. ,~ IN WITNE:SS \-vHEREOF, the undersigned subscribers have caused these Articles to be executed as required by law this day of , 1983. STATE OF FLORIDA ) COUNTY OF PALM BEACH) The foregoing Articles of Incorporation were day of , 1983, by aCknCMledged before me th'is and , My Commission Expires: Notary Public State of Florida a t Large, '-d' -7- :2 ~:' "f.. c~3' ",,;'tJ Citv of Bo'\'nton Beach :\UCROmM L'.'PUT SHEET // Planning Department Development File Proiect Name v<, i((ir:lin- F (/0 Year ~ 0 DOCUMENT TYPE Parking Lot Variance - PLV Conditional Use - CU Rezoning - R D Preapplications - Preapp D D Master Plan - MP D D Master Plan Modification - MPM D 0 Preliminary Plat - PP D D Site Plan - SP 0 0 Site Plan Modification - SPM 0' Rezoning-and Land Use Element Amendment - LUEA Annexation - A Abandonment - Abdm NumberofSheelS Ilettprl1pq"l\ f{6 Number of Plans () .~., Date prepared: CO:--.1ME?\'TS; Approved c::J Denied D Conditions 0 "-. TO BE FILLED OUT BY MICRO COMPANY Fiche /'io. X of X Retrix No. Frames COM MEN T S I' n, J tJ . roland e. oorglund, oio jomes m. stergos, 010 donoldson e. hecring, oslo August 29, 1988 City of Boynton Beach P.O. Box 310 Boynton Beach, FL 33425 Dear Jim: On behalf of the Hasco Corporation, we are pleased to forward this correspondence as our official request to amend the Master PLan for the Meadow1ake PLanned Unit Development in the Meadows 300. More specifically our request is to modify the tYP1ca1 yard development standards to a1 low for swimming pools, tre1 lis and spas. A previous petition for this request was submitted last month, however was withdrawn prior to the City Council Meeting in order to adequately address respective departmental comments. We have met with several members of the 'City's staff and believe that the concerns have been resolved. In order to accommodate swimming pools the following setback criteria has been established: Rear setback 6' Side Yard 5' Setback from house 5' D. encroachment into easements screen enclosure side 5' screen enclosure rear 6' Additionally, at the fire departments' request, a breakaway fence or gate will be provided for emergency access for all homes with pools. . Hasco's company's request to amend the Master Plan for Meadowlakes is consistent with the representations made to the Planning Commission and City Counci 1 at the time of approva 1. Special attention to site development standards is common to zero lot 1 ine housing type and has been proven acceptab 1 e in a 11 areas of the County. We believe that our request is beneficial to the residence of Meadowlake. We thank you and look forward to your favorable consideration. Should you have any questions, please feel free to contact us. Hearing, ASLA DEH : 1 ah DEH#13:golden architeas . landscape architeas. planners, inc. 1070 east Indiontown rood. sUite 400 . Jupiter, Florida 33477 . 407/747.6330 (.( "ft ',,:i, '. * $,', .,~;. ,"~....:,',., $ ), :r: .~ I{ . :i '~~ -I ~ ;i j :1 :I:~ , .. '. :i .j ,~ :~. ,'~' I'. ,r .~'" 4 tt ..... rolond e. berglund, oia james m. stergas, aia donaldson e. hecring, asia July 19, 1988 City of Boynton Beach P.O. Box 310 Boynton Beach, Florida 33425 Attn: Jim Golden Re: Meadowlakes P.U.D. at the Meadow 300 Boynton Beach, Florida Dear Jim: On behalf of the Hasco Companies we are forwarding this correspondence as our official request to amend the approved master plan for Meadow Lake ,Planned Unit Development. Our request is minor in nature and perhaps more of a clarification type item. As you are aware when Meadow Lakes Planned Unit Development was originally approved, there were no specific provisions or criteria established for the development of swimming pools in the rear yards of the single family homes. Although during the presentations to the City it was clearly represented that pools, spas, and other elements of the outdoor environment were integral to the marketing success of this double zero lot line product type. As a measure to have completeness in documentation of the project file and in order to move forward with the construction of swimming pool s, we are petitioning that the City make a minor amendment to the existing master plan approval al low spas or swimming pools based on the following set back criteria: Rear yard 8 feet, Side yard and zero lot line 3 feet. A detail depicting the desire set back criteria has been added to the master plan, of which copies are enc 1 osed with i n. It is our firm bel ief that the request is minor in nature, and is consistent with the intentions of the original P.U.D. approval. We thank you for your assistance and anxiously look forward to your favorable review. Should you have any questions, please feel free to contact me at your convenience. Sincerely, gbs&h architects, landscape '~%~~;c. " iJ~dson E. Hearing, AS~ Principal DEH: 1 ah DEH#12:citybb cc: Jay Hasner Tim Lynch 1070 east Indiontown rood. sUite 400 . Jupiter, Florida 33477 . 407/747.6330 STAFF COMMENTS THE MEADOWS 300 TRACT M, MEADOW LAKE MASTER PLAN MODIFICATION Building Department Fire Department See attached memo See attached memo ~ >: '. f:+',: \ t { ., ( . f~';'" '; "Y' . . { i ~ , - .. . ".....-...... ......-.-~......: . --. . . . . , 5;;',';';;:; .::~; I,"" > ..,., .~~ :',.''''''' t.:. { , I :.,........A....'" .......... .;.:.,\\,'(,'((,',','., "', . . ..~.'f!..f.0:':':"~.:~I~ ,.--~:::-';;~-"~" '; '.~ ...... :'. I ~ " ", ...~- ''';~~'-~.- '~.,~-..~ - )J. ,g; .:.; " : .. ; . if --....~.: *' f: ." .' , ,; '. , " L 1. MEMORANDUM To: Carmen Annunziato Planning Director Date: August 3, 1988 Subject: MASTER PLAN MODIFICATION: MEADOWS 300 Tract M "MEADOW LAKE" (Modifications of Setbacks for Swimming Pools and Screen Enclosures From: Don Jaeger Building Department As a condition of this master plan modification approval, the following comments should be incorporated into the related docu- ments by the applicant: 1. No construction can be permitted within easements. 2. If the pool is located closer than five feet from any structure, sheet piling must be used during construction to prevent the undermining of the structure. 3. The city does not permit water from one lot to drain across a neighboring lot. This modification is pro- posing that a substantial amount of rear yard area be covered with impervious material such as concrete. This rear patio area, coupled with roof runoff, could possibly create a condition where drainage would affect neighboring single-family platted lots. The applicant's prompt compliance with the preceding comments will insure a timely permitting process. _b_\~_- Don JaeG DJ:ear "xc: E. E. Howe 11 r TO --, FROM CITY PLANNER W,D, CAVANAUGH FI RE DEPT I TRB REp, SUBJECT: MEADOWS TRACT "~1" ~OLD . ARBORSJ PooLSJ PooL DECKSJ AND SPAS AT THE REAR OF THESE RESIDENCES HAMPER ACCESSJ AND BECAUSE OF TIGHT QUARTERSJ POSE INHERENT HAZARDS FOR FIREFIGHTING, PLEASE REPLY TO . SIGNED REPLY DATE: RECEIVED AUG 3 1988 PLANNli''4G DEPT. SIGNED Item 8 F269 Grayarc, P.O. Box 2944. Hartford. CT 06104.2944 <9 Wheeler Group. Inc. 1982 THIS COpy FOR PERSON ADDRESSED 8- 3-88 ~ ~ MEMORANDUM August 10, 1988 TO: PETER L. CHENEY, CITY MANAGER FROM: CARMEN S. ANNUNZIATO, PLANNING DIRECTOR RE: THE MEADOWS 300, TRACT M, "MEADOW LAKE" MASTER PLAN MODIFICATION Donaldson E. Hearing, agent for Hasco companies, has requested a modification to the previously approved master plan for Meadow Lake, Tract M at the Meadows. The modification requested is for the purpose of establishing criteria for the development of swimming pools within the rear yards of the double zero, "z-lot" line, single family homes. The original master plan approved a general detail for swimming pools with an 8' rear setback (see attached diagram). The applicant is requesting that additional criteria be provided on the master plan to specifically allow swimming pools and spas with an 8 foot rear setback, and a 3 foot side setback, as outlined in the attached correspondence. The procedure for approving master plan modifications in planned unit developments is twofold. First, the city Commission must make a determination as to whether or not the changes requested are substantial in nature. A determination of substantial change on the part of the City Commission, which has sole discretion in this matter, would require a new application for PUD. On the other hand, a determination of no substantial change allows the forwarding of the request to the Planning and Zoning Board. The Planning and zoning Board then may approve the request. This procedure appears in Appendix B, section 12 of the Code of Ordinances. with respect to the change requested by Mr. Hearing, the Technical Review Board (TRB) met on August 2, 1988, to review the plans submitted, and they offer for your consideration a recommendation that the City Commission make a finding of substantial change for the requested modification for the following reasons: 1. Appendix A, section 11(E) states that "No swimming pool shall be constructed closer than eight (8) feet from any property line." 2. The pool and deck layout as shown on the detail provided by the applicant is in conflict with a 5 foot maintenance easement. 3. In areas where a 10 foot utility easement exists, the proposed screen enclosure will encroach into this easement. 4. The applicant is proposing to allow construction of pools, spas and deck area over the entire rear yard, leaving no pervious area for drainage and creating runoff onto adjacent property. (A one (1) foot deck setback is proposed, but will not accomodate all the runoff.) ~ -2- In addition, a concern was raised by the Technical Review Board regarding the proposed arbor which is connected to the sides of units. The arbor constitutes a potential fire hazard. Attached are comments from the Building Department and Fire Department regarding this request. (2~-. ~ ~f( ~ CARMEN S. ANNUNZIA CSA:ro cc Donaldson Hearing Central File . ,_ " _. ,....." ^" ,D.~S..,;;!3 ,'93 09: 14 AT:F fAX 9022FX ,;"';-,:_~<.~~, .:?~.';" - ,,:., - ,~~:,,;'" P.l p' lte Home Corporation FAX TRANSMISSION (305) 428-9700 TO~ ~ff- t,J --T\ (J~ FROM: RE: DATE: ~y !< ,{' # Pages (including cover sheet) URGENT - Please deliver immediately I .l ..I ,f, f.J .; .' tl ...\ For Your File For Your Approval Per Our Conversation FYI Please Can Me Upon Receipt MMENTS: Ot.'\,,\\Ua.L .. ~ ~ LEASE DISTRlBUTE COPIES OF THIS TRANSMISSION TO: ~. = he inform:\don contained In this faalmtle Is CONFIDENTIAL and may also be subJect to ttorney/cnent privilege Of may constitute prMIeged work product. This Information ls j tended ONt Y for the use of the indlvldual to whom It Is addressed. If you are not the i tended recipient or recipient'S agent, you are hereby notitled that any use, dIssemination, lstribution or copying of thiS communication is strictly prohibIted. If you have received this error, ple3se notify us Immediately by telephone and rewrn this transmission to us at the ddress listed below via the U.S. Postal Service. THANK YOU. Pulte Hom"e' Cotobratlon South Florida Division t 350 E. Newport Center Drive SuIte 200 Deerfleld Beach, Flortda 33442 . Phone: (305) 426-6100 . Fax: (305) 428..9700 DEe '='8 '9,':; -9 ~ ~ It:: 4 W&T FAX 9022FX P -, .'-- Pulte Home Cor oration south Florida Division D ember 28, 1993 M , James D. White, P.E. ei Engineer Ci of Boynton Beach 1 E. Boynton Beach Blvd. B ynton Beach. FL 33435 R: Tract M~ Meadow Lake P.U.D. o December 24. 1992, Pulte Home Corporation contracted with the FDIC to p rchase the remainder of Tract "Mu of the Meadow P.D.D. On January 5, 1 3, we petitioned the City Council to extend the date of completion of the d velopment to June 1994. Only a twelve month extension was granted at that f e; however, we were assured that additional extenSions would be granted if n cessary. e completion date of the development is now scheduled to expire on January 7 1994. All building permits have been pulled and we expect to pull our final .0. by the end of February, We thus request the City Council grant an a ditional six month extension which would put the completion date no later an July 7, 1994. Please let me know when this item will be placed on the enda. bouId you have a~stions. please advise. iT:' ~ \v-- imothy L. Heroand~ ice President - Land ~ C28- e:..- ~ Steve Feldman Scott Miller. City Manager Tambri Hayden, City Planner 1350 fast Newport Center Drive, Suite 200, Deerfield Beach, F,orida 3}442 (305) 42&-6100 FAX (305) 428-9700