phipps` station a planned community public offering statement

PHIPPS’ STATION
A PLANNED
COMMUNITY
PUBLIC OFFERING STATEMENT
IMPORTANT NOTICE PURSUANT TO 68 Pa.C.S. §§5402(a)(13) and 5406(c)
OF THE PENNSYLVANIA UNIFORM PLANNED COMMUNITY ACT, 68 PA. C. S.
§5101, ET SEQ. (THE "ACT"). NOTICE IS HEREBY GIVEN:
A.
UNDER PENNSYLVANIA LAW, A PURCHASER OF A UNIT IN A
PLANNED COMMUNITY IS PROVIDED A FIFTEEN (15) DAY PERIOD AFTER
RECEIPT OF A PUBLIC OFFERING STATEMENT, OR AN AMENDMENT TO A
PUBLIC OFFERING STATEMENT THAT MATERIALLY AND ADVERSELY AFFECTS
THE RIGHTS AND OBLIGATIONS OF THE PURCHASER, BUT BEFORE
CONVEYANCE OF THE UNIT, DURING WHICH THE PURCHASER MAY CANCEL
WITHOUT PENALTY ANY CONTRACT OF SALE PREVIOUSLY SIGNED AND
OBTAIN A FULL REFUND OF ANY SUMS ESCROWED IN ACCORDANCE WITH
SECTION 5408 OF THE ACT IN CONNECTION WITH THE CONTRACT. IF THE
PURCHASER ELECTS TO CANCEL, THE PURCHASER MUST DELIVER NOTICE OF
CANCELLATION TO THE DECLARANT BY HAND DELIVERY (IN WHICH CASE
EVIDENCE OF RECEIPT SHOULD BE OBTAINED) OR BY POSTAGE PREPAID
UNITED STATES MAIL, RETURN RECEIPT REQUESTED, TO THE DECLARANT AT
THE FOLLOWING ADDRESS: 731 SKIPPACK PIKE, BLUE BELL, PA 19422.
B.
IF DECLARANT FAILS TO PROVIDE A PUBLIC OFFERING
STATEMENT, OR ANY MATERIAL AMENDMENTS THERETO, TO A PURCHASER
BEFORE CONVEYING A UNIT, THAT PURCHASER MAY RECOVER FROM
DECLARANT, IN ADDITION TO ANY OTHER RELIEF, AN AMOUNT EQUAL TO 5%
OF THE SALE PRICE OF THE UNIT UP TO A MAXIMUM OF $2,000.00, WHICHEVER
IS GREATER. A MINOR OMISSION OR ERROR IN THE PUBLIC OFFERING
STATEMENT, OR ANY AMENDMENT THERETO, WHICH IS NOT WILLFUL, SHALL
ENTITLE THE PURCHASER TO RECOVER ACTUAL DAMAGES ONLY.
C.
IF A PURCHASER RECEIVES THE PUBLIC OFFERING STATEMENT
MORE THAN FIFTEEN (15) DAYS BEFORE SIGNING A CONTRACT OF SALE, THE
PURCHASER CANNOT CANCEL THE CONTRACT, EXCEPT THAT IN
ACCORDANCE WITH PARAGRAPH (A) ABOVE, THE PURCHASER SHALL HAVE
THE RIGHT TO CANCEL THE CONTRACT BEFORE CONVEYANCE WITHIN
FIFTEEN (15) DAYS AFTER RECEIPT OF ANY AMENDMENT TO THE PUBLIC
OFFERING STATEMENT THAT WOULD HAVE A MATERIAL AND ADVERSE
AFFECT ON THE RIGHTS AND OBLIGATIONS OF THAT PURCHASER.
TABLE OF CONTENTS
Page
INTRODUCTION
1
DESCRIPTION OF PHIPPS’ STATION
2
DECLARANT
4
FINANCING FOR PURCHASE OF UNITS
4
GOVERNING DOCUMENTS AND CERTAIN CONTRACTS
4
DESCRIPTION OF LIENS, DEFECTS, OR ENCUMBRANCES
8
RESTRICTIONS ON TRANSFER
9
FINANCIAL MATTERS
9
ZONING, HOUSING AND BUILDING CODES
10
WARRANTIES
10
JUDGMENTS AGAINST THE ASSOCIATION
10
INSURANCE
10
VOTING
10
GOVERNMENTAL APPROVALS
10
ENVIRONMENTAL CONDITIONS
10
UNUSUAL AND MATERIAL CIRCUMSTANCES
11
MASTER ASSOCIATION
11
RESTRICTIONS ON USE
11
GENERAL INFORMATION
19
EXHIBITS:
EXHIBIT "A" - Declaration
EXHIBIT "B" - By-Laws
EXHIBIT "C" - Articles of Incorporation
EXHIBIT "D" - Form Agreement of Sale
EXHIBIT "E" - List of Encumbrances
EXHIBIT "F" - Proposed Budget
PHIPPS’ STATION, A PLANNED COMMUNITY
PUBLIC OFFERING STATEMENT
INTRODUCTION
NAME OF PLANNED COMMUNITY:
PHIPPS’ STATION
LOCATION OF COMMUNITY:
WHITPAIN TOWNSHIP,
MONTGOMERY COUNTY,
PENNSYLVANIA
NAME OF DECLARANT:
PAREC PHIPPS’ STATION
ASSOCIATES
ADDRESS OF DECLARANT:
731 SKIPPACK PIKE, BLUE
BELL, PENNSYLVANIA
19422
EFFECTIVE DATE OF PUBLIC
OFFERING STATEMENT:
September 1, 2006
PAREC PHIPPS’ STATION ASSOCIATES ("Declarant") is the owner and developer of
an approximate three acre tract of land located in Whitpain Township, Montgomery
County, Pennsylvania (the “Property”). The Subdivision Plan for Phipps’ Station
proposes the development of a total of 16 residential building lots (referred to herein
as "Units").
A planned community is real estate with respect to which a person, by virtue of
ownership of an interest in a portion of the real estate (his or her Unit or lot) is or may
be obligated to pay any amount for taxes, insurance, maintenance, repair,
improvement, management, administration or regulation of any part of the real estate
(the “Common Facilities”) other than the portion or interest owned solely by the
person. Thus, a person's fee simple ownership in his or her own Unit (or lot) carries
with it the obligation to pay a defined share of the expenses in operating and
maintaining the Common Facilities.
This Public Offering Statement consists of two (2) parts, a narrative portion and an
Exhibit portion. The narrative portion of the Public Offering Statement is intended to
summarize the significant features of the Exhibits and also to present other information
of importance to the prospective purchaser. The Exhibits include legal documents that
are required for the creation and operation of the planned community, including, the
current budget for the planned community. In the event of any inconsistency between
the Exhibits and the narrative, the provisions in the Exhibits will govern.
2.
DESCRIPTION OF PHIPPS’ STATION
a.
Units. Phipps’ Station is a residential development consisting of a proposed 16
single-family detached building lots. Each lot is considered a Unit under the Uniform
Planned Community Act.
b.
Common Facilities. The Common Facilities consist of the storm water
detention basins (including related facilities), and the undedicated roadway known as
Phipps’ Way. All structures within the Common Facilities, if any, will be constructed by the
Declarant. The costs to maintain, improve, repair, replace, and insure the Common Facilities
will be borne by the individual Unit Owners through regular, and, if need be, special
assessments.
c.
Controlled Facilities.
Controlled Facilities are portions of the Planned Community not owned by the
Association but are, nevertheless, maintained, improved, repaired, replaced, insured or
controlled by the Association. The controlled facilities consist of: (i) areas of certain Units
which will contain landscaping and identification signs located at the entrances to the
development; and (ii) storm water management controls located outside of the street rightsof-way, which include such controls as piping, inlets and outfall structures located within
easements on Units as shown on final subdivision plans.
The Association is obligated to maintain, improve, repair, replace, regulate, manage,
insure and control the Controlled Facilities pursuant to recorded easements. In addition, the
Association shall be responsible for: (i) maintenance of all storm water management
controls located within the Planned Community; and (ii) maintenance of fencing around the
perimeter of the Property.
Declarant will reserve an easement in favor of the Association to maintain, repair and
replace the Common Facilities and the Controlled Facilities. The costs to maintain, improve,
repair, replace, and insure the Controlled Facilities will be borne by the individual Unit
Owners through regular, and, if need be, special assessments.
3.
DECLARANT
The Declarant is Parec Phipps Station Associates, a Pennsylvania limited
partnership with offices at 731 Skippack Pike, Blue Bell, Pennsylvania 19422.
4.
FINANCING FOR PURCHASE OF UNITS
The Declarant does not intend to offer financing for purchases of Units.
5.
GOVERNING DOCUMENTS AND CERTAIN CONTRACTS
The use and occupancy of the Units in the Planned Community and the ownership,
care and maintenance of the Common and Controlled Facilities are governed by certain
regulations, covenants, and restrictions contained in the Declaration attached hereto as
Exhibit "A" and the By-laws attached hereto as Exhibit "B". The Association is also
governed by the Articles of Incorporation which are filed with the Department of State for the
Commonwealth of Pennsylvania and are attached hereto as Exhibit "C." These documents,
taken together, are known as the Governing Documents of the Planned Community.
It is important that you read and attempt to understand each portion of the
Governing Documents prior to your purchase. By purchasing a Unit, you automatically
agree to abide by all the Governing Documents.
The following is a brief summary of the significant portions of the Governing
Documents and other relevant documents.
a.
Declaration. The Declaration provides for the creation of a Planned
Community development known as Phipps’ Station. This document outlines the various
rights, covenants, and restrictions for the use of the Units, the use and maintenance of the
Common Facilities and the Controlled Facilities of the Planned Community, and the rights of
the Association to operate the affairs of the Planned Community which includes right to levy
regular and special assessments.
Article I of the Declaration defines important terms of the Declaration.
Article II of the Declaration describes the rights of the Unit owners to use the
Common Facilities, and the rights of the Declarant, the Association, or the providing utility
or service company, to have an easement upon, across, over, through and under the
Units for ingress, egress, installation, replacement, repair and maintenance of all utility and
service lines and systems including, but not limited to, water, sewers, gas, telephones,
electricity, television, or communication lines and systems; and for Declarant and the
Association, to perform grading, irrigation, lawn service, construction of yard drains, and
maintenance of fencing around the perimeter of the Property.
Article III of the Declaration provides that each Unit owner will be a member of the
Association and will be responsible for all charges and assessments attributable to his or
her Unit until fee title to the subject Unit is sold or transferred.
Article IV describes the voting rights of a Unit. Each Unit shall be entitled to one vote
in the Association, except that the Declarant will be entitled to three votes for each Unit
owned until the earlier of the sale by Declarant of seven-eighths of the Units or five
calendar years from the date of recording of the Declaration.
Article V describes the duties and powers of the Association.
Article VI provides for the establishment of common expenses and assessments.
There are two types of assessments which may be made: (1) a general assessment based
on all common expense assessments shared by all Unit owners of the Planned Community;
(2) a special assessment if the annual budget proves inadequate for any reason. Common
assessment payments will be made on a monthly basis
Article VII addresses the effects of a failure to pay to make assessment payments in
the time and manner required, including interest charges in the amount of the prime rate of
interest as published in the Wall Street Journal from time to time, plus two percent if any
installment of an assessment is not paid within thirty (30) days after it is due. A
delinquent owner may be required further by the Board of Directors to pay a late charge
to be set by the Board of Directors and to pay reasonable attorney's fees and expenses
of collection. Under the Planned Community Act, a failure to make assessment payments
will result in the placement of an automatic lien against a defaulting Unit.
Article VIII describes the obligations of each Unit owner to maintain and repair his
or her dwelling unit and lot in a neat, safe, sanitary and attractive condition. Article VIII
also describes the maintenance obligations of the Association.
Article IX requires the Association to obtain property and liability insurance.
Article X provides certain rights to lenders which provide mortgage financing to Unit
owners, including the right to receive notification of a default by a Unit owner under the term
of the Declaration.
Article XI of the Declaration describes the location of the Property and provides for
the construction of the Common Facility.
Article XII provides Whitpain Township the right to maintain the Common Facility in
the event the Association fails to discharge its obligations under the terms of the
Declaration, and certain related rights.
Article XIII of the Declaration contains the following protective covenants and
architectural control provisions:
Each Lot shall be used for residential purposes only, and only one single family
residential dwelling may be erected or maintained on each Lot.
Each Unit and Lot shall be regularly maintained by its Owner or occupants in a
safe, clean, neat and sanitary condition, in good order and repair, and in accordance
with all applicable restrictions, conditions, ordinances, codes and any rules or regulations
which may be applicable under the Declaration or under law.
No noxious or offensive activities shall be carried on any portion of the Property,
including any Unit, nor shall anything be done or placed thereon which may be or become
a nuisance or cause unreasonable disturbance or annoyance to any Owner in his enjoyment
of the Unit.
The public street and the drives leading to each Unit from the public street and
exterior parking areas on the Property shall be used by Owners, occupants, guests and
invitees for two or four wheeled passenger vehicles only. No recreational vehicles, vans
(other than non-commercial passenger vans), mobile homes, trailers, boats, trucks or
commercial vehicle (whether or not registered as a commercial vehicle with a Department
of Transportation), and no vehicles which bear any lettering, symbols, logos or signs shall
be permitted to be parked outside on the Property except on a day-to-day temporary
basis in connection with repairs, maintenance or construction work. Vans, recreational
vehicles, motorcycles, trailers, trucks or commercial vehicles shall be parked entirely
within a garage. No Owner, occupant, guest or invitee shall store or leave any nonoperating vehicle or vehicles not currently registered and licensed and having a valid
and unexpired state motor vehicle inspection anywhere on the Property other than in an
enclosed garage. All motor vehicle repairs shall be performed within the garage of a
Unit. No vehicles over the weight of 10,000 pounds shall be permitted to be parked
anywhere on the Property unless parked within an enclosed garage. All vehicles
parked within the Property (other than an enclosed garage) must display a current
registration and a current inspection sticker and must be in operating condition.
No garbage, refuse or rubbish shall be deposited on a Unit unless placed in a
suitable container located and screened from view from other Units. Trash and recyclables
shall not be placed at the curb any earlier than the night before scheduled pickup. All
rubbish, refuse and garbage shall be disposed of on a regular basis (but in no event less
than weekly) by the Owner. Each Unit shall be kept free and clear of rubbish, debris and
unsightly materials. No material or equipment of any kind or character shall be placed or
stored upon the Unit except within the confines of an enclosed structure or except in
connection with construction on the Unit, which construction shall be promptly commenced
and diligently prosecuted to completion within a reasonable time. Bicycles, equipment,
tools, supplies, toys, etc. shall be kept inside a Unit when not in use. Swimming pools,
spas, playhouses, slides, swing sets, etc. shall not be permitted.
No overhead wires (including telephone, electric and television cable wires) shall
be erected or maintained on the Property except by the Declarant during the
construction phase of the Units. Dog, pet structures and any other accessory structures are
not permitted on a Unit. Front yard landscaping must be kept neat and well maintained.
Owners are not permitted to erect fencing on their respective Units.
There shall be no interference with the established drainage pattern over any
Unit within the Property. "Established drainage pattern" means the drainage which exists
at the time the overall grading of any Unit is completed by Declarant.
No Unit and no exterior addition, alteration or change (including, but not limited to,
lighting installations, change of external color schemes, erection of accessory buildings,
creation of landscaping berms or fences) to any Unit or Lot (each a
“Construction/Alteration") shall be commenced, erected, constructed, installed
and/or maintained without: (i) the prior written approval of the Declarant until the last Unit is
conveyed by the Declarant; or (ii) the prior written approval of the Association after the last
Unit is conveyed by the Declarant. An Owner seeking review and approval of
Construction/Alteration shall submit plans and specifications, including additional
information, plans and materials which may be requested by the Declarant or the
Association, as the case may be, showing the nature, kind, shape, height, materials,
finish, colors and location of the Construction/Alteration, together with proof of compliance
with all applicable codes, laws and ordinances (an “Application") by certified or
registered mail or overnight mail service which requires acknowledgment of receipt by
the Declarant or the Association, as the case may be. The Declarant or the Association
shall, within thirty (30) days of receipt of a completed Application, in writing, either
(1) approve the Application, with or without conditions, or (2) deny the Application. It is the
intention of the Declarant and the Association to maintain a uniform architectural and
aesthetic community appearance, and Applications will be approved or denied in the sole
discretion of the Declarant or the Association, as the case may be.
Article XIV of the Declaration miscellaneous provisions relating to the Declaration
generally.
There are no provisions in the Declaration providing that the Association will
become a part of a Master Association.
b.
Association Bylaws
Article II of the Bylaws, which are attached hereto as Exhibit "B", states that all Unit
owners shall be members of the Association, and sets forth the time, place, and necessary
guidelines for calling regular and special meetings.
Article III has provisions for the Executive Board which shall consist of at least three
(3) individuals. An Executive Board member will serve for one (1) year.
Article IV of the Bylaws has provisions for the officers of the Association which
shall include a president, vice-president, secretary, and treasurer.
Article V of the Bylaws provides for the establishment of a budget, common
expenses, assessments, and collection of assessments. There are two types of assessments
which may be made: (1) a general assessment based on all common expense assessments
shared by all Unit owners of the Planned Community; (2) a special assessment if the annual
budget proves inadequate for any reason. Assessment payments will be made on a monthly
basis for expenses. Under the Planned Community Act, a failure to make assessment
payments will result in the placement of an automatic lien against a defaulting Unit. The
Executive Board shall establish a budget each year based on expenses which shall include
a sufficient reserve for the replacement and contingencies. In order to establish an initial
reserve, upon the sale of each Unit, an initial fee of $1,000 will be collected at closing from
the purchaser of the Unit. Thereafter, the owner of each Unit will be responsible for a
monthly assessment of $150.00.
Article VI of the bylaws relates to enforcement rights of the Association and the
Executive Board.
Article VII of the Bylaws describes amendments to the Bylaws.
c.
Association Articles of Incorporation
The Articles which have been filed pursuant to Pennsylvania law to create the Phipps’
Station Homeowners Association Inc. as a non-profit corporation is attached hereto as
Exhibit "C."
d.
Agreement of Sale
The Agreement of Sale, attached hereto as Exhibit "D", sets forth the various rights,
duties, and obligations of the Unit purchaser and Declarant with respect to the individual Unit
to be purchased.
The agreement for the sale and purchase of the individual Unit should be reviewed
with your realtor. Any deposit made in connection with the purchase of a Unit will be held in
an escrow account in accordance with the provisions of Section 5408 of the Act and will be
returned to the purchaser if the purchaser cancels the contract pursuant to Section 5406 of
the Act.
The Addendum to the Agreement of Sale provides that: (1) Declarant will pay one-half
of the real estate transfer tax; (2) the Buyer acknowledges receipt of the Public Offering
Statement as well as the Declaration which sets forth the various deed restrictions and
covenants; and (3) the membership in the Association is mandatory and that an initial fee of
$1,000.00 for establishment and maintenance of a reserve account will be collected at the
time of sale and resale of each unit.
6.
DESCRIPTION OF LIENS, DEFECTS OR ENCUMBRANCES
The Planned Community is subject to the terms of the Declaration, as recorded, and
the conditions shown on the plats and plans, as recorded, the by-laws and any
rules and regulations, as each of these may be amended.
The Act grants certain statutory easements that affect the Planned Community,
including: (i) an easement provided in Section 5216 of the Act making any Unit or Common
Facilities subject to a valid easement to the extent that any other Unit or Common Facility
encroach upon it; (ii) an easement provided to the Declarant by Section 5218 through the
Common Facilities as may be reasonably necessary for the purpose of discharging the
obligations of the Declarant or exercising special Declarant rights; (iii) the rights granted
under Section 5217 of the Act for the Declarant to maintain signs on the Common Facility as
advertised in the Planned Community and, as provided in the Declaration, maintaining sales
offices, management offices and models in the Planned Community; and (iv) the easement
granted the Declarant through the Common Facilities as necessary for purposes of
discharging the Declarant's obligations under the Declaration.
The Declaration provides for additional easements for Unit owners, including
easements affecting both Units and Common Facilities and to various recorded easements,
encumbrances, restrictions and agreements affecting the Planned Community. These
include all utility and other easements shown on the plats and plans of the Planned
Community and various utility easements for water, sewer, gas, television, electric and
telephone lines.
The Property is presently subject to the liens of mortgages securing loan
obligations of the Declarant as set forth in Exhibit "E".
7.
RESTRICTIONS ON TRANSFER
There are no restrictions imposed by the Declarant on resale of a Unit by the Unit
owner except that sale is taken subject to the terms, conditions, provisions and
requirements of the Declaration.
8.
FINANCIAL MATTERS
As indicated above, Unit owners will be assessed to obtain the funds necessary to
meet the budget of the Association. The assessments necessary for the year will be
determined on an annual basis.
A proposed Balance Sheet and Budget is attached hereto as Exhibit "F." The amount
assessed against each Unit is determined by taking the total annual budget divided by the
total number of Units in the Planned Community. The budget was prepared by Declarant.
There are no anticipated or expected current fees or charges to be paid by Unit owners for
the use of the Common Facilities. Declarant will not construct any improvements on
individual Units other than Controlled Facilities. All Common and Controlled Facilities have
been constructed at the effective date of this Public Offering Statement or will be
constructed prior to taking control of the Association from the Declarant
9.
ZONING HOUSING AND BUILDING CODES
There are no outstanding notices of uncured violations of building code, municipal
regulations, or governmental requirements.
10.
WARRANTIES
No warranties are provided by Declarant with respect to either Common or
Controlled Facilities.
11.
JUDGMENTS AGAINST THE ASSOCIATION
As of the date of this Public Offering Statement, there are no judgments against the
Association and there are no pending suits to which the Association is a party or of which
the Declarant has actual knowledge.
12.
INSURANCE
The Association shall obtain comprehensive public liability and property damage
insurance in not less than $1,000,000 per occurrence. The Board may also obtain the
Fidelity Bond or insurance policy protection against dishonest acts on the part of the Board
members, officers or agents.
13.
GOVERNMENTAL APPROVALS
Phipps’ Station has obtained final subdivision approval from Whitpain Township. A
building permit will be needed prior to the construction of a building on a Unit. There are no
outstanding notices of uncured violations of building code, municipal regulations or
governmental requirements.
15.
ENVIRONMENTAL CONDITIONS
The Declarant is unaware of any environmental conditions that adversely affect the
Planned Community, including contamination by hazardous substances, hazardous wastes
or petroleum products. The Declarant is also unaware of and has no notice of any
governmental investigation regarding the disposal of hazardous wastes, hazardous
substances or other contaminants upon the Planned Community which may affect the
Planned Community.
The address and phone number of the regional offices of governmental agencies
where information concerning environmental conditions affecting the Planned Community
site may be obtained are as follows:
Pennsylvania Department of Environmental Protection
2 East Main Street, Norristown, PA 19401
telephone - 484-250-5900
16.
UNUSUAL AND MATERIAL CIRCUMSTANCES
The Common Facilities and the Controlled Facilities are depicted on the Final
Subdivision Plans.
17.
MASTER ASSOCIATION
The Declaration contains no provisions authorizing the Association to become a
Master Association or become part of a Master Association.
18.
GENERAL INFORMATION
ANY INFORMATION OR DATA REGARDING THE PLANNED COMMUNITY NOT
PRESENTED IN THIS PUBLIC OFFERING STATEMENT OR CONTAINED IN THE
EXHIBITS MUST NOT BE RELIED UPON.
NO PERSON HAS BEEN AUTHORIZED BY THE DECLARANT TO MAKE ANY
REPRESENTATION NOT EXPRESSLY CONTAINED HEREIN.
THIS PRESENTATION MAY NOT BE CHANGED OR MODIFIED ORALLY. IN THE
EVENT OF ANY INCONSISTENCY BETWEEN THE TERMS OF THIS PUBLIC OFFERING
STATEMENT AND THE LEGAL DOCUMENTS CREATING THE PLANNED COMMUNITY
INCLUDING, BUT NOT LIMITED TO THE DECLARATION, BYLAWS, AND PLANS, THE
TERMS OF THAT LEGAL DOCUMENT WILL CONTROL.
6.
This Agreement may be signed in any number of counterparts, which counterparts
will be treated as originals for all purposes, and all so executed will constitute one agreement,
binding on all of the parties hereto, notwithstanding that all parties are not signatory to the same
counterpart. For the purposes of this Agreement, facsimile signatures will constitute original
signatures.
7.
Except as specifically amended hereby, all of the terms and conditions of the
Declaration will continue in full force and affect.
8.
This Agreement may not be modified or amended except in writing executed by all
parties hereto.
[signatures appear on the following page]
EXHIBIT "A"
[LEGAL DESCRIPTION]
4
BYLAWS
OF
THE PHIPPS’ STATION HOMEOWNERS ASSOCIATION
BYLAWS
ARTICLE I
Introductory Provisions
1.1.
Applicability. These Bylaws provide for the governance of the Association pursuant
to the requirements of Section 5306 of the Pennsylvania Uniform Planned Community Act (the
“Act”) with respect to the Association created by the recording of the Declaration among the land
records of Montgomery County in Deed Book Vol. 5627 at Page 00285 (the Declaration).
1.2. Definitions. Capitalized terms used herein without definition shall have the meanings
specified for such terms in the Declaration to which these Bylaws pertain or, if not defined therein,
the meanings specified or used for such terms in the Act.
1.3. Compliance. Pursuant to the provisions of the Act, every Unit Owner and all Persons
entitled to occupy a Unit shall comply with these Bylaws.
1.4. Office. The office of the Association and the Executive Board shall be located at the
Property or at such other place as may be designated from time to time by the Executive Board.
1.5.
Incorporation of Statutory Law. Except as expressly provided herein, in the
Declaration, or in the Act, the Association shall be governed by the provisions of the Non-profit
Corporation Law of 1988 of the Commonwealth of Pennsylvania, 15 Pa. C.S. ∋5101 et seq., as it
may be amended from time to time (the Corporation Law). The Board of Directors described therein
and in the Declaration shall be referred to herein as the ΑExecutive Board.
ARTICLE II
The Association
2.1.
Composition. The Association is hereby organized on the date hereof as a
Pennsylvania non-profit corporation. The Association shall consist of all of the Unit Owners acting
as a group in accordance with the Act, the Declaration and these Bylaws. The Association shall
have the responsibility of administering the Association, establishing the means and methods of
collecting assessments and charges, arranging for the management of the Association and
performing all of the other acts that may be required or permitted to be performed by the Association
pursuant to the Act and the Declaration. The foregoing responsibilities shall be performed by the
Executive Board or Managing Agent as more particularly set forth in these Bylaws.
2.2.
Annual Meetings. The annual meetings of the Association shall be held on the third
Thursday of September of each year unless such date shall occur on a holiday, in which event the
meetings shall be held on the next succeeding Monday. At such annual meetings a member of the
Executive Board shall be appointed by the Declarant and each of the Unit Owners in accordance
with the requirements of Section 3.2 of these Bylaws (subject to Article 8 of the Declaration dealing
with Declarant control) and such other business as may properly come before the meeting may be
transacted.
2.3. Place of Meetings. Meetings of the Association shall be held at the principal office of
the Association or at such other suitable place convenient to the Unit Owners as may be designated
by the Executive Board.
2.4.
Special Meetings. The President shall call a special meeting of the Association if so
directed by resolution of the Executive Board or upon a petition signed and presented to the
Secretary by Unit Owners entitled to cast at least twenty-five percent (25%) of the votes in the
Association. The notice of any special meeting shall state the time, place and purpose thereof. Such
meeting shall be held within forty-five (45) days after receipt by the President of such resolution or
petition. No business shall be transacted at a special meeting except as stated in the notice.
2.5.
Notice of Meetings. The Secretary shall give to each Unit Owner a notice of each
annual or regularly-scheduled meeting of the Association at least ten (10) but not more than sixty
(60) days, and of each special meeting of the Unit Owners at least ten (10) but not more than fortyfive (45) days, prior to such meeting, stating the time, place and purpose thereof, including, without
limitation, any proposed budget or assessment changes, the general nature of any proposed
amendment to the Bylaws or Declaration, and any proposal to remove an Officer. The giving of a
notice of meeting in the manner provided in this Section and Section 8.1 of these Bylaws shall be
considered service of notice.
2.6.
Adjournment of Meetings. If at any meeting of the Association a quorum is not
present, Unit Owners entitled to cast a majority of the votes represented at such meeting may
adjourn the meeting to a time not less than forty-eight (48) hours after the time for which the original
meeting was called.
2.7.
Voting. Voting at all meetings of the Association shall be on a percentage basis and
the percentages of the vote to which each Unit Owner is entitled shall be the Percentage Interest
assigned to such Unit Owner’s Unit in the Declaration. If a Unit Owner is a corporation, joint
venture, partnership or unincorporated association, the natural person who shall be entitled to cast
the vote for such Unit shall be the natural person named in a certificate executed by such entity
pursuant to its governing documents. If Unit Owner is a trust, the trustee or trustees shall be deemed
to be the owner for voting purposes. Where the ownership of a Unit is in more than one Person, the
Person who shall be entitled to cast the vote of such Unit shall be the natural person named in a
certificate executed by all of the owners of such Unit and filed with the Secretary or, in the absence
of such named person from the meeting, the natural person who shall be entitled to cast the vote of
such Unit shall be the natural person owning such Unit who is present. If more than one of the
multiple Owners is present, then such vote shall be cast only in accordance with their unanimous
agreement pursuant to Section 5310(a) of the Act. There shall be deemed to be unanimous
agreement if any one of the multiple owners casts the votes allocated to that Unit without protest
being made promptly to the Person presiding over the meeting by any of the other owners of the
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Unit. Such certificate shall be valid until revoked by a subsequent certificate similarly executed.
Subject to the requirements of the Act, wherever the approval or disapproval of a Unit Owner is
required by the Act, the Declaration or these Bylaws, such approval or disapproval shall be made
only by the natural person who would be entitled to cast the vote of such Unit at any meeting of the
Association. Except where a greater number is required by the Act, the Declaration or these Bylaws,
the Unit Owners holding more than fifty percent (50%) of the voting power of the Association
voting in person or by proxy at one time at a duly convened meeting at which a quorum is present is
required to adopt decisions at any meeting of the Association. Any specified percentage of the Unit
Owners means the Unit Owners owning such percentage interests in the aggregate. If the Declarant
owns or holds title to one or more Units, the Declarant shall have the right at any meeting of the
Association to cast the votes to which such Unit or Units are entitled. No votes allocated to a Unit
owned by the Association may be cast. There shall be no cumulative or class voting.
2.8.
Proxies. A vote may be cast in person or by proxy. If a Unit is owned by more than
one Person, each Unit Owner may vote or register protest to the casting of votes by the other Unit
Owners through a duly executed proxy. Such proxy may be granted by any Unit Owner in favor of
only another Unit Owner, a holder of a mortgage on a Unit or the Declarant. Proxies shall be duly
executed in writing, shall be valid only for the particular meeting designated therein and must be
filed with the Secretary before the appointed time of the meeting. Such proxy shall be deemed
revoked only upon actual receipt by the Person presiding over the meeting of written notice of
revocation from the grantor(s) of the proxy. No proxy shall be valid for a period in excess of one (1)
year after the execution thereof. A proxy is void if it is not dated or purports to be revocable without
notice.
2.9. Quorum. Except as set forth below, the presence in person or by proxy of Unit
Owners holding twenty percent (20%) or more of the voting power of the Association at the
commencement of all meetings shall constitute a quorum at all meetings of the Association.
2.10. Conduct of Meetings. The President (or in the President’s absence, one of the vicepresidents) shall preside over all meetings of the Association, and the Secretary shall keep the
minutes of the meeting and record in a minute book all resolutions adopted at the meeting as well as
a record of all transactions occurring thereat. The President may appoint a person to serve as
parliamentarian at any meeting of the Association. The then current edition of Robert's Rules of
Order shall govern the conduct of all meetings of the Association when not in conflict with the
Declaration, these Bylaws or the Act. All votes shall be tallied by tellers appointed by the President.
ARTICLE III
Executive Board
3.1.
Number and Qualification. The affairs of the Association shall be governed by an
Executive Board. The Executive Board shall be composed of three (3) natural persons, all of whom
shall be Unit Owners, or officers, directors, members or partners of a Unit Owner, or designees of
the Declarant.
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3.2.
Appointment of the Executive Board. At the annual meeting of the Association, the
election of members of the Executive Board shall be held. The term of office of any Executive
Board member to be elected shall be fixed at one year. The members of the Executive Board shall
hold office until the earlier to occur of the election of their respective successors or their death,
adjudication of incompetency, removal, or resignation. An Executive Board member may serve an
unlimited number of terms and may succeed himself.
3.3.
Powers of the Executive Board. In addition to the powers set forth in the Act, the
Executive Board shall have the following additional powers:
3.3.1. To appoint committees of the Executive Board (which need consist of only
one (1) Executive Board member) and to delegate to such committees the Executive Board’s
authority to carry out certain duties of the Executive Board, subject to the approval and control of
the Executive Board.
3.3.2. To engage the services of any persons (including, but not limited to,
accountants, attorneys and management agents) deemed necessary by the Executive Board at such
compensation as is deemed reasonable by the Executive Board, in the operation, repair, maintenance
and management of the Common Facility, or in connection with any duty, responsibility or right of
the Executive Board and to remove, at any time, any such personnel.
3.3.3. To pay any amount necessary to discharge any mechanics lien or other
encumbrance levied against the Property or any part thereof which may in the opinion of the
Executive Board constitute a lien against the Property, or against the Common Facility, rather than
merely being against the interest therein of particular Unit Owners. Where one or more Unit Owners
are responsible for the existence of such lien, they shall be jointly and severally liable for the cost of
discharging it and any costs incurred by the Executive Board by reason of said lien or liens shall be
specially assessed to said Unit Owners with interest to accrue as of the date any such costs were
incurred by the Executive Board at the rate of fifteen percent (15%) per annum.
3.3.4. To create an architectural and landscape review committee which shall be
charged with the authority to enforce the provisions provided in Sections 13.12 of the Declaration.
3.3.5. The Executive Board may employ for the Association a Managing Agent at a
compensation established by the Executive Board. The Managing Agent shall perform such duties
and services as the Executive Board shall authorize, including, but not limited to, all of the duties
listed in the Act, the Declaration and these Bylaws; provided, however, where a Managing Agent
does not have the power to act under the Act, the Declaration or these Bylaws, such duties shall be
performed as advisory to the Executive Board. The Executive Board may delegate to the Managing
Agent all of the powers granted to the Executive Board by the Act, the Declaration and these Bylaws
other than the following powers:
a.
to adopt the annual budget and any amendment thereto or to assess any
Common Expenses;
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b.
to adopt, repeal or amend Rules and Regulations;
c.
to designate signatories on Association bank accounts;
d.
to borrow money on behalf of the Association;
e.
to acquire and mortgage Units; or
f.
to allocate Common Facility.
Any contract with the Managing Agent must provide that it may be terminated with cause on
no more than thirty (30) days written notice and without cause on no more than ninety (90) days'
written notice. The term of any such contract shall be determined by the Executive Board.
3.4.
Operation of the Executive Board. Except as provided in the Act, all members of the
Executive Board may act in all instances on behalf of the Association and shall participate and vote
on any issue which involves or arises out of the use, maintenance, repair or replacement of any
improvement within the Property as a whole, or the Common Facility. Except to the extent
otherwise provided in the Act or as elsewhere provided in this Declaration, any action taken by the
Executive Board shall require a vote of fifty-one percent (51%) of the total number of votes of the
Executive Board. Notwithstanding the foregoing, the period of Declarant control shall terminate and
the votes allocated to the Declarant shall be reduced in accordance with Section 5303 of the Act.
3.5. Removal or Resignation of Members of the Executive Board. Except with respect to
members designated by the Declarant, at any regular or special meeting of the Association duly
called, any one or more of the members of the Executive Board may be removed with or without
cause by Unit Owners entitled to cast a majority of all votes in the Association and a successor may
then and there by elected to fill the vacancy thus created. Any Unit Owner proposing removal of a
Board member shall give notice thereof to the Secretary. Any member whose removal has been
proposed by a Unit Owner shall be given at least ten days' notice by the Secretary of the time, place
and purpose of the meeting and shall be given an opportunity to be heard at the meeting. A member
of the Executive Board may resign at any time and shall be deemed to have resigned upon transfer of
title to his Unit. The Declarant shall have the right to remove and replace any or all members
appointed by the Declarant at any time and from time to time until Unit Owners other than the
Declarant hold seventy-five percent (75%) of the voting power of the Association.
3.6.
Vacancies. Except as set forth in Section 3.5 above with respect to members
appointed by the Declarant, vacancies in the Executive Board caused by any reason other than the
removal of a member by a vote of Unit Owners shall be filled by a vote of a majority of the
remaining members at a special meeting of the Executive Board held for such purpose promptly
after the occurrence of any such vacancy, even though the members present at such meeting may
constitute less than a quorum. Each person so elected shall be a member of the Executive Board for
the remainder of the term of the member being replaced and until a successor shall be elected at the
next annual meeting of the Association at which such seat is to be filled upon expiration of the term
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of his predecessor. In the case of multiple vacancies, the member receiving the greatest number of
votes shall be elected for the longest term.
3.7.
Organization Meeting. The first meeting of the Executive Board following each
annual meeting of the Association shall be held within ten (10) days thereafter at such time and place
as shall be fixed by the President (even if he is the outgoing President) at the meeting at which such
Executive Board shall have been appointed, and no notice shall be necessary to the newly elected
members of the Executive Board in order legally to constitute such meeting, if a majority of the
Executive Board members shall be present at such meeting.
3.8.
Regular Meetings. Regular meetings of the Executive Board may be held at such
time and place as shall be determined from time to time by a majority of the members, but such
meetings shall be held at least every four (4) months during each fiscal year. Notice of regular
meetings of the Executive Board shall be given to each member, by mail or telecopy, at least three
(3) business days prior to the day named for such meeting.
3.9.
Special Meetings. Special meetings of the Executive Board may be called by the
President on at least three (3) business days' notice to each member, given by mail or telecopy,
which notice shall state the time, place and purpose of the meeting. Special meetings of the
Executive Board shall be called by the President or Secretary in like manner and on like notice on
the written request of at least two (2) members of the Executive Board.
3.10. Waiver of Notice. Any member may at any time, in writing, waive notice of any
meeting of the Executive Board, and such waiver shall be deemed equivalent to the giving of such
notice. Attendance by a member at any meeting of the Executive Board shall constitute a waiver of
notice by him of the time, place and purpose of such meeting. If all members are present at any
meeting of the Executive Board, no notice shall be required and any business may be transacted at
such meeting.
3.11. Quorum of the Executive Board. At all meetings of the Executive Board the presence
of the members entitled to vote no less than fifty-one percent (51%) of the total number of votes of
the Executive Board shall constitute a quorum for the transaction of business. If at any meeting of
the Executive Board there shall be less than a quorum present, a majority of those present may
adjourn the meeting from time to time. At any such adjourned meeting at which a quorum is
present, any business which might have been transacted at the meeting originally called may be
transacted without further notice. One or more members of the Executive Board may participate in
and be counted for quorum purposes at any meeting by means of conference telephone or similar
communication equipment by means of which all persons participating in the meeting can hear each
other.
3.12. Compensation. No member of the Executive Board shall receive any compensation
from the Association for acting as such, but may be reimbursed for any out-of-pocket expenses
incurred in the performance of his duties.
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3.13. Conduct of Meetings. The President shall preside over all meetings of the Executive
Board and the Secretary shall keep a minute book of the Executive Board meetings, recording
therein all resolutions adopted by the Executive Board and a record of all transactions and
proceedings occurring at such meetings. The then current edition of Robert=s Rules of Order shall
govern the conduct of the meetings of the Executive Board if and to the extent not in conflict with
the Declaration, these Bylaws or the Act.
3.14. Action Without Meeting. Any action by the Executive Board required or permitted to
be taken at any meeting may be taken without a meeting if all of the members of the Executive
Board shall individually or collectively consent in writing to such action. Any such written consent
shall be filed with the minutes of the proceedings of the Executive Board.
3.15. Validity of Contracts with Interested Executive Board Members. No contract or other
transaction between the Association and one or more of its Executive Board members or between the
Association and any corporation, firm or association in which one or more of the Executive Board
members are directors or officers, or are financially interested, shall be void or voidable because
such Executive Board member or members are present at any meeting of the Executive Board which
authorized or approved the contract or transaction or because his or their votes are counted, if the
contract or transaction is made in good faith and on terms and conditions that are as favorable to the
Association as those available in the market at the time it is authorized, approved or ratified between
parties that are unrelated to each other.
3.16. Inclusion of Interested Board Members in the Quorum. Any Executive Board
member holding such director or officer position or having such financial interest in another
corporation, firm or association may be counted in determining the presence of a quorum at a
meeting of the Executive Board or a committee thereof which authorizes, approves or ratifies a
contract or transaction of the type described in Section 3.15 hereof.
ARTICLE IV
Officers
4.1. Designation. The principal officers of the Association shall be the President, the Vice
President, the Secretary and the Treasurer, all of whom shall be elected by the Executive Board. The
Executive Board may appoint an assistant treasurer, an assistant secretary and such other officers as
in its judgment may be necessary. The President and Vice President shall be members of the
Executive Board. Any other officers may, but need not, be Unit Owners or members of the
Executive Board. An officer other than the President may hold more than one office.
4.2.
Election of Officers. The officers of the Association shall be elected annually by the
Executive Board at the organization meeting of each new Board and shall hold office at the pleasure
of the Executive Board.
4.3.
Removal of Officers. Upon the affirmative vote of fifty one percent (51%) of the
total number of votes of the Executive Board, any officer may be removed, either with or without
7
cause, and a successor may be elected at any meeting of the Executive Board called for such
purpose.
4.4.
President. The President shall be the chief executive officer of the Association,
preside at all meetings of the Association and of the Executive Board and have all of the general
powers and duties which are incident to the office of president of a corporation organized under the
laws of Pennsylvania including without limitation the power to appoint committees from among the
Unit Owners from time to time as the President may in his discretion decide is appropriate to assist
in the conduct of the affairs of the Association. The President shall cease holding such office at such
time as the President ceases to be a member of the Executive Board.
4.5.
Vice President. The Vice President shall take the place of the President and perform
the duties of the President whenever the President shall be absent or unable to act. If neither the
President nor the Vice President is able to act, the Executive Board shall appoint some other member
of the Executive Board to act in the place of the President, on an interim basis. The Vice President
shall also perform such other duties as shall from time to time be delegated or assigned to the Vice
President by the Executive Board or by the President. The Vice President shall cease holding such
office at such time as the Vice President ceases to be a member of the Executive Board.
4.6.
Secretary. The Secretary shall keep the minutes of all meetings of the Association
and of the Executive Board, have charge of such books and papers as the Executive Board may
direct, maintain a register setting forth the place to which all notices to Unit Owners and holders of
mortgages on any Units hereunder shall be delivered and, in general, perform all the duties incident
to the office of secretary of a corporation organized under the laws of Pennsylvania. The Secretary
shall, upon request, provide any Person, or cause to be provided to any Person entitled thereto a
written statement or certification of the information required to be provided by the Association
pursuant to Sections 5315(g), 5407(a) and 5407(b) of the Act and Sections 5.6 and 5.12 below.
4.7.
Treasurer. The Treasurer shall have the responsibility for the safekeeping of
Association funds and securities, be responsible for keeping full and accurate financial records and
books of account showing all receipts and disbursements, and for the preparation of all required
financial data and be responsible for the deposit of all monies in the name of the Executive Board,
the Association or the Managing Agent, in such depositories as may from time to time be designated
by the Executive Board and, in general, perform all the duties incident to the office of treasurer of a
corporation organized under the laws of Pennsylvania.
4.8.
Execution of Documents. All agreements, contracts, deeds, leases, checks and other
instruments of the Association for expenditures or obligations in excess of One Thousand Dollars
($1,000.00) shall be executed by any two (2) officers of the Association. All such instruments for
expenditures or obligations of One Thousand Dollars ($1,000.00) or less may be executed by any
one officer of the Association.
4.9.
Compensation of Officers. No officer who is also a member of the Executive Board
shall receive any compensation from the Association for acting as such officer, but may be
reimbursed for any out-of-pocket expenses incurred in performing such officers duties; provided,
8
however, the Secretary and Treasurer may be compensated for their services if the Executive Board
determines such compensation to be appropriate.
ARTICLE V
Common Expenses; Budgets
5.1.
Fiscal Year. The fiscal year of the Association shall be the calendar year unless
otherwise determined by the Executive Board; provided, however, that the first fiscal year shall
begin upon the recordation of the Declaration.
5.2.
Preparation and Approval of Budget.
5.2.1. On or before the first day of November of each year (or sixty days before the
beginning of the fiscal year if the fiscal year is other than the calendar year), the Executive Board
shall adopt an annual budget for the Association containing an estimate of the total amount
considered necessary to pay the cost of maintenance, management, operation, repair and replacement
of the Common Facility and those parts of the Units as to which it is the responsibility of the
Executive Board to maintain, repair and replace, and the cost of wages, materials, insurance
premiums, services, supplies and other expenses that may be declared to be Common Expenses by
the Act, the Declaration, these Bylaws or a resolution of the Association and which will be required
during the ensuing fiscal year for the administration, operation, maintenance and repair of the
Property and the rendering to the Unit Owners of all related services. Such budget shall also include
such reasonable amounts as the Executive Board considers necessary to provide working capital, a
general operating reserve and reserves for contingencies and replacements.
5.2.2. On or before the next succeeding fifth day of November (or fifty-five (55)
days before the beginning of the fiscal year if the fiscal year is other than the calendar year), the
Executive Board shall make the budget available for inspection at the Association office and shall
send to each Unit Owner a copy of the budget in a reasonably itemized form that sets forth the
amount of the Common Expenses. Such budget shall constitute the basis for determining each Unit
Owner=s assessments for Common Expenses for the Association and shall automatically take effect
at the beginning of the fiscal year for which it is adopted.
5.2.3. The Executive Board shall make reasonable efforts to meet the deadlines set
forth above, but compliance with such deadlines shall not be a condition precedent to the
effectiveness of any budget.
5.3.
Assessment and Payment of Common Expenses.
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5.3.1. Common Expenses. The Executive Board shall calculate the monthly
assessments for Common Expenses against each Unit by multiplying (a) the total amount of the
estimated funds required for the operation of the Property set forth in the budget adopted by the
Executive Board for the fiscal year in question, after deducting any income expected to be received
from sources other than Assessments, by (b) the percentage interest (expressed in decimal form)
allocated to such Unit, and dividing the resultant product by (c) the number of calendar months in
such fiscal year. Such assessments shall be deemed to have been adopted and assessed on a monthly
basis (rather than on an annual basis payable in monthly installments) and shall be due and payable
in advance on the first day of each calendar month and shall be a lien against each Unit Owner=s
Unit as provided in the Act and the Declaration. Any net shortage with regard to Common
Expenses, after application of such reserves as the Executive Board may determine, shall be assessed
promptly against the Unit Owners ratably and shall be payable in one or more monthly assessments,
as the Executive Board may determine.
5.3.2. Reserves. The Association shall establish an adequate reserve fund for
maintenance, repair and replacement of those elements of the Common Facility which are
anticipated to require replacement, repair or maintenance on a periodic basis. The reserve fund may
be funded by monthly payments as a part of the Assessments at the discretion of the Executive
Board.
5.4.
Special Assessments.
5.4.1. If the annual budget proves inadequate for any reason, including nonpayment
of any Unit Owner=s Assessments, or any nonrecurring Common Expense as well as any Common
Expense not set forth in the annual budget as adopted, the Executive Board may for good cause at
any time levy a further assessment, which shall be assessed to the Unit Owners, in accordance with
the provisions of Section 5.3.1 above. Such further assessment shall be payable in such monthly
installments as the Executive Board may determine. The Executive Board shall serve notice of
further assessment on all Unit Owners by a statement in writing giving the amount and reasons
therefor, and such further assessment shall become effective and shall be payable at such time or
times as determined by the Executive Board.
5.4.2. If the act or omission of a Unit Owner, his tenants, agents, employees,
contractors and/or business invitees, shall cause damage to the Common Facility or to a Unit or
Units owned by others, or maintenance, repairs or replacements shall be required as a result thereof
which would otherwise be a Common Expense, then such Unit Owner shall pay for such damage
and such maintenance, repairs and replacements as a Special Assessment, as may be determined by
the Executive Board.
5.5.
Initial Budget. At or prior to the time assessment of Common Expenses commences,
the Executive Board shall adopt the budget, as described in this Article, for the period commencing
on the date the Executive Board determines that assessments shall begin and ending on the last day
of the fiscal year during which such commencement date occurs. Assessments shall be levied and
become a lien against the Unit Owners during such period as is provided in Section 5.3 above.
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5.6. Delivery of Approved Budget and Notice of Capital Expenditure; Effect of Failure to
Prepare or Adopt Budget. The Executive Board shall deliver to all Unit Owners copies of each
budget approved by the Executive Board and notice of any capital expenditure approved by the
Executive Board promptly after each such approval. The failure or delay of the Executive Board to
prepare or adopt a budget for any fiscal year shall not constitute a waiver or release in any manner of
a Unit Owner=s obligation to pay such Unit Owner=s allocable share of the Common Expenses as
herein provided whenever the same shall be determined and, in the absence of any annual budget or
adjusted budget, each Unit Owner shall continue to pay each assessment at the rate established for
the previous fiscal year until the new annual or adjusted budget shall have been adopted.
5.7.
Accounts.
5.7.1. All sums collected by the Executive Board with respect to Assessments against
the Unit Owners or from any other source may be commingled into a single fund; however, all funds
shall be in federally insured deposit accounts, in the name of the Association and the Association
funds shall not be commingled with the funds of any third party. All books and records of the
Association shall be kept by the Executive Board in accordance with good and accepted accounting
practices, and the same shall be reviewed at least once each year by an independent accountant
retained by the Executive Board, with a report of the financial statements delivered to the Unit
Owners within 120 days after the end of each fiscal year. Such statements shall be accompanied by
supporting invoices. Statements shall be deemed final after one (1) year from the date that any such
financial statement is delivered to a Unit Owner.
5.7.2. Within one (1) year after receipt of any such financial statement, any Unit
Owner shall have the right to review the books and records of the Executive Board pertaining to the
Common Expenses for the calendar year covered by such statement at Unit Owner=s expense; the
reviewing Unit Owner shall notify the Executive Board of its intent to review at least fifteen (15)
days prior to the designated review date and the review shall be conducted at a time reasonably
convenient to the Executive Board and the reviewing Unit Owner. In the event that such review
shall disclose any error in the determination of the Common Expenses or in the allocation thereof to
a Unit, an appropriate adjustment shall be made forthwith.
5.8.
No Exemption by Waiver. No Unit Owner may exempt himself from liability with
respect to the Common Expenses affecting such Unit Owner by waiver of the enjoyment of the right
to use any of the Common Facility or by the abandonment of its Unit or otherwise.
5.9.
Unpaid Assessments Upon Execution Sale Against a Unit. Any unpaid Assessments
shall continue to be a lien against such Unit which may be enforced in the manner set forth in
Section 5315 of the Act; provided, that in the event of a foreclosure of a first lien Mortgage on such
Unit, the lien shall be extinguished upon the transfer of title to such Unit by foreclosure, sale or deed
or assignment in lieu of foreclosure, except as otherwise provided under Section 5315 of the Act.
5.10. Liability of Purchaser of Unit for Unpaid Assessments. Subject to the provisions of
Section 5407(c) of the Act, upon the voluntary sale, conveyance or any other voluntary transfer of a
11
Unit or any interest therein, the grantee thereof shall be jointly and severally liable with the grantor
thereof for all unpaid assessments for Common Expenses which are a charge against the Unit as of
the date of consummation of the sale, conveyance or transfer, but such joint and several liability
shall be without prejudice to such grantee=s right to recover from such grantor the amount of any
such unpaid assessments which such grantee may have paid, and until any such assessments are
paid, they shall continue to be a lien against the Unit which may be enforced in the manner set forth
in Section 5315 of the Act.
5.11. Collection of Assessments. The Executive Board or the Managing Agent, at the
request of the Executive Board, shall take prompt action to collect any assessments for Common
Expenses due from any Unit Owner which remain unpaid for more than thirty (30) days from the
due date for payment thereof. Any assessment not paid within five (5) days after its due date shall
accrue a late charge in the amount of five percent (5%) of the overdue assessment in addition to
interest on such amount from the due date to and including the date such payment is received by the
Person entitled thereto, at a rate equal to the lesser of: (i) the highest rate permitted by law to be
either paid on such type of obligation by the Person obligated to make such payment or charged the
Person to whom such payment is due, whichever is less; or (ii) 15% per annum.
5.12. Statement of Common Expenses. The Executive Board shall promptly provide any
Unit Owner, contract purchaser or proposed mortgagee so requesting the same in writing with a
written statement of all unpaid assessments for Common Expenses due from such Unit Owner. The
Executive Board may impose a reasonable charge for the preparation of such statement to cover the
cost of its preparation, to the extent permitted by the Act.
ARTICLE VI
Compliance and Default
6.1.
Relief. Each Unit Owner shall be governed by, and shall comply with, all of the
terms of Declaration, these Bylaws, the Rules and Regulations and the Act, as any of the same may
be amended from time to time. In addition to the remedies provided in the Act and the Declaration,
a default by a Unit Owner shall entitle the Association, acting through its Executive Board or
through the Managing Agent, to the following relief:
6.1.1. Additional Liability. Each Unit Owner shall be liable for the expense of all
maintenance, repair or replacement rendered necessary by his act, neglect or carelessness or the act,
neglect or carelessness of his tenants, guests, invitees or licensees, but only to the extent that such
expense is not covered by the proceeds of insurance carried by the Executive Board. Such liability
shall include any increase in casualty insurance premiums occasioned by improper use, misuse,
occupancy or abandonment of any Units or its appurtenances. Nothing contained herein, however,
shall be construed as modifying any waiver by any insurance company of its rights of subrogation.
6.1.2. Costs and Attorneys Fees. In any proceeding arising out of any alleged
default by a Unit Owner, the prevailing party shall be entitled to recover the costs of such
proceeding and such reasonable attorney=s fees as may be determined by the court.
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6.1.3. No Waiver of Rights. The failure of the Association, the Executive Board or
of a Unit Owner to enforce any right, provision, covenant or condition which may be granted by the
Declaration, these Bylaws, the Rules and Regulations or the Act shall not constitute a waiver of the
right of the Association, the Executive Board or the Unit Owner to enforce such right, provision,
covenant or condition in the future. All rights, remedies and privileges granted to the Association,
the Executive Board or any Unit Owner pursuant to any term, provision, covenant or condition of
the Declaration, these Bylaws, the Rules and Regulations or the Act shall be deemed to be
cumulative and the exercise of any one or more thereof shall not be deemed to constitute an election
of remedies, nor shall it preclude the party exercising the same from exercising such other privileges
as may be granted to such party by the Declaration, these Bylaws, the Rules and Regulations or the
Act or at law or in equity.
6.1.4. Abating and Enjoining Violations by Unit Owners. The violation of any of
the Rules and Regulations adopted by the Executive Board, the breach of any Bylaw contained
herein or the breach of any provision of the Declaration or the Act shall give the Executive Board
the right, in addition to any other rights: (a) to enter the Unit in which, or as to which, such violation
or breach exists and summarily to abate and remove, at the expense of the defaulting Unit Owner,
any structure, thing or condition that may exist therein contrary to the intent and meaning of the
provisions hereof, and the Executive Board shall not thereby be deemed guilty in any manner of
trespass; or (b) to enjoin, abate or remedy by appropriate legal proceedings, either at law or in
equity, the continuance of any such breach.
ARTICLE VII
Amendments
7.1. Amendments Generally. These Bylaws may be modified or amended only by vote of
Unit Owners entitled to cast a majority of the votes in the Association, except as otherwise expressly
set forth herein or in the Act. At least fifteen (15) days prior to the effective date of an amendment
to these Bylaws, the Association shall provide all Permitted Mortgagees with written notice of the
proposed amendment, other than amendments described in Section 7.3 hereof, which such notice
will include the entire text of the proposed amendment.
7.2.
Rights of Declarant. No change, modification or amendment to these Bylaws which
diminishes the rights, or privileges expressly granted the Declarant or affects the obligations of the
Declarant shall be effective without prior written consent of the Declarant until such time as the
Declarant no longer owns a Unit.
7.3. Other Amendments. If any amendment is necessary in the judgment of the Executive
Board to cure any ambiguity or to correct or supplement any provision of these Bylaws that is
defective or inconsistent with any other provision hereof, or with the Act or the Declaration, the
Executive Board may, at any time and from time to time, effect such amendment without the
approval of the Unit Owners or Permitted Mortgagees, upon receipt by the Executive Board of an
opinion from independent legal counsel to the effect that the proposed amendment is permitted by
the terms of this sentence. Each such amendment shall be effective upon the due adoption and
13
execution of an instrument setting forth the amendment by one or more members of the Executive
Board.
7.4.
Amendments to the Declaration. Any two officers or Executive Board members of
the Association may prepare, execute, certify and record amendments to the Declaration on behalf of
the Association.
ARTICLE VIII
Miscellaneous
8.1. Notices. All notices, demands, bills, statements or other communications under these
Bylaws shall be in writing and shall be deemed to have been duly given if delivered personally or if
sent by registered or certified mail, return receipt, postage prepaid (or otherwise as the Act may
permit), (i) if to a Unit Owner, at the single address which the Unit Owner shall designate in writing
and file with the Secretary or, if no such address is designated, at the address of the Unit of such
Unit Owner, or (ii) if to the Association, the Executive Board or to the Managing Agent, at the
principal office of the Managing Agent or at such other address as shall be designated by notice in
writing to the Unit Owners pursuant to this Section. If a Unit is owned by more than one Person,
each such Person who so designates a single address in writing to the Secretary shall be entitled to
receive all notices hereunder.
8.2.
Captions. The captions herein are inserted only as a matter of convenience and for
reference, and in no way define, limit or describe the scope of these Bylaws or the intent of any
provision thereof.
8.3.
Gender. The use of the masculine gender in these Bylaws shall be deemed to include
the feminine and neuter genders and the use of the singular shall be deemed to include the plural,
and vice versa, whenever the context so requires.
14
AOS 2/10
AGREEMENT OF SALE
Date _______________
1.
Parties and Addresses
(a) Seller: S.J. Paone Development, Inc.
(b) Buyer ______________
Buyer’ Address_________________________
__________________________
(c) Buyer’s Phone # Home _________________ Work ______________
2.
Settlement
(a) Settlement (“Settlement”) shall be made on or before ____________________,
However, actual settlement date will be given in writing at “Trim Stage” of
construction, subject to paragraph 9 hereof and subject to force majeure
(“Estimated Settlement Date”). Notice of the precise date of Settlement shall be
given to Buyer not less than fourteen (14) prior to Settlement (“Settlement Date”).
At Settlement the Unit shall be “Substantially Complete”, as that term is herein
below defined. Buyer hereby acknowledges that the Estimated Settlement Date is
made as an accommodation to Buyer to assist Buyer in formulating future plans, but
the Estimated Settlement Date shall not be considered of the essence of this
Agreement of Sale (this “Agreement”).
3.
Property
Subdivision Blue Bell Station (aka Phipps’ Station) (“Community”)
Unit #_________ (“Unit”)
Model___________________________
Address: ________________ City: Blue Bell State PA Zip 19422
County Montgomery
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4.
5.
Price and Term
(a) Purchase Price
$ ________________
(b) Amount paid at signing of this Agreement
$ _____________
(c) Additional check to be paid on ____________________
$ _____________
(d) Additional check to be paid to on __________________
$ _____________
(e) Certified check at time of final Settlement
$ _____________
(f) Total Amount Due
$ _____________
Settlement.
(a) At Settlement, Buyer shall pay all settlement charges, including title insurance
premiums, recording and acknowledgment fees, fire insurance premiums, mortgagee
service charges and escrow account items, credit report and appraisal fees, reserves
for taxes and insurance, conveyancing and recording charges and notary fees.
Homeowner’s Association assessments, water and sewer rent and any other
apportionable assessments or utilities shall be apportioned pro rata as of the
Settlement Date.
Real estate taxes shall be pro rated on the basis of the last ascertainable tax bill and.
Notwithstanding the foregoing, Seller reserves the right to cause real estate taxes to
be pro rated on an estimated assessment for the Unit as reasonably determined by
Seller. The provisions of this paragraph shall survive Settlement and acceptance of
the deed.
(b) Realty transfer taxes shall be borne equally by Buyer and Seller.
(c) Buyer shall at Settlement also pay to the Homeowner’s Association a non-refundable
working capital contribution in the amount of $1,000.00.
6.
Title and Possession
(a) Title to the Unit shall be good and marketable or such as will be insured by a
reputable title company at regular rates. The Unit shall be conveyed free and clear of
all liens and encumbrances except restrictions, conditions and easements existing
prior to Seller’s ownership which do not materially adversely impact Buyer’s use and
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enjoyment of the Unit or created by Seller at or prior to Settlement hereunder and
reasonably necessary to the development of the Unit and the Community.
(b) Possession is to be delivered by fee simple special warranty deed and a key to the
Unit.
(c) Buyer authorizes Seller to order Title Insurance through Security Abstract of PA
7.
Mortgage
(a) Buyer acknowledges that this Agreement is not contingent upon Buyer obtaining
financing for the purchase of the Unit.
(b) Buyer shall seek financing through Buyer’s own sources.
Buyer agrees and
understands that failure to secure financing for the purchase of the Unit shall in no
way release Buyer from Buyer’s obligations under this Agreement. Buyer agrees to
make application for financing within ten (10) days of Seller’s acceptance of this
Agreement. Failure to comply with any of the provisions of this paragraph shall be a
default by Buyer. Buyer hereby authorizes any mortgage lender to whom Buyer
makes application for a mortgage loan to disclose to Seller any and all information
which Buyer provides to the lender or which Buyer authorizes the lender to obtain.
8.
The Work
(a) Seller will construct the Unit and will perform all the work and supply all materials
necessary (“Work”) substantially in accordance with the plans and brochures and
specifications attached to this Agreement (“Specifications”).
9.
Substantial Completion
(a) “Substantially Complete” shall mean that the Unit is sufficiently complete so that
owner can occupy or utilize Unit as a single family residence, and Seller has obtained
a Use and Occupancy Permit. Further, if grading, seeding, driveways, and walkways
cannot be completed prior to Settlement due to inclement weather, Settlement shall
nonetheless take place in accordance with the terms hereof, and Seller’s only
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obligation shall be to complete same at such time after Settlement as weather and
Seller’s schedule permit.
(b) Buyer agrees that Seller will not escrow funds, at time of Settlement, for any reason.
If Lender requires escrows, such escrows will be Buyer’s responsibility.
10.
Acknowledgment
Buyer acknowledges that Seller, or Seller’s agent has provided Buyer or Buyer’s agent
with:
(a) a copy of Seller’s Limited Warranty applicable to the Unit; and
(b) a copy of the Public Offering Statement required by Pa. C.S.A. 5101, et seq.
(c) Addendums A (Options & Extras), B (Specifications), C (Estimate of closing costs),
D (Home Owner Documents), E (Site Plan Disclosure) to be attached and made part
of this Agreement.
(d) _________________________________________________________________
(e) _________________________________________________________________
11.
Time
(a) If Seller is delayed at any time in commencing or performing the work by changes
ordered in the work, acts of God, fire, unusual delay in transportation, adverse
weather conditions, storm, abnormal conditions of the soil requiring other timeconsuming treatments, strikes, lockouts, or other labor disputes affecting either Seller
or any of Seller’s suppliers of materials or labor, delay in issuance of permits, acts of
war, or emergency proclamation, or any other causes beyond Seller's control, then the
time for commencement and/or completion of the Work will be extended for such
reasonable time as the Seller may determine.
12.
Selections
(a) Options and color selections must be selected by Buyer within two (2) weeks of a
fully executed Agreement of Sale. Should Buyer fail to make options and color
selections as hereinbefore set forth, Seller is hereby irrevocably authorized to proceed
with the installation of materials of a color and design selected by Seller within the
prescribed allowance as set forth in the Specifications.
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13.
Changes
(a) Any changes or additions to the Work requested or ordered by Buyer must be set
forth in writing setting forth the change, the cost thereof and the additional time for
completing the Work caused thereby, signed by Buyer. The cost of any such changes
or additions as requested and ordered by Buyer after the execution and delivery of
this Agreement will be added to the contract sum and will be paid for by Buyer at the
time designated by Seller. If despite the foregoing, Buyer requests a change or
addition without specifying the price therefore, or the change or addition is not in
writing signed by Buyer and Seller performs the change or addition in the Work,
Seller will have the right to unilaterally set the price for the change or addition so
long as the price is reasonable. Any extras that are requested by Buyer are to be paid
on demand of Seller on or before the date of Settlement. Any changes made once the
working blue prints are established and distributed to the construction superintendent
and subcontractors will be subject to a change fee of $100.00 in addition to the cost of
the change requested.
14.
Radon
(a) As a precaution, Seller shall prepare the house for radon mitigation with the rough-in
installation of a radon mitigation stack. Seller has offered to Buyer, as an optional
extra, to complete the system to ventilate any radon gas that may be present after the
construction of the dwelling contemplated herein. Buyer has elected not to select this
option and Buyer recognizes that any collection of radon gas after the completion of
the Unit will be Buyer's sole responsibility and the provisions for ventilation therefore
shall be at Buyer's sole cost without any liability on the part of Seller.
15.
Disclaimer
(a) Buyer is purchasing the Unit upon the basis of its own investigation and without
regard to any representations, statements, promises or the like made by Seller or any
Agent of Seller, except as specifically set forth in this Agreement.
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16.
Options
(a) Options and extras are to be paid as required by the Seller and Subcontractors. Should
Buyer not settle for any reason, the total amount of options/extras money is due and
payable immediately.
17.
Default by Buyer
(a) Except with respect to the Estimated Settlement Date, time is of the essence in this
Agreement.
(b) Should Buyer:
(i)
fail to make any payments as specified, or
(ii)
furnish false or incomplete information to Seller, Seller’s agent or the
mortgage lender, concerning Buyer's legal or financial status, or fail to
cooperate in the processing of the mortgage loan application, which
acts would result in the failure to obtain the approval of a mortgage
loan commitment, or
(iii) violate or fail to fulfill and perform any other terms or conditions of
this Agreement, then in such case, all deposit money and other sums
paid by Buyer on account of the purchase price, whether required by
this Agreement or not, may be retained by Seller:
(1) On account of the purchase, or
(2) As monies to be applied to Seller's damages, or
(3) As liquidated damages for such breach.
As Seller may elect, and in the event that Seller elects to retain the monies as
liquidated damages in accordance with this Paragraph 17 Seller shall be released from
all liability or obligations and this Agreement shall become NULL AND VOID and
all copies will be returned to Seller's agent for cancellation.
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18.
Risk of Loss
(a) Damage by fire or other casualty prior to Settlement shall not void this Agreement,
provided that Seller shall rebuild the house as quickly as is reasonably practical, and
the date of Settlement shall be automatically extended by the appropriate period
required to allow Seller to rebuild the house aforesaid.
19.
Seller's Warranty
SELLER EXPRESSLY WARRANTS THAT IT WILL CORRECT ANY
MATERIAL DEFECTS IN THE HEATING, PLUMBING, AIR CONDITIONING,
ELECTRICAL, ROOFING OR MAJOR STRUCTURAL SYSTEMS OF THE
HOUSE THAT OWNER, BY DUE WRITTEN NOTICE, CALLS TO SELLER'S
ATTENTION WITHIN TWELVE (12) MONTHS OF THE DATE OF
SUBSTANTIAL COMPLETION, PROVIDED THAT SUCH DEFECTS DO NOT
RESULT IN WHOLE OR IN MATERIAL PART FROM WORK. ALTERATIONS
OR OTHER ACTS PERFORMED OTHER THAN BY SELLER, ACTS OF GOD
OR ANY OTHER CAUSES NOT DIRECTLY ATTRIBUTABLE TO SELLER.
ALL OTHER EXPRESS OR IMPLIED WARRANTIES ARE EXCLUDED,
INCLUDING
SPECIFICALLY
ANY
AND
ALL
WARRANTIES
OF
MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
SELLER SHALL HAVE THE SOLE RIGHT TO DETERMINE WHETHER A
DEFECT SHALL BE CORRECTED BY REPAIR OR REPLACEMENT. IN NO
EVENT SHALL SELLER BE LIABLE FOR SPECIAL OR CONSEQUENTIAL
DAMAGES OR PERSONAL INJURIES ARISING FROM ANY BREACH OF
THE WARRANTY OR OF THIS AGREEMENT.
Specifically and without limitation, no warranty is given in respect to:
(a) Any appliances, component equipment and the like for which the manufacturer
thereof issues a separate warranty except as to Seller's workmanship with respect to
installation of the equipment (and Seller shall assign to Buyer all guarantees or warranties
extended by the manufacturer of any equipment):
Stainless Steel Disclosure: Should Buyer select and/or purchase stainless steel
appliances, Seller will not be in any way responsible for any inherited imperfections due
to the nature of the material surface. Defects such as scratches and dents may occur in
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transporting the appliances; should the quality of the product not meet the standards and
expectations of the Buyer, then Buyer should contact the Manufacturer for their warranty
regarding repair or replacement of the appliances. Buyer agrees to hold the seller
harmless for any and all claims related to repair or replacement of Stainless Steel
Appliances.
(b) Any other matters relating to the construction of the Unit or the condition of the
premises including without limitation of the following or the consequences thereof:
(i)
Nail pops, seam ridge and shrinkage in drywall, lumber, trim Millwork
and wood floors.
(ii)
Settling of the areas around the house, driveways, or trenches where
utility lines and/or pipes are located underground.
(iii) Cracking dripping or discoloration of or imperfections in grout,
drywall, stucco, concrete, foundation or basement walls.
(iv) Shrinking or warping of doors less than one-half (1/2) inch.
(v)
Color variations in fixtures, appliances, stained wood, tile, brick
mortar or stucco.
(vi) Quantity or quality of growth of grass. It is the responsibility of owner
to water, fertilize, and reseed as necessary. Any soil washouts from
rain or melting snow from date of substantial completion are the
responsibility of owner.
(vii) Dampness or water in the basement. If however, Seller is notified in
writing by owner within twelve (12) months of the date of substantial
completion that there is water seepage into the basement, Seller will at
no cost to Buyer, install a sump pump.
(viii) Any condensation problems, including but not limited to windows,
skylights or attics.
(ix) Seller will not be responsible for any condensation caused by
placement of recessed lighting in cathedral ceilings and/or areas where
condensation can be created.
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20.
Substitution of Materials and Insurance
(a) Seller is given the option at Seller's sole discretion to make substitutions of materials
of equal or better quality without additional cost to owner whenever Seller finds it
necessary or expedient to do so. Seller will have the right to make any minor change
or changes in the construction of the project that Seller may in its reasonable
discretion find necessary in the course of construction. However, if a major change is
necessary, Owner will be notified of the proposed change.
(b) Seller will have no liability regarding appliances and fixtures supplied by Buyers.
Buyers should incorporate a rider to their existing Homeowners Policy to insure their
off premises goods.
21.
Grading and Seeding
(a) Seller will have the sole discretion to establish all vertical and horizontal contours in
elevations of grading and the house will be erected upon the lot at such location
thereon and at such elevation as Seller in its sole discretion shall deem advisable.
Wherein trees exist upon the premises, Seller will take reasonable effort to avoid
damage; however, in no event will Seller be liable for damage to trees. Seller shall
leave all areas with trees in their natural state if so determined by Seller. Vegetation
shall remain or be removed at the sole discretion of Seller.
(b) Seller will finish grading of the lot and seeding of the site in an area not to exceed 1/2
acre (including the land on which the house is built) but no grading or seeding shall
be done in area with trees or abnormal topography. Grading will be done with the soil
that exists on the said lot. No soil will be brought in to elevate or add due to the
topography.
22.
Rock
(a) In the event Seller encounters a subsoil rock formation which (1) prevents penetration
with standard excavating equipment, and which (2) requires pulverizing or blasting or
construction modifications, then Buyer will be responsible for the cost of removing
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such rock and/or for the cost of such construction modifications over and above the
contract price specified herein or null and void this Agreement.
23.
Deposit and Recovery Fund
(a) Deposits or hand monies shall be paid to Abington Bank, Escrow Agent for Seller,
who shall retain the same until consummation or termination of this Agreement in
conformity with all applicable laws and regulations. Escrow Agent for Seller may, at
his/her option, hold any uncashed check tendered as deposit or hand monies, pending
the acceptance of this offer.
A real estate recovery fund exists to reimburse persons who have suffered monetary
loss and have obtained an uncollectible judgment due to fraud, misrepresentation or
deceit in a real estate transaction by a Pennsylvania licensee. For complete details call
(717) 783-3658.
24.
Agency
(a) It is expressly understood and agreed between Seller and Buyer that the within-named
agent, broker, _______________ (“Broker”) and any sub-agent, broker and their
sales people, employees, officers, and/or partners are the agents for Seller, not Buyer,
and that this was disclosed during the initial interview. Further, no agent of Seller has
any authority to make any representations, covenants, agreements, or the like, with
respect to the Unit. Agent, however, may perform services for Buyer in connection
with financing, insurance, and document preparation, and is hereby specifically
authorized by Buyer to place the title insurance for said purchase with a reputable title
insurance company. Buyer further authorizes Seller's agent to prepare documents and
other conveyancing services for Settlement.
25.
No Entry
(a) Buyer warrants and agrees that he/she will not enter the Unit or the Community at
any time without written permission from Seller and Buyer further warrants and
agrees that he will not do any work himself or authorize anyone to do work of any
kind on the premises prior to Settlement, i.e., Buyer is required to use Seller’s
subcontractors for all work inside and outside of the Unit prior to Settlement. Any
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costs incurred by the Seller as a result of Buyer’s failure to comply with this
paragraph will be the responsibility of the Buyer at a rate of $100.00/hr plus
materials.
26.
No Assignment
(a) This Agreement shall not be assigned or transferred by Buyer without the written
consent of Seller being first had and obtained. Subject to the provisions regarding
assignment by Buyer, this Agreement shall extend to and bind the heirs,
administrators, successors and assigns of the respective parties hereof.
27.
Sale of Buyers House
(a) Buyer acknowledges that this Agreement is in no way contingent upon the sale and
Settlement of any real estate currently owned by Buyer.
28.
Entire Agreement
(a) This Agreement and the exhibits hereto constitute the sole and entire Agreement
between the parties concerning the subject matter hereof and may not be modified,
discharged or amended, except by a writing signed by a duly authorized
representative of Buyer and an officer of Seller.
29.
Deed Acknowledgement
(a) Buyer acknowledges that Seller is the equitable owner of the subject tract of ground
to be conveyed and at Settlement the deed to Buyer may be from the legal owner.
Buyer agrees to accept such deed and acknowledges that the legal owner shall have
no liability to Buyer concerning construction of the house and the improvements of
the subdivision.
30.
Liability
(a) It is understood that neither Seller nor Seller’s agents can be liable or responsible for
consequential damages or personal injury resulting from conditions inherent to home
construction or a site under construction before or after Settlement including any
incidental expenses that may be incurred by the homeowner. These conditions include
but are not limited to construction defects, mud, dust, construction materials and
debris, construction vehicles and machinery, road obstructions or road settlement,
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high manholes and inlets, high curb depressions, etc. Buyer agrees to hold the Seller,
it’s employees, officer and agents harmless from any and all consequential damages
or personal injury resulting from conditions inherent to home construction or a site
under construction whether they occur before or after Settlement including any
incidental expenses that may be incurred by the homeowner or a guest of the
homeowner.
31.
WAIVER OF JURY TRIAL
SELLER AND BUYER WAIVE ANY RIGHT TO TRIAL BY JURY ON ANY
CLAIM, DEMAND, ACTION OR CAUSE OF ACTION (a) ARISING UNDER
THIS NOTE OR (b) IN ANY WAY CONNECTED WITH OR RELATED OR
INCIDENTAL TO THE DEALINGS OF MAKER OR PAYEE WITH RESPECT
TO THIS NOTE OR THE TRANSACTIONS RELATED HERETO IN EACH
CASE WHETHER SOUNDING IN CONTRACT OR TORT OR OTHERWISE.
SELLER AND BUYER AGREE AND CONSENT THAT ANY SUCH CLAIM,
DEMAND, ACTION OR CAUSE OF ACTION SHALL BE DECIDED BY COURT
TRIAL WITHOUT A JURY, AND THAT ANY PARTY MAY FILE AN
ORIGINAL COUNTERPART OR A COPY OF THIS SECTION WITH ANY
COURT AS WRITTEN EVIDENCE OF THE CONSENT OF SELLER AND
BUYER TO THE WAIVER OF THEIR RIGHT TO TRIAL BY JURY. MAKER
ACKNOWLEDGES THAT IT HAS HAD THE OPPORTUNITY TO CONSULT
WITH
COUNSEL
REGARDING
THIS
SECTION,
THAT
IT
FULLY
UNDERSTANDS ITS TERMS, CONTENT AND EFFECT, AND THAT IT
VOLUNTARILY AND KNOWINGLY AGREES TO THE TERMS OF THIS
SECTION.
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32.
MOLD
(a) Mold is found in both the indoor and outdoor environment, including homes. Mold
growth is highly dependent on the presence of moisture. When a mold spore comes
into contact with a wet or damp surface indoors, the mold begins to grow. Mold
spores will not grow unless there is moisture present in your home. Therefore, as a
homeowner, whether or not you experience mold growth depends to a large extent on
how you maintain your home and whether there is a source of moisture present in
your home. As a Seller our responsibility is limited to things that we can control and
which are provided for in our warranty. By executing this Agreement you agree that
as a Seller we are not responsible for any damages caused by mold, including but not
limited to, property damage, personal injury, loss of income, emotional distress, loss
of use and adverse health effects.
33.
Installation of Additional Impervious Cover
Buyer acknowledges that the storm water management plan that is part of the subdivision of
which your lot is a part, was calculated based upon the impervious cover proposed to be installed
by Seller. If, after Settlement, Buyer creates additional impervious cover by expanding Buyer’s
driveway, installing a patio, swimming pool, tennis court or similar facility, and that additional
work results in the municipality requiring Seller to perform additional storm water management
control, then the cost of that control shall be borne by Buyer. The cost shall include Seller’s
design fees, municipal review fees and any costs incurred by Seller.
34.
SELLER DEFAULT
If Seller shall default hereunder including Seller’s refusal to proceed to settlement with Buyer,
Buyer’s sole remedy shall be to be repaid the amounts heretofore paid by Buyer on account of
the purchase price, together with liquidated damages in the amount of $1,000.00 and of being
reimbursed for reasonable title insurance company charges and reasonable mortgage application
fees heretofore incurred, in which event this Agreement shall terminate and neither of the parties
shall have any further rights or obligations hereunder. Buyer hereby waives the right to the
remedy of specific performance
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35.
Broker
___________________________
___________________________
___________________________
DESIGNATED AGENT: ________________________________
ADDRESS: _________________________________________________________
TELEPHONE: ______________________________
BUYER AGENT: ______________________________________
ADDRESS: _________________________________________________________
TELEPHONE: ______________________________
DUAL AGENT: _______________________________________
ADDRESS: _________________________________________________________
TELEPHONE: ______________________________
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IN WITNESS WHEREOF the parties have executed this Agreement this ____ day of
________________, _______..
Witness:
Buyer:
______________________
______________________
Witness:
Buyer:
______________________
______________________
Witness:
Seller:
______________________
______________________
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SITE PLAN DISCLOSURE
Blue Bell Station
Development Name
Address/Lot Number
_____________________________
Owner’s Name
_____________________________
Block/Unit Number
Please sign the attached to verify that the information about each was presented and
explained with regard to your property:
1. Common areas, such as park lands, streets, and open space;
2. All lot lines within the development;
3. All deed restrictions which affect development of the lots;
4. Membership in a homeowner’s association, if required. A copy of the Homeowner’s
Association or Condominium agreement has been provided;
5. All dimensional requirements for the primary uses on each lot, such as setback
requirements, building coverage, impervious coverage and height limits;
6. The location of all easements through the development, describing the general terms
of the easements and showing which lots are affected by these easements;
7. The location of all areas within the development and on each lot which are classified
as wetlands, under the currently used definition, and a reference to Township Code
requirements which govern wetlands;
8. The location within the development and on each lot of floodplain area, as defined by
the Township’s Zoning Ordinance and a reference to Township Code requirements
which govern floodplains;
9. The location of storm water drainage facilities, and the paths of storm water runoff,
and a reference to Township Code requirements which govern storm water facilities;
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10. Any constraints which would affect emergency vehicles’ accessibilities to the
development;
11. The zoning of land which abuts the development, and a description of permitted uses
for each zoning district;
12. The proposed land use of the development and abutting properties as shown in the
Township’s most recent Comprehensive Plan;
13. Proposed new road right-of-ways shown in the official map of the Township, if any
exists;
14. Any environmental hazards including superfund sites.
15. The location within the development and on each lot of Site Landscaping as required
by Township Approval;
16. The location within the development and on each lot to Site Amenities if applicable.
I/we, the undersigned, acknowledge that I/we have received a copy of the subdivision and/or
land development plan and related text narrative of my/our property from the seller and
understand and agree to the constraints imposed therein with regard to my/our property. I/we
also understand that signing this disclosure statement does not release me/us from meeting
requirements of any of the Codes of the Township.
_____________________________
Purchaser
___________________________
Owner/Authorized Agent
_____________________________
Purchaser
___________________________
Date
_____________________________
Date
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BLUE BELL STATION HOMEOWNERS ASSOCIATION
PRO FORMA BUDGET
16 Dwellings
INCOME
Assessments
TOTAL INCOME
$ 28,800
$ 28,800
EXPENSES
Grounds Maintenance
$ 15,000
Trash Removal
4,030
Snow Removal
3,000
Insurance
1,200
Legal & Accounting
1,000
Site Lighting
768
Office & Administrative
400
Repairs & Maintenance
330
Management Service
0
TOTAL EXPENSES
$ 25,728
CAPITAL RESERVE
TOTAL EXPENSES & RESERVE
3,072
$ 28,800
03.26.10
BLUE BELL STATION HOMEOWNERS ASSOCIATION
PRO FORMA BUDGET ANALYSIS
16 Dwellings
INCOME:
Assessments: The monthly assessment is $150 per unit.
EXPENSES:
Grounds Maintenance: The budget includes 25 lawn mowings and four turf
applications to private lots and common area. Each owner is responsible for
mulching, edging, pruning and hand weeding on their own lot.
Trash Removal: The Association will arrange for once per week trash collection,
including once per week recycling.
Snow Removal: The Association plows streets and removes snow from common
sidewalks, once accumulation reaches two inches.
Each homeowner is
responsible for their driveway, entry walks, and sidewalks in front of their home.
Insurance: The Association will maintain coverage on the common ground, plus
directors and officers liability and general liability coverage. Each owner is
responsible for insuring their entire home, including building and contents
coverage and general liability insurance.
Legal & Accounting: Annually, the Association will employ an accountant to
prepare an independent financial statement and tax return. Funds are also
provided for routine legal activity.
Site Lighting: The Association is responsible for electricity to the common-area
lighting.
Office & Administrative: Includes the cost of postage, copying, mailings, bank
service charges, assessment coupons, stationery, office supplies and court filing
fees.
Repairs & Maintenance:
Each homeowner is responsible for the complete
maintenance of their home. The Association only maintains the common areas.
Management Service: Currently, the Association is being self managed by the
Developer. Once the residents take over and a management company is hired,
a management fee will apply.
CAPITAL RESERVE: In accordance with the Financial Capital Reserve Analysis,
$16 of each monthly assessment will be transferred to the Reserve account.