Section 1. The name of the Association shall be SUNLAND OWNERS ASSOCIATION,
hereafter referred to as "SLOA."
Section 2. The principal office of SLOA shall be located in the vicinity of
the City of Sequim, Clallam County, Washington, but subsidiary offices may be located within or without the
State as the Board of Directors of SLOA may from time to time determine. Meetings of the members and of the
directors may be held at such places within or without the State of Washington as may be designated by the Board
of Directors from time to time.
ARTICLE II
Purposes
Section 1. SLOA shall be conducted as a non-profit corporation for the
purposes set forth in the Articles of Incorporation and in the Declaration of Covenants, Conditions and
Restrictions applicable to the properties as recorded in the Office of the Auditor of Clallam County,
Washington.
Section 2. The purposes for which SLOA was created may be altered, modified,
enlarged, or diminished by a vote of a majority of the membership at a meeting duly called for such purpose,
notice of which meeting shall be given as herein provided.
ARTICLE III
Definitions
Section 1. "Association" shall refer to SunLand Owners
Association, its successors and assigns (hereafter referred to as "SLOA").
Section 2. "Properties" shall refer to that certain real property
described in the Declaration of Covenants, Conditions and Restrictions, and such additions thereto as may
hereafter be brought within the jurisdiction of SLOA.
Section 3. "Common area" shall refer to all real property owned by
SLOA for the common use and enjoyment of the owners.
Section 4. "Lot" shall refer to any plot of land shown upon any
recorded subdivision map of the properties with the exception of the common areas.
Section 5. "Owner" shall refer to the record owner, whether one or
more persons or entities, of the fee simple title to any lot which is a part of the properties, including
vendees and contract purchasers whose voting rights and privileges shall be limited as set forth in the Articles
of Incorporation, but excluding those having such interest merely as security for the performance of an
obligation.
Section 6. "Declaration"
shall refer to the Declaration of Covenants, Conditions and Restrictions applicable to the properties as
recorded in the Office of the Auditor of Clallam County, Washington.
Section 7. "Member"
shall refer to those persons entitled to membership as provided in the Declaration and Articles of Incorporation
of SLOA.
ARTICLE IV
Membership
Section 1. Every person or
entity who is a record owner of a fee or undivided fee interest or purchaser under conditional sales contract of
one or more lots which is subject by covenants of record to assessment by SLOA, including contract vendors,
shall be a member of SLOA, and as such subject to payment of SLOA dues. The
foregoing is not intended to include persons or entities who hold an interest merely as security for the
performance of an obligation. Membership shall be inseparably appurtenant to lots within the subdivision or
division plat or plats of SunLand and upon transfer of ownership or the execution by any member of a contract
for the sale of any such lot or lots, such membership shall ipso facto be deemed to be transferred to the
grantee or contract purchaser.
Section 2. The privileges and
facilities of SLOA shall be extended to the spouse and children of a member and may be extended to guests under
such rules and regulations as the Board of Directors may prescribe.
Section 3. No membership may be
conveyed or transferred except by sale of the lot to which such membership is appurtenant or the making
of a contract for the sale therefor. In the event of the death of a
member, membership shall pass in the same manner and to the same person as does the lot or lots.
Section 4. The vote of any
membership owned by a single marital community may be cast by either spouse without presentation of authority
from the other, but if both are present, only one may vote.
Section 5. No membership shall
be forfeited nor any member expelled except for the non-payment of dues, and then only subject to the discretion
of the directors and upon a majority vote thereof, and no member may withdraw except upon the transfer of title
to or upon contracting for the sale of the lot to which his membership is appurtenant. No compensation shall be paid by SLOA upon the transfer of membership and
no member whose membership is transferred shall be entitled to share or participate in any of the property or
assets of SLOA.
ARTICLE V
Meetings of the Members of SLOA
Section 1. Annual Meeting. The
annual meeting of SLOA shall be held in September of each calendar year, the time and place thereof to be fixed
by the Board of Directors of SLOA.
Section 2. Special Meetings. Special
meetings of the members shall be held whenever called by the President or Vice President or by a majority of the
members of the Board of Directors and must be called by such officers upon receipt of a written request of the
members entitled to cast ten percent (10%) of the votes of the entire membership.
Section 3. Notice of Meetings. A
written or printed notice of every planned meeting of SLOA, stating whether it is an annual meeting or special
meeting, the authority and purpose for the call of the meeting, the place, day, and hour, shall be given by the
Secretary or the person or persons calling the meeting at least fourteen (14) days and no more than sixty (60)
days from the date set for such meeting. Such notice shall be given to each
member in any of the following ways:
a. By
leaving the same with him personally; or
b.
By first class mail, postage prepaid, addressed to each member, at his address as it appears in the
records of SLOA; or
c. If notice is given pursuant to the provisions of this
section, the failure of any member to receive actual notice of the meeting shall in no way invalidate the
meeting or any proceedings thereat. Upon written request for notices mailed by registered mail, addressed to the
Secretary of SLOA at the address of SLOA, the holder of any duly recorded mortgage against any lot may promptly
obtain a copy of any and all notices permitted or required to be given to the members. Notice of any meeting may
be waived in writing before or after any such meeting.
Section 4. At any meeting of SLOA, the presence at such meeting of members
and proxies totaling ten percent (10%) of those entitled to vote shall consist of a quorum for the official
conduct of business. If, however, such a quorum cannot be achieved, the members who are present shall have the
power to adjourn the meeting from time to time until a quorum can be achieved. At any meeting at which a quorum
is present, a majority of such members constituting a quorum, either in person or by representative, shall be
valid and binding upon SLOA except where otherwise provided by law, these Bylaws, the Articles of Incorporation,
or the Declaration.
Section 5. Voting. Any person, firm, corporation, trust, or other
legal entity, or a combination thereof, owning any lot or lots in the said plat or plats, duly recorded in his,
her, or its name, shall be entitled to one vote at any and all meetings of SLOA. Each owner and/or purchaser shall
have one membership regardless of the number of lots owned or purchased and the interest of each member
shall be equal to that of any other member. No member can acquire any interest that shall entitle him to any
greater voice, vote or authority in the corporation than any other member. The purchaser under a contract of
purchase shall be deemed to be an owner for membership purposes. Any provision to the contrary notwithstanding,
co-owners or joint owners shall be deemed one owner for the purpose of voting.
The authority given by one member to another person to represent such member at meetings of SLOA shall be
in writing, signed by such member, or if a lot or lots are jointly owned, then by all joint owners, or if such
member is a corporation, by the proper officers thereof, and shall be filed with the Secretary of SLOA and
unless limited by its terms, such authority shall be deemed good until revoked in writing.
Section 6. Order of Business. The order of business at the annual meeting of the members, and as far as
practical at all other membership meetings, shall be as follows:
a. Calling
of the role and certifying proxies;
b. Proof'
of notice of meeting or waiver;
c. Reading
and disposition of any unapproved minutes;
d. Reports
of officers;
e. Reports
of committees;
f. Election
of directors, if necessary;
g. Unfinished
business;
h. New
business;
i.
Adjournment.
Section 7. Adjournment. Any meeting of SLOA may be adjourned from time to time to such place and
time as may be determined by a majority vote of the members present, whether a quorum be
present or not, without notice other than the announcement at the meeting.
ARTICLE VI
Board of Directors
Section 1. The Board of Directors shall exercise overall responsibility for
the assurance of good order and communal tranquility in conformance with the Declaration and the Articles of
Incorporation. In furtherance of these objectives, the Board shall
formulate and publish Architectural Requirements and Guidelines in the form of its "Application for
Construction Documents Review." Further, the Board shall
promulgate necessary and proper Rules and Regulations to govern the membership in the full and unencumbered
enjoyment of their property and their life in SunLand. The Board shall have and exercise powers, rights and
privileges to enforce such Architectural Requirements and Guidelines and Rules and Regulations and to make such
changes from time to time as circumstances and governing state and local statutes may require.
Section 2. Number and
Qualifications. The affairs of SLOA shall be governed by a Board
of Directors composed of not less than nine (9) and not more than eleven (11) persons.
Section 3. Election and Term
of Office. Directors shall be elected by a majority of the
members. The assignment of each director to a job function shall be accomplished at an organizational meeting no
later than five (5) days after the annual meeting. The normal term
of office is three (3) years (four (4) years for President-Elect). Offices
being vacated shall not exceed three (3) per each year requiring that all offices be staggered in term limits. The Board has the authority to change the term of office of any director
to keep the stagger workable. The term of office of the President
shall be limited to two (2) consecutive years maximum.
Section 4. Vacancies. Vacancies in the Board of Directors caused by any reason shall be filled
by vote of the majority of the remaining directors, even though they may constitute less than a quorum; each
person so elected shall serve for the unexpired term of his predecessor and until a successor is elected and
seated at an annual meeting of SLOA.
Section 5. Removal of
Directors. Any director may be removed by concurrence of a
majority vote of owners voting by proxy or in person at any meeting called for that purpose.
Section 6. Nomination of
Directors. Nomination for election to the Board of Directors
shall be made by a Nominating Committee. Nominations may also be made from the floor at the annual meeting. The Nominating Committee shall consist of a chairman, who shall be a
member of the Board of Directors, and two or more members of SLOA. The
Nominating Committee shall be appointed by the Board of Directors prior to each annual meeting of the members to
serve from the close of such annual meeting until the close of the next annual meeting and such appointment
shall be announced at each annual meeting. The Nominating Committee
shall make as many nominations for election to the Board of Directors as it shall in its discretion determine
but not less in any event than the number of vacancies that are to be filled.
Section 7. Organizational
Meeting. The first meeting of a newly elected Board of Directors
shall be held within one week of election at such place as shall be fixed by the directors at the meeting at
which such directors were elected, and no notice shall be necessary to the newly elected directors in order
legally to constitute such meeting provided a majority of the whole Board shall be present.
Section 8. Regular Meetings. Regular meetings of the Board of Directors may be held at such time and
place as shall be determined from time to time by a majority of the directors.
Notice of regular meetings of the Board of Directors shall be given to each director personally or by
mail, addressed to his residence, or by telephone, at least three (3) days prior to the day named for such
meeting.
Section 9. Special Meetings. Special meetings of the Board of Directors may be called by the President
on three (3) days notice to each director, given personally or by mail, addressed to his residence, or by
telephone, which notice shall state the time, place, and purpose of the meeting.
Special meetings of the Board of Directors may be called by the President or Secretary in like manner and
on like notice upon the written request of at least three (3) directors.
Section 10. Waiver of Notice. Prior to or at any meeting of the Board of Directors, any director may,
in writing, waive notice of such meeting. This waiver shall be deemed equivalent to the giving of such notice.
Attendance by a director at any meeting of the board shall be a waiver of notice by him of the time and place of
that meeting. If all the directors are present at any meeting of the
board, no notice shall be required and any business may be transacted at such meeting.
Section 11. Board of
Directors' Quorum. At all meetings of the Board of Directors a
majority of the directors shall constitute a quorum for the transaction of business. If at any meeting of the Board of Directors there be less than a quorum
present, the majority of those present may adjourn the meeting from time to time until a quorum can be achieved.
Section 12. Insurance of
Officers. The Board of Directors shall require that all officers of SLOA handling or responsible for
corporate funds shall furnish adequate liability insurance. The premiums on such insurance shall be paid by SLOA
as a common expense.
Section 13. Powers of the
Board of Directors. The Board of Directors shall have power to:
a.
Adopt and publish Rules and Regulations governing the use of the common area and facilities, and the
personal conduct of the members and their guests thereon, and to establish penalties for any infraction thereof;
b.
Suspend the voting rights and rights to use of the recreational facilities of a member during any period
in which such member shall be in default in the payment of any dues or any financial obligation levied by SLOA.
Such rights may also be suspended after notice and hearing for a period not to exceed sixty (60) days for
infraction of published Rules and Regulations; other sanctions may be imposed as the Board sees fit;
c. Exercise for and on behalf of SLOA all powers,
duties, and authority vested in or delegated to SLOA, and not specifically reserved to the membership, by the
provisions of these Bylaws, the Articles of Incorporation of SLOA, the statutes of the State of Washington, or
the Declaration;
d. Declare the office of a member of the Board of Directors
to be vacant in the event such member shall be absent for three (3) consecutive regular meetings of the Board of
Directors and such absence be unexcused;
e. Employ a manager, managing agent, independent contractor, or such
other employees and agents as they deem necessary and to fix and prescribe their duties, compensation, and other
terms and conditions of employment;
f. To do all things necessary for the administration of
the affairs of SLOA and for the accomplishment of the best interests of SLOA, its facilities, utilities and
properties.
Section 14. Duties of-the Board of Directors. It shall be the duty of
the Board of Directors to:
a. Keep
a complete record of all of its acts and corporate affairs and to present a statement thereof to the members at
the annual meeting of the members, or at any special meeting when such statement is requested in writing by
one-fourth of members entitled to vote;
b. Supervise
all officers, agents, and employees of SLOA assuring that their duties are properly performed;
c. Supervise
the care, upkeep and surveillance of all SLOA common areas and facilities;
d. Determine
and collect all financial obligations of SLOA members, including enforcement measures and penalties, in full
consonance with applicable provisions of the SLOA covenants, and in furtherance thereof, to:
(1) Fix the amount of the annual assessment against each lot
at least thirty (30) days in advance of each annual assessment period;
(2) Fix the amount of annual dues to be paid by each member at
least thirty (30) days in advance of the due date thereof;
(3) Provide means for the collection of such dues and/or
assessment as so fixed;
(4) Give written notice of such dues and assessment to every
member and owner subject thereto at least thirty (30) days in advance of the due date thereof;
(5) Place a lien against any property or take any other action
of law for which dues and/or assessments are not paid within sixty (60) days after the due date.
e. Issue, upon demand by any person legitimately
involved in the transfer of a member's property, a certificate stating whether that member's dues or assessments
are either delinquent or paid in full. Such a certificate shall be conclusive evidence of the status of the
account of said SLOA member. A reasonable charge may be made for the certificate;
f. Procure and maintain adequate liability and
hazard insurance on property owned by SLOA, as well as umbrella policy to cover members of the Board of
Directors;
g.
Provide for the maintenance, repair and upkeep of the properties of SLOA and the common areas;
h. Assure that all procedures incident to enforcement of
SLOA Covenants and Rules and Regulations and any penalties incurred as a consequence thereof meet the
requirements of due process of law. The Board of Directors shall provide the procedures to enforce infraction,
either by suspension of rights or legal actions.
ARTICLE VII
Officers
Section 1. Designation.
The officers of SLOA shall be a President, Vice President (also President-Elect), Secretary, Treasurer, and
either a Counselor or Advisor. The office of Secretary-Treasurer may be combined. The office of Vice President
(President-Elect) is inseparably combined and designed to be held by the same person. All shall be elected by and from the Board of Directors and all of whom
shall be members of SLOA. The directors may appoint an Assistant Treasurer and Assistant Secretary and such
other subordinate officers as in their judgment may be necessary.
Section 2. Election of Officers. The officers of SLOA shall be
elected annually by the Board of Directors at the organizational meeting of each new Board and shall hold office
at the pleasure of the Board, and/or until their successors be elected and qualified by and from the Board.
Section 3. Removal of
Officers. Upon an affirmative vote of a majority of the
members of the Board of Directors, any officer may be removed, either with or without cause, and his successor
elected at any regular meeting of the Board of Directors or at any special meeting of the Board of Directors
called for that purpose. Removal of such officer, however, shall not affect a removal from his position
as a member of the Board.
Section 4. Vacancies. A vacancy in any of the offices may be filled by appointment by the Board
of Directors, choosing from among their number. Recognizing that the ideal may never be fully attainable, it
should be incumbent on the Board of Directors to adhere to principles of succession in office; that every effort
be made to maximize experience in office; and that the office of President must now be filled by a board member
having at least a year as a general member and one year as Vice President. An
appointee to such vacancy shall serve for the remainder of the unexpired term of the officer whom he replaces.
Section 5. Multiple Offices. The offices of Secretary and Treasurer may be held by the same
person, as well as the office of Vice President and President-Elect. No person shall simultaneously hold more
than one of any of the other offices except in the case of special offices created pursuant to Section 4 of this
Article.
Section 6. President. The President shall be the chief executive officer of SLOA. He shall preside at all meetings of SLOA and of the Board of Directors.
He shall have all of the general powers and duties which are usually vested in the office of President of an
association, including but not limited to the power to appoint committees from among the owners from time to
time as he may in his discretion decide is appropriate to assist in the conduct of the affairs of SLOA.
Section 7. Vice
President.
a. This office is also the "President-Elect" and
becomes President at the conclusion of the President's term.
b. The Vice President shall take the place of the
President and perform his duties whenever the President shall be absent or unable to act. If neither the President nor Vice President is able to act, the Board of
Directors shall appoint some other member of the Board to do so on an interim basis. The Vice President shall
also become especially familiar with the list of board motions for the last five years. This list is prepared in the office and indexed to coincide with the
subject matter represented by the various committee heads. The office of Vice President (President-Elect) will
be considered as a training ground for succession to the office of President.
c. The Vice President shall be provided with a
compilation of all motions made by the Board for the most recent five years and index the list to standing
committees or by any other criteria the Board feels would provide easier access.
This list shall be available to each Board member but is the primary responsibility of the Vice President
(President-Elect) to become thoroughly familiar with its contents to bring to the Board's attention
inconsistencies as well as similarities that may already have been resolved or spoken to by previous boards.
d. The
nomination and selection of a Vice President must be done in such a manner as to assure the nominee understands
and agrees to the succession process and duties.
e. Any
candidate for Vice President (President-Elect) should have had at least one year on the board at some time in
the past.
Section 8. Counselor-Advisor. At
the conclusion of the term of President that person will remain on the board for a year as an Advisor or
Counselor with all the privileges of any board member. Like the President, the Counselor may not initiate a
motion but has a vote.
Section 9. Treasurer. The Treasurer shall be responsible for
receiving and keeping faithfully and depositing in such bank or banks as may be designated by the Board of
Directors, all funds, securities, and liquid assets of SLOA, in its name for its account, and shall disburse
funds of SLOA under the direction of the Board of Directors on checks signed in the manner from time to time
determined by the Board of Directors. The Treasurer shall be responsible for keeping full and accurate books of
account and making such report of the finances and transactions of SLOA as may be required by the Board of
Directors and shall prepare and present to the annual meeting of the members a full statement showing in detail
the financial condition of SLOA.
Section 10. Secretary.
The Secretary or Recording Secretary shall attend and keep the minutes of all meetings of the Board of Directors
or of SLOA, shall give all notices as provided by the Bylaws, and shall have such other powers and duties as may
be incidental to the office of Secretary stated by these Bylaws or assigned to the Secretary from time to time
by the directors. If the Secretary shall not be present at any meeting, the presiding officer shall appoint a
Secretary Pro Tem who shall keep the minutes of such meeting and record them in the books provided for that
purpose.
ARTICLE VIII
Committees
Section 1. Nominating
Committee. As elsewhere provided in these Bylaws, the Board of Directors shall, in accordance with the
provisions therefor, appoint a Nominating Committee to perform those duties and functions as herein set forth.
Section 2. Architectural Committee. The Board of Directors of SLOA
shall annually, at their Organizational Meeting, appoint an Architectural Committee which shall consist of as
many persons, but in no event less than three (3), as the Board shall deem appropriate. The Architectural
Committee shall function and shall exercise the powers, rights, duties and obligations as are more particularly
set forth in the Declaration of Covenants, Conditions and Restrictions of record.
Section 3. Other Committees. The
Board of Directors may from time to time appoint such other committees as are deemed appropriate to carry out
its purposes and shall, as required by the Declaration, appoint such committees as are necessary for the
performance of the requirements of such Declaration.
ARTICLE IX
Books and Records
Section 1. The books and records and papers
of SLOA shall at all times, during reasonable business hours, be subject to inspection and copying by any member
of SLOA. Copies of all pertinent documents of SLOA, including but not limited to the Declaration, the Articles
of Incorporation, and the Bylaws, shall be available for inspection by any member at the offices of the
corporation and copies thereof made available at reproduction cost.
ARTICLE X
Liabilities
Section 1. Indemnification. Any person who is made or is threatened
to be made a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal,
administrative, or investigative, by reason of the fact that he or she is or was a director, officer, or member
of this corporation, or is or was serving at the request of this corporation, shall be indemnified by SLOA
against all judgments, penalties, fines, settlements, and reasonable expenses, including attorney's fees,
actually and reasonably incurred by him/her in connection with such action, suit, investigation, or other
proceeding. This indemnification shall apply whether or not
such person continues to be a director, officer or member at the time of the incurring or imposition of such
costs, expenses or liabilities. Provided, that such indemnity shall not indemnify any director, officer or other
person from or on account of acts or omissions of such person finally adjudged to be intentional misconduct or a
knowing violation of law, or from or on account of conduct finally adjudged to be in violation of RCW 23A.08.450
or from or on account of any transaction with respect to which it was finally adjudged that such person
personally received a benefit in money, property or services to which he was not legally entitled. Provided,
further, that no indemnification shall be made pursuant to this provision in respect to any proceeding in which
such person shall have been adjudged to be liable to the corporation. Reasonable
expenses for which indemnification is provided herein may be paid or reimbursed by the corporation in advance of
the final disposition of any such proceeding. Such indemnity
shall inure to the benefit of the heirs, executors and administrators of any such person. This provision shall
be in addition to the rights of indemnification provided by law. The corporation shall purchase and maintain
insurance on behalf of any person who is or was a director, officer, member, or other agent or employee of the
corporation or is serving or was serving at the request of the corporation, against any liability asserted
against him or her and incurred by him or her in such capacity or arising out of such status, whether or not the
corporation would have power to indemnify against such liability. Any
indemnification in accordance with this provision, including any payment or reimbursement of expenses, shall be
reported to the members with the notice of the next members' meeting or prior thereto in a written report
containing a brief description of the proceedings involving the person being indemnified and the nature and
extent of such indemnification.
ARTICLE XI
Accounting
Section 1. Budget. Compatible with the terms and conditions of the Declaration and of the
levy of dues and assessments required to be made pursuant thereto, the Board of Directors shall adopt a budget
for each fiscal year of SLOA which shall include the estimated funds required to defray common expenses, dues,
assessments, and provide funds for the various and sundry accounts. Within thirty days after adoption by the
Board of Directors of the budget, the board shall set a date for a meeting of the owners to consider
ratification of the budget not less than fourteen (14) nor more than sixty (60) days after mailing of a summary
of the budget to the owners. At the meeting, the budget is adopted unless a majority of all members vote to
reject the budget, regardless of whether a quorum is present. If a proposed budget fails by vote or lack of
notice to the owners, the previously adopted budget continues until another budget is proposed and adopted.
Section 2. Accounts. The funds and expenditures of SLOA as collected from annual or special
assessments and charges shall be credited and charged against various and sundry accounts as shall be
appropriate and as shall from time to time be established by the Board of Directors upon the recommendation of
the auditor. Accounts may be established for current expenses, for the accumulation of reserves for deferred
maintenance, replacement, depreciation and obsolescence and for additional improvements, additions and
betterments as more particularly set forth in the Declaration.
Section 3. Depository. The depository of SLOA shall be such bank or banks as shall be designated
from time to time by the Board of Directors and in which the monies of SLOA shall be deposited. Withdrawal of monies from such accounts shall be only by checks signed by
such persons as are authorized by the Board of Directors The Board of Directors shall from time to time, in
their discretion, advise and direct the Treasurer, or other person charged with the responsibility of investment
of accumulated funds, as to the investment of such funds. At no point shall any funds of the SLOA be commingled
with the funds of any other association, nor with the funds of any manager of SLOA or any other person
responsible for the custody of such funds.
Section 4. Records. At least annually, the Board of Directors shall prepare, or
cause to be prepared, a financial statement of the association. The financial statements shall be audited at
least annually by an independent certified public accountant, but at a meeting of the owners where a quorum is
present, a sixty-seven percent (67%) vote to waive the audit will waive the audit, and also approve a financial
review by a certified public accountant.
ARTICLE XII
Dues and Assessments
Section 1. There shall be
annually levied and collected dues and assessments as fixed by the Board of Directors pursuant to the provisions
of Article XI hereof as follows:
a. Assessments
shall be deemed to be charges levied by SLOA on an annual basis, although collected by the month, quarter, or
semi-annually, against each and every lot, tract, or parcel within the platted subdivision or division,
irrespective of multiple property ownership, to be used to defray costs of installation or acquisition of
capital improvements generally classified as utilities such as water systems, sewage collection and disposal
systems, garbage collection and disposal, roads and streets, common area and street lighting and the operation
and maintenance including reserves for depreciation, replacement and obsolescence of such improvements when so
installed or acquired. Each lot, tract or parcel devoted to common use shall bear its equitable share of the
installation or acquisition costs, together with operation and maintenance of such utility, the same to be
levied and collected as part of the annual assessment.
b.
Dues shall be those charges collected from SLOA members to be used to defray the administrative cost and
expense of SLOA, and the operation and maintenance of its properties, services, common areas, and those
amenities which are open to use on a family or individual basis to the general SLOA membership as an adjunct of
such membership, such as community club, swimming pools, tennis courts, parks and playgrounds, beach area, and
other like common facilities.
Section 2. As more fully
provided in the Declaration, each lot owner is obligated to pay to SLOA annual and special assessments, which
are secured by a continuing lien upon the property against which the assessment is made. Any assessments which are not paid when due shall be deemed delinquent. If the assessment is not paid within thirty (30) days after the due date,
the assessment shall bear interest at the highest legal rate from date of delinquency until paid, and SLOA may
bring an action at law against the owner personally obligated to pay the same, or foreclose the lien against the
property, and interest, costs and a reasonable attorney's fee of any such action shall be added to the amount of
such assessment. No owner may waive or otherwise escape liability for assessments provided for herein by non-use
of the utility services available or by abandonment of his lot, or by any other means whatsoever. Assessments
may be collected on an annual, semi-annual, quarterly, or monthly basis as the Board of Directors shall from
time to time fix and determine.
ARTICLE XIII
Miscellaneous Provisions
Section 1. Rules of Conduct. Rules, regulations and restrictions
concerning the use of the lots and of the common areas and facilities shall be promulgated and amended by the
Board of Directors from time to time. Copies of such rules, regulations and restrictions shall be furnished by
the Board to each lot owner prior to their effective date. Such rules, regulations and restrictions shall be in
addition to the restrictions set forth in the Declaration.
a. Policy
of SLOA with Respect to Non-Conforming Uses. The following shall be considered a "non-conforming
use" on any residential lot in SunLand:
Any trade, craft, business, professional,
commercial or manufacturing enterprise or business or commercial activity of any kind conducted or carried on
upon any residential lot or within any building located on a residential lot, or the keeping, storage,
dismantling, or outside repair of any goods, equipment, vehicles (including buses and trailers of any
description) or materials or supplies used in connection with any trade, service or business, wherever the same
may be conducted.
Any "non-conforming use" under the
above definitions on any residential lot in SunLand is prohibited unless otherwise approved in writing in
advance by the Board of Directors of SLOA. In evaluating whether or not to grant such approval, the Board may
consider, among other factors, the following criteria:
(1) Whether the home enterprise is carried on entirely within the residential structure;
(2) Whether the operator of the home enterprise lives in the
residential structure as his or her primary residence;
(3) Whether the home enterprise is operated in a manner which
gives any outward appearances or manifests characteristics of a business;
(4) Whether there are displays or storage of salvage
materials, finished or partially finished merchandise outside of the residential structure. Additionally, if the
home enterprise involves work with vehicles or machinery, whether there is storage or work performed on such
vehicles or machinery outside the residential structure;
(5) Whether the home enterprise involves equipment operations
or processes which introduces noise, smoke, dust, fumes, vibrations, odors, glare or other nuisance
characteristics or hazards beyond those associated with a normal residence which can be detected off premises or
in some way adversely affect neighboring property;
(6) Whether the home enterprise increases local vehicular
traffic, moving or parked, beyond that which is normal to residential use;
(7) Whether the home enterprise displays a sign for identification or other purposes.
Section 2. Governing Reference. Where in these Bylaws anything in conflict with the
Articles of Incorporation, Declaration or governing laws of the State of Washington made and provided in like
causes be in conflict therewith, then the Articles of Incorporation, the Declaration, or state laws shall
prevail. Likewise, in the event matters and things may from time to time arise which are not treated or provided
for herein, reference for assistance in their determination may be made to the Declaration, to the Articles of
Incorporation, or to the governing laws, as the case may be.
Section 3. Notices. Except as herein expressly provided with respect
to notices of meetings of the members and of the Board of Directors, all notices to the Board of Directors or
SLOA shall be sent by registered or certified mail in care of the Managing Agent, and if there is no Managing
Agent, to the office of the Board of Directors or to such other address as the Board may hereafter designate
from time to time. All notices to any lot owner shall be sent by registered or certified mail to such address as
may have been designated by such lot owner from time to time in writing to the Board of Directors. All notices
required to be given to owners of any lot or any contract vendor of any such lot shall be sent by registered or
certified mail, to their respective addresses as designated by them from time to time in writing. All notices
shall be deemed to have been given when mailed, except notices of change of address, which shall be deemed to
have been given when received.
Section 4. Invalidity. The invalidity of any part of these Bylaws
shall not impair or affect in any manner the validity, enforceability or affect of the balance thereof.
Section 5. The Use of Section, Number, Gender. The use of the
masculine
gender in these Bylaws shall include the feminine gender and the use of the singular shall
include the plural whenever the context so requires.
Section 6. Waiver. No restriction, condition, obligation or prevision
contained in these Bylaws shall be abrogated or waived by reason of any failure to enforce the same,
irrespective of the number of violations or breaches thereof which may occur.
Section 7. Conflicts. In case of any conflict between the Articles of
Incorporation and these Bylaws, the Articles shall control; and in the case of any conflict between the
Declaration and these Bylaws, the Declaration shall control.
Section 8. Corporate Seal.
SLOA may adopt a corporate seal, circular in form, as prescribed by the statutes of the State of Washington for
corporations organized pursuant to the provisions of RCW 24.03, which seal shall bear thereon the words
"SunLand Owners Association, Corporate Seal, Washington, .1970."
Section 9. Amendment of Bylaws. These Bylaws may be amended,
modified, or revoked in any respect from time to time by a majority vote of the Board of Directors in the
regular or special meeting called for that purpose; provided that any such amendment shall be submitted to the
general membership for their consideration and comment at the next following annual meeting of SLOA or at a
special meeting called for that purpose.
ADOPTION OF BYLAWS
The foregoing Bylaws were adopted by a majority vote of the Board of
Directors of SLOA on this 8th day of November , 2000
.
The foregoing
Bylaws were adopted by a majority vote of the members of SLOA
on this ___________ day of ______________, 20______.
SUNLAND OWNERS ASSOCIATION
_________________________________
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