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ARTICLE 2. NORTHPOINT AT MAPLE CENTRE HOMEOWNERS ASSOCIATION
Section 2.1 Description of Association. The Association is a nonprofit corporation organized and existing under the laws of the State of Washington charged with the duties and vested with the powers prescribed by law and set forth in the Governing Documents, as they may be amended from time to time; provided, however, that no Governing Documents of the Association other than this Declaration shall for any reason be amended or otherwise changed or interpreted so as to be inconsistent with this Declaration. The Association shall have a perpetual existence. Upon dissolution or final winding up of the Association entity under the laws of the State of Washington, all of its assets remaining after payment to creditors will be distributed or sold, and the sales proceeds distributed, to the members of the Association entity in accordance with the Articles, Bylaws, and provisions of Ch. 24.03 RCW and Ch. 64.90 RCW. In the case of any conflict between the provisions of Ch. 24.03 RCW and Ch. 64.90 RCW, Ch. 64.90 RCW shall control. The Unit Owners are responsible for providing that the Association continues to be a functioning legal entity.
Section 2.2 Association Board. During the Declarant Control Period, the Declarant, or persons designated by Declarant, shall have the power to appoint or remove any member of the Board. Notwithstanding the foregoing, no later than sixty (60) days after conveyance of twenty-five percent (25%) of the Units that may be created to Unit Owners other than Declarant, at least one (1) member and not less than twenty-five percent (25%) of the members of the Board must be elected by Unit Owners other than Declarant. Not later than sixty (60) days after conveyance of fifty percent (50%) of the Units that may be created to Unit Owners other than Declarant, not less than thirty-three and one-third percent (33.33%) of the members of the Board must be elected by Unit Owners other than Declarant. Until such members are elected and take office, the existing Board may continue to act on behalf of the Association. Within thirty (30) days after the termination of the Declarant Control Period, the Board must schedule a transition meeting and provide notice to the Unit Owners in accordance with RCW 64.90.445(1)(c). At the transition meeting, the Board elected by the Unit Owners must be elected in accordance with RCW 64.90.410(2). Within thirty (30) days after the transition meeting, Declarant shall deliver the materials required by RCW 64.90.420 to the Association. Within sixty (60) days after the transition meeting, the Board shall retain the services of a certified public accountant to audit the records of the Association as of the date of the transition meeting in accordance with generally accepted accounting standards, unless a majority of the members elect to waive such audit.
Section 2.3 Votes Appurtenant to Units. Every Unit Owner shall be a member of the Association. The Unit Owner(s) of a Unit shall be entitled to cast one (1) vote in the Association for each Unit owned. A vote shall be appurtenant to and held and owned in the same manner as the beneficial fee interest in the Unit to which it relates. A vote shall not be separated from ownership of the Unit to which it relates; provided, however, that when more than one entity holds the beneficial fee interest in any Unit, the vote therefore shall be cast as the Unit Owners among themselves determine, but in no event shall more than one vote be cast with respect to any Unit; and if the several Unit Owners of a Unit are unable to agree as to the casting of their vote, such vote shall not be counted. If a Unit is further subdivided as provide in Section 6.1[ or if Units are added pursuant to Article 9] hereof, the Unit Owner of each additional Unit created shall be entitled to one vote in the Association for each Unit owned.
Section 2.4 Unit Owner's Compliance. By acceptance of a deed to a Unit, recording of a real estate contract conveying title to a Unit, or any other means of acquisition of an ownership interest, the Unit Owner thereof covenants and agrees, on behalf of himself and his heirs, successors, and assigns, to observe and comply with the terms of the Map, this Declaration, the Governing Documents of the Association, and all rules and regulations duly promulgated pursuant to Association Action.
Section 2.5 Bylaws, Rules and Regulations. The Board on behalf of the Association shall have the power to adopt, modify, and amend rules and regulations governing the use of the Real Property, provided that such rules and regulations shall not be inconsistent with this Declaration and during the Declarant Control Period, must be approved in writing by the Declarant. The rules and regulations shall apply uniformly to all Unit Owners, except as specifically provided herein. The Board shall have the power to enforce the rules and regulations on behalf of the Association and may prescribe penalties for the violation of such rules and regulations, including, but not limited to, suspension of the right to use the Common Elements or portions thereof. The Board must, before adopting, amending or repealing any rule, give all Unit Owners notice of: (a) its intention to adopt, amend or repeal a rule and provide the text of the rule or the proposed change; and (b) a date on which the Board will act on the proposed rule or amendment after considering comments from Unit Owners. Following adoption, amendment or repeal of a rule, the Association must give notice to the Unit Owners of its action and provide a copy of any new or revised rule. A copy of the rules and regulations then in force shall be retained by the secretary of the Association. The Declarant, on behalf of the Board, may adopt the initial Bylaws and rules and regulations of the Association.
Section 2.6 Right of Entry for Inspections, Maintenance, Repairs, Emergencies or Improvements. The Association, acting through its agents and employees, shall have the right to have access to each Unit from time to time as may reasonably be necessary for inspection, maintenance, repair or replacement or improvement of any of the Common Elements accessible therefrom, or for making repairs or remedying conditions, including removing dangerous structures, on a Unit as deemed necessary by the Board, in the Board's reasonable discretion, to prevent damage to the Common Elements or to other Units or improvements thereon, or for any emergency situations. The cost of work necessary to remedy such conditions caused by or refused to be corrected by the Unit Owner shall be a special assessment on such Unit Owner and his Unit only. The Association's right provided in this Section 2.6 shall be exercisable after seven (7) days' notice to the Unit Owner and an opportunity to be heard if requested by the Unit Owner, and approval by a two-thirds (2/3) majority vote by the Board. The foregoing notice shall not be required in the event of an emergency situation, as determined by the Board in its reasonable discretion.
Section 2.7 Implied Rights. The Association may exercise any right or privilege given to it expressly by this Declaration or the Bylaws or which may be reasonably implied from, or reasonably necessary to effectuate, any such right or privilege.
Section 2.8 Special Declarant Rights. Subject to Ch. 64.90 RCW, Declarant shall have the right to:
- Complete any improvements indicated on the Map or described in this Declaration or the public offering statement pursuant to RCW 64.90.610(1)(h);
- Exercise any development right, as defined in RCW 64.90.010(20);
- Maintain sales offices, management offices, signs advertising the community, and models;
- Use easements through the Common Elements for the purpose of making improvements within the community or within real property that may be added to the community;
- Make the community subject to a master association;
- Merge or consolidate a common interest community with another common interest community of the same form of ownership;
- Control any construction, design review, or aesthetic standards committee or process during the Declarant Control Period;
- Attend meetings of the unit owners and, except during an executive session, the board;
- Have access to the records of the association to the same extent as a unit owner.
Except as otherwise provided in declaration, all Special Declarant Rights shall expire ten (10) years after the conveyance of the first Unit in the Plat Community; provided, that Declarant may voluntarily terminate any and all such rights at any time by recording an amendment to the Declaration, which amendment specifies which rights are thereby terminated.
Section 2.9 Association Property. The Association, through action of its Board, may acquire, hold and dispose of tangible and intangible personal property and real property.
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