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HomeMy WebLinkAbout2020-03-10 Recorded Declaration of Trust of 127 Marblehead St Condominium Trust 11.�1 Bk 16943 P!a250 417134 RETURN: 05---24--2021 a 10=04" Kathryn M.Morin,Esq. E%sex fitorish Re3sistr-w P.O.Box 370 Plaistow,NH 01865 File No.2020-2317 { gm.AIMUThisLineRowedforitenistnorOeedsl DECLARATION OF TRUST OF 127 MARBLEHEAD STREET CONDOMINIUM TRUST This Declaration of Trust is made this_�day of ,2021,by Seaport Homes,LLC, a Massachusetts limited liability company,with a mailing ad ress of P.O.Box$225,Bradford, Massachusetts OI835. Seaport Homes,LLC is the initial Trustee hereunder,sometiines referred to as the"Initial Board"and such party,so long as it shall continue in office in accordance with the terms of this Declaration of Trust,and all other parties who at the time in question have been duly elected or designated as trustees in accordance with this Declaration of Trust and are then in office are hereinafter together called the"Trustee"or"Trustees." ARTICLE I The Trust.Its PgWose.By„-L&i sand Name Section 1.1. Declaration of Trust and Purpose. The Trustees hereby declare that they hold all of the rights and power in and with respect to the common areas and facilities (hereinafter the "Common Areas and Facilities" and or the "Common Blements") of the condominium (the "Condominium")established by the Master Deed,as hereinafter defined,which are by virtue of provisions of Chapter 183A of the Massachusetts General Laws conferred upon or exercisable by the organization of unit owners(the,"Unit Owners")of said Condominium,and all other rights, interests,powers,duties, and responsibilities granted to them as Trustees hereunder or under the Master Deed, as joint tenants with right of survivorship(if more than one), in trust to exercise, manage, administer the some and to receive the income thereof for the benefit of the owners of record from time to time of the units of said Condominium,according to their respective undivided beneficial interest in the Common Areas and Facilities(hereinafter referred to as the"Beneficial Interests")described in Section 43 hereof and in accordance with the provisions of said Chapter 183A for the purposes therein set forth. 1t shall be the obligation of the 127 Marblehead Street Condominium Trust to comply with the provisions of the Notice of Decision Site flan Review Special Permit dated March 10,2020,recorded with the Essex North District Registry of Deeds at Hook 16395,Page 46,including without limitation,maintenance obligations regarding permeable pavement and pavers, trash barrel storage, infiltration stone trenching, submittal of an inspection/maintenance log per the Long-term O&M plan attached to the Special Permit at Book 16395, Page 46 shall be submitted to the Planning Department annually, replacement of 1 landscaping per approved plan in perpetuity,and one-year traffic/parking concern plan submittal to Planning Department. Section 1.2. Trust Relationshiu. It is hereby expressly declared that the Condominium Trust is not intended to be,shall not be deemed to be, and shall not be treated as, a general partnership, limited partnership,joint venture,corporation or joint stock company and that the Unit Owners are cesleds que lruslent, and not partners or associated nor in any other relation whatever between themselves with respect to the trust estate,and hold no relation to the Trustees other than of eestuis que trustenl,with only such frights and liabilities as are conferred upon them as such cestuis que truslent hereunder and under and pursuant to the provisions of said Chapter 183A. Section 1.3. Name of Trust. The name of the Condominium Trust shall be the 127 MARBLEHEAD STRI;FT CONDOMINIUM TRUST" (hereinafter referred to as the "Declaration of Trust","Condominium Trust",or"Trust")and under that name, so far as legal, convenient,and practicable,all business shalt be carried on by the Trustees and all instruments shall be executed by the Trustees. ARTICLE 11 Definitions As used in this Declaration of Trust,the following terms shall have the following meanings, unless the context hereof otherwise requires. Section 2.1. "Beneficial Interests"shall have the meanings set forth in Sections 1.1 and 4.1. Section 2.2. "BY-Law "shall mean the provisions of ARTICLE V of this Trust as the same may be amended from time to time. Section 2.3 "chapter 183A"shall refer to Chapter 183A of the General Laws of Massachusetts as from time to time amended. Section 2A. "Common Expenses" shall mean the expenses of administration, operation, maintenance, repair or replacement of the Common Elements, expenses declared Common Expenses herein or by Chapter 183A,and betterment mid other assessments referred to in Chapter 183A which are assessed by the Trustees. Section 2.5. "Common Charges"shall mean all charges hereinafter made by this Trust to the Unit Owners. Section 2.6. "Common Funds"shall mean all funds held by the Trustees. Section 2.7. "Declaration of Trust"shall mean this declaration of trust,as amended,restated or modified from time to time. References in this Declaration of Trust to "hereof' "herein", and "hereunder" shall be deemed to refer to the Declaration of Trust, as so amended, restated or modified,and shall not be limited to the particular text,article, or section in which such words appear. 2 Section 2.8. " eclarant"shall mean Seaport Homes,LLC,its successors and/or assigns. Section 2.9. "Insurance Trustees"shall have the meanings set forth in Section 3.5,Section 5.8.1 and Section 5.8.2 hereof. Section 2.10. "Manager'or"Managing Agent" shall have the meaning set forth in Section 5.7 hereof. Section 2.11. "Managing Trustee"shall have the meaning set forth in Section 5.1 (xii)hereof. Section 2.12. "Master Deed" shall mean the master deed of the Condominium executed by the Declarant as of the date hereof and recorded contemporaneously herewith, which subjects the Condominium to Chapter 183A,and any amendments,restatements,and/or modifications thereto. Section 2.13. "Organizatign gf Unit Owners" shall have the meaning set forth in Section 1.1 hereof. Section 2.14. "Registry of Deeds"shall mean the Essex North District Registry of Deeds. Section 2.15. "Rules and Regulations"shall mean any rules and regulations for the operation of the Condominium adopted pursuant to Section 5.6 hereof,if any,as the same may be amended, restated or modified from time to time. Section 2.16. "Surplus Accumulations"shall have the meaning set forth in section 5A.1.hereof. Section 2.l7. "Tres"shall have the meaning set forth in Section 1.1 hereof. Section 2.18. "Trustees"shall have the meaning set forth in the beginning of this Declaration of Trust. Capitalized terms used herein which are defined in the Master Deed and which are not specifically defined herein shall have the meaning given to them in the Master Deed. ARTICLE III Tht Trustees Section 3.L Number and Term. Except as provided in Section 3.2 hereof, there shall at all times be at least one Trustee for each Unit in the Condominium,as shall be determined from time to time pursuant to section 3.4 below. In the event multiple Units are owned by the same Owner, the provisions of this Trust which contemplate at least one Trustee for each Unit shall be inapplicable for so long as multiple Units continue to be held in common ownership. The term of each Trustee shall continue until terminated pursuant to Section 3.2 or 3.4. Notwithstanding anything herein to the contrary, after the Initial 'Trustee no longer is acting as such, each Unit Owner shall be a Trustee pursuant to the provisions of Section 3.4 below. 3 Section 3.2. Initial Trustee. The Initial Trustee designated by the Declarant shall continue to act as Trustee until the Declarant turns control of the Condominium Trust over to the Unit Owners, but in any event shall end on the earlier of(i)when the Declarant has conveyed all units in the 127 Marblehead Street Condominium Trust,such vacancy to occur immediately upon the recording of the deed of the final Unit to be conveyed;or(ii)that date which is three(3)years next after the date on which the Master Deed is recorded, as it may have been extended by the Declarant. Immediately upon such date,the Unit Owners of each Unit shall each be a Trustee each as set forth below in Section 3.3. Section 3.3. Vacancies;Election:Appointment and Acceptance of Trustees. Upon turnover of control to the Unit Owners by the Initial Trustee or if and whenever any Trustees term is vacated for any reason, including without limitation, sale of a Unit, removal, resignation, or death of a "Trustee,the number of Trustees shall be less than the number established under Section 3.1,a vacancy or vacancies shall be deemed to exist. At such time and after control is turned over to the Unit Owners by the Initial Trustee,which shall be evidenced by the recording of a resignation at the Registry of Deeds by the Initial Trustee,the Trustee associated with each Unit in the Condominium shall be determined as follows,unless the Unit Owners specifically appoint someone else by recorded instrument: The sole Unit Owner,if there is only one,the first grantee named on the unit deed if there are two or more Unit Owners,the individual named as trustee of a trust(or the first named trustee), if a trust owns the Unit, the treasurer of a corporate Unit Owner,the first named manager of limited liability company as filed with the Secretary of the Commonwealth if a Massachusetts limited liability company owns a Unit,the first named partner of a limited liability partnership as filed with the Secretary of the Commonwealth owns a Unit, shall automatically become the Trustee appointed for that Unit,and recording of a unit deed shall constitute acceptance of the office of Trustee. No provision of this Trust shall be interpreted so as to prevent a Unit Owner from appointing herself or himself as Trustee.A Trustee's term of office shall cease immediately upon the recording of a deed conveying the fee interest in the Unit for which the Tnistee was appointed, without the necessity of recording a resignation. The foregoing provisions of this Section notwithstanding,despite any vacancy in the office of Trustee,however caused and for whatever duration,the remaining or surviving Trustee(s) shall continue to exercise and discharge all of the powers, discretion and duties hereby conferred or imposed upon the Trustees. Section 3.4. Trustee Action. In any matter relating to the administration of the Trust hereunder and the exercise of the powers hereby conferred,the Trustees shall act by unanimous vote either at any duly called meeting at which a quorum,as defined in Section 5.9.1,is present,or without a meeting. Any instrument signed by all of those individuals appearing from the records of the Registry of Deeds to be Trustees, shall be conclusive evidence in favor of every person relying thereon or claiming thereunder that at the time of delivery thereof the execution and delivery of that instrument was duly authorized by all Trustees; and instruments signed by any Trustee which 4 contains or is accompanied by a certification that such Trustee or Trustees were,by appropriate a vote of all the Trustees, authorized to execute and deliver the same, shall, in like manner be conclusive evidence in favor of every person relying thereon or claiming thereunder. Section 3.5, Resignation, Any Trustee may resign at any time by instrument in writing signed and duly acknowledged by that'Trustee, Resignations shall take effect upon the recording of such instrument with the Registry of Deeds. Section 3.6. Bond or Surety. All Trustees if they so elect, employees of the Trustees of[lie Trust,and volunteers responsible for handling funds belonging to or administered by the Trust shall be bonded against dishonest acts on their part in an amount not less than one—fourth of the annual assessments,excluding special assessments,which bonds shall name as the named insured, and provide for loss proceeds payable to,the Trustees of the Trust,as Insurance Trustees for all of the Unit Owners, Such bonds shall include a provision that calls for at least ten(10)days'written notice to the Trustees and the holder of each first mortgage on an individual Unit before the bond can be canceled or substantially modified for any reason. All expenses incident to any such bonds shall be charged as a Common Expense of the Condominium. Notwithstanding the preceding, when the Declarant no longer owns a Unit in the Condominium,the Organization of Unit Owners may modify this Section in accordance with Chapter 183A§ 10. Section 3.7. Compensation of Trustees. No Trustee shall receive compensation for his/her services unless so provided by a vote of Unit Owners holding one hundred(100%)percent of the Beneficial Interests,not including said Trustee,and any compensation so provided shall be from time to time fair and reasonable as fixed by the Unit Owners and shall be a Common Expense of the Condominium. No compensation to a Trustee may be voted during such time as the Declarant is entitled to any of the Beneficial Interests. Section 3.8. No Personal Liability. No Trustee shall be held liable or accountable out of his/her personal assets or be deprived of compensation,if any,by reason of any action taken,suffered or omitted in good faith or be so liable, accountable or deprived by reason of honest errors of judgment or mistakes of fact or law or by reason of the existence of any personal or adverse interest or by reason of anything except his/her own personal and willful acts of bad faith or gross negligence. Section 3.9. Trustees May Deal with Condominium, No Trustee shall be disqualified by his /her office from contracting or dealing with the Trustees or with one or more Unit Owners(whether directly or indirectly because of hisllier interest individually or the Trustees'interest or any Unit Owner's interest in any corporation, firm, trust or other organization connected with such contracting or dealing or because of any other reason),as vendor,purchaser or otherwise,nor shall any such dealing, contract or arrangement entered into with respect to this Trust in which any Trustee shall be interested in any way be avoided nor shall any Trustee so dealing or contacting or being so interested be liable to account for any profit realized by any such dealing,contract or arrangement by reason of such Trustee's holding office or of the fiduciary relation hereby established, provided the Trustee shall act in good faith and shall disclose the nature of his/her interest before entering into the dealing,contract or arrangement and that such contract is fair and reasonable in its terms. 5 Section 3.10. Indmnity of Trustees. The Trustees and each of them shall be entitled to indemnity and to be held harmless both out of the Trust property and by the Unit Owners from and against any liability or expenses incurred by them or any of them in the execution hereof by reason of any action taken, suffered or omitted in good faith or by reason of the existence of any personal or adverse interest or by reason of anything except his own personal and willful acts of bad faith or gross negligence,including without limiting the generality of the foregoing,liabilities in contract and in tort and liabilities for damages,penalties and fines,all as provided in Chapter 183A,and, acting unanimously,may purchase such insurance against such liability as they shall determine is reasonable and necessary, the cost of such insurance to be a Common Expense of the Condominium, The Declarant of the Condominium, and its successors and assigns, and the Trustees,shall not be liable for breaches of security in the Buildings or Units,except as may arise from the gross negligence or willful misconduct of the Declarant of the Condominium, its successors and assigns,or the Trustees. Each Unit Owner shall be personally liable for all sums lawfully assessed for his share of the Common Expenses of the Condominium and for his proportionate share of any claims involving the Trust property in excess thereof,including but not limited to,all indemnification and hold harmless expenses hereunder,all as provided in Section 6 and 13 of Chapter 183A. Nothing in this Section shall be deemed to limit in any respect the powers granted to the Trustees in this Declaration of Trust. ARTICLE IV Beneficiaries and the Beneficial Interests in the Tru Section 4.1. Beneficial Interests. The beneficiaries of this Trust shall be the Unit Owners from time to time. The total Beneficial Interests in the Trust shall be divided among the Unit Owners in the same proportions as their respective undivided Beneficial Interests appertaining to the Units in Common Areas and Facilities,as set forth in the Master Deed,as modified from time to time. Section 4.2. Each Unit to Vote by One Person_. The Beneficial Interest of each Unit shall be exercised by one person and shall not be divided among several owners of any Unit. To that end, whenever any Unit is owned of record by more than one person,the several owners of such Unit shall(a)determine and designate which one ofsuch owners shall be authorized and entitled to cast votes,execute instruments and otherwise exercise the rights appertaining to such Unit hereunder, and(b)notify the Trustees of such designation by a notice in writing signed by all of the record owners of such Unit. Any such designation shall take effect upon receipt by line Trustees and may be changed at any time and from time to time by notice as aforesaid. In the absence of any such notice ofdWgnation,the Trustees may,in their sole discretion,designate any one such Unit Owner for such purposes. Section 4.3. Proxies. Any person(who need not be a Unit Owner)designated by a Unit Owner in a notarized writing filed with the Trustees to act as proxy on his/her behalf shall be entitled to act for the Unit Owner in all matters concerning the Trust and the Condominium within the authority granted by the proxy and until the proxy expires or is revoked in a writing filed with the Trustees(unless the proxy by its terms is irrevocable to the extent provided herein),including without limitation casting any vote appertaining to the Unit at any meeting of 6 the Unit Owners. Any proxy granted hereunder may,if given to the other Unit Owner,provide by its terms that it is irrevocable for a period not exceeding three years. If a Unit is owned of record by more than one person,all arch record owners must execute any proxy granted with respect to such Unit. The Trustees shall have the right to rely on the proxies set forth herein as conclusive evidence of the facts stated therein. ARTICLE.V By-Laws, The provisions of this Article V shall constitute the By-Laws of this Trust("By-Laws"). Section 5.1. Powers of the Trustees. The Trustees shall have all the powers and duties necessary for the administration of the offices of the Condominium and may do all things, subject to and in accordance with all applicable provisions of said Chapter 183A and the Master Deed. Without limiting the generality of the foregoing,the Trustees shall have the right,with full power and uncontrolled discretion(except as set forth herein),at any time and from time to time without the necessity of obtaining any approval or license of any court for leave to do so,to do the following: (i) to retain the Trust property,or any part or parts thereof,in the same form or forms of investment in which received or acquired by them so far and so long as they shall think fit,without liability for any loss resulting therefrom; (ii) to sell to the extent permitted by Chapter 183A, assign, convey, transfer, exchange and otherwise deal with or dispose of the Trust property but not the Common Areas and Facilities,free and discharged of any and all trusts,at public or private sale,to any person or persons for cash or on credit,and in such manner and on such restrictions, stipulations, agreements and reservations as they shall deem proper,including the power to take back mortgages to secure the whole or any part of the purchase price of any of the Trust property sold or transferred by them,and execute and deliver any deed or other instrument in connection with the foregoing; (iii) to purchase or otherwise acquire title to,and rent,lease or hire from others for terms which may extend beyond the termination of this Trust any property or rights to property,real or personal,and own,manage,use and hold such property and such rights; (iv) to borrow or in any manner raise such sum or sums of money or other property as they shall deem advisable in any manner and on any terms,and evidence the same by notes,bonds,securities or other evidence of indebtedness,which may mature at a time or times beyond the possible duration of this Trust,and execute and deliver any mortgage,pledge or other instrument to secure any such borrowing; 7 (v) to enter into any arrangement for the use or occupation of the Trust property, including but not limited to, the Common Areas and Facilities and the Limited Common Areas and facilities, or any part or parts thereof, including, without thereby limiting the generality of the foregoing, leases, subleases, easements, licenses or concessions,upon such terms and conditions and with such stipulations and agreements as they shall deem desirable,even if the same extend beyond the possible duration of this Trust; (vi) to invest and reinvest the Trust property,or any part,or parts thereof, and from time to lime, as often as they shall see fit, change investments, including investment in all types of securities and other property,of whatsoever nature and however denominated,all to such extent as to them shall seem proper,and without liability for loss even though such property or such investments shall be of a character or in an amount not customarily considered proper for the investment of trust funds or which does or may not produce income; (vii) to incur such liabilities,obligations and expenses and pay from the principal or the income of the Trust property in their hands all such sums as they shall deem necessary or proper for the furtherance of the purposes of this Trust; (viii) to determine whether receipt by them constitutes principal or income or surplus and allocate between principal and income and designate as capital or surplus any of the funds of the Trust; (ix) to vote in such manner as they shall think fit any or all shares in any corporation or trust which shall be held as Trust property,and for that purpose give proxies to any person,persons or to one or more of their number,vote,waive any notice or otherwise act in respect of any such shares; (x) to deposit any funds of the Trust in any bank or trust company,and delegate to any one or more of their number,or to any other person or persons,the power to deposit,withdraw and draw checks on any funds of the Trust; (xi) to maintain such offices and other places of business as they shall deem necessary or proper and to engage in business in Massachusetts or elsewhere; (xii) to employ,appoint and remove such agents,managers,,brokers,engineers, architects, employees, servants, assistants and counsel (which counsel may be a firm of which one or more of the Trustees are members)as they shall deem proper for the purchase, sale or management of the Trust property, or any part or parts thereof,or for conducting the business of the Trust,and may define their respective duties and fix and pay their cornpensation,and the Trustees shall not be answerable for the acts and defaults of any such person, The Trustees may delegate to any such agent, manager, officer, board, broker, engineer, architect, employee, servant, assistant or counsel any or all of their powers (including discretionary powers, S except that the power to join in amending, altering, adding to, terminating or changing this Declaration of Trust hereby created shall not be delegated)all for such times and purposes as they shall deem proper; (xiii) to improve any property owned by the Trust; (xiv) to manage,maintain,repair, restore, and improve Common Elements, and when they shall deem necessary,the Units; (xv) to determine the Common Charges required for the affairs of the Condominium; (xvi) to collect the Common Expenses from the Unit Owners; (xvii) to adopt and amend nines and regulations covering the details of the operation and use of the Common Elements; (xviii) to obtain insurance covering the Condominium (including the Common Elements and the Units); (xix) to enforce obligations of the Unit Owners and have the power to levy fines against the Unit Owners for violations of any of the terms and conditions of the Master Deed or of this Trust, including but not limited to the By-Laws and the Rules and Regulations established by the Trustees to govern the conduct of the Unit Owners. No fine may be levied for more than$100.00(to be adjusted annually according to the Consumer Price Index("CPI")for any one violation,but for each day a violation continues after notice, it shall be considered a separate violation. Collection of fines may be enforced against the Unit Owner or Unit Owners involved as if the fines were Common Charges owed by the particular Unit Owner or Unit Owners. In the case of persistent violation of the Rules and Regulations by a Unit Owner,the Trustees shall have the power to require such Unit Owner to post a bond to secure adherence to the Master Deed, this Trust and the Rules and Regulations; (xx) to comply with the provisions of the Notice of Decision Site flan Review Special Permit dated March 10, 2020, recorded with the Essex North District Registry of Deeds at ]took 16395, Page 46, including without limitation, maintenance obligations regarding permeable pavement and pavers, trash barrel storage,infiltration stone trenching,submittal of an inspection/maintenance log per the Long-term O&M plan shall be submitted to the Planning Department annually, replacement of landscaping per approved plan in perpetuity, and one-year traffie/parking concern plan submittal to Planning Department;and (xxi) generally, in all matters not herein otherwise specified,to control and do each and everything necessary, suitable, convenient, or proper for the accomplishment of any of the purposes of the Trust or incidental to the powers 9 herein or in said Chapter 183A,to manage the Trust property as if the Trustees were the absolute owners thereof and to do any and all acts,including the execution of any instruments,which by their performance thereof shall be shown to be in their judgment for the best interest of the Unit Owners and to take such steps and expend such funds to protect and preserve the Common Elements. With regard to Section(xii),(xiv)except for improvements,(xv),(xvi),(xviii)and (xix), in the event that either Trustee fails to perform its duties under these sub sections,the other Trustee may act alone on behalf of the Condominium Trust to carry out and enforce those duties. Section 5.1 Maintenance and Repair of Units. Each Unit Owner shall be responsible for the proper maintenance and repair of such Unit Owner's respective Unit and the maintenance,repair and replacement of utility fixtures therein which exclusively service the same,including,without limitation,interior finish walls,ceilings,and floors;doors;door frames and interior door trim; plumbing and sanitary waste fixtures and for water and other utilities;electrical fixtures and outlets;and all wires,pipes,drains and conduits for water,sewerage,electric power and light, telephone and any other utility services which are contained in and serve such Unit. Furthermore,each Unit Owner is responsible for insuring the aforestated. In addition,each Unit Owner shall be responsible,to the extent applicable,for the proper maintenance and repair of heat pumps,hot water tank,fan,compressors,HVAC systems and other apparatus,which exclusively serve such Unit,regardless of where such systems are located. Each Unit Owner shall be responsible for maintaining a constant temperature within his respective Unit that never falls below fifty-five(55°)degrees Fahrenheit, Each Unit Owner shall be responsible for the proper maintenance of laundry equipment which are contained in and serve such Unit,including the installation of burst-proof water hoses,cleaning of dryer vents,or other maintenance that maybe required by the Trustees. To the extent damage is not covered by insurance maintained by the Trustees hereunder,each Unit Owner shall be responsible for all damages to any and all other Units caused by such Unit Owner's failure to satisfy the maintenance,repair and/or replacement obligations hereunder. Repair of uninsured casualty loss or damage to Units caused by events in or the condition of the Common Elements may, in the Trustees' sole discretion, but need not be, paid from Common Funds. Section 5,3.1. Maintenance, Repair and Replacement of Common Elements; Assessment of Common Expenses Therefor. The Trustees,except as otherwise provided in the Master Deed, shall be responsible for the maintenance, repair and replacement of the Common Elements, including without limitation the obligations contained in Section 5.1 (xx)hereof, which may be done through the Managing Agent, as hereinafter provided, and the "Trustees or the Managing Agent or any others who may be so designated by the Trustees may approve payment of vouchers for such work. The expenses of such maintenance,repair and replacement shall be assessed to the Unit Owners as Common Expenses at such tunes and in such amounts as provided in Section 5.4; provided, however, that if such maintenance, repair and/or replacement is required due to the negligence or misuse of a Unit Owner,such expense may be assessed to said Unit Owner by the Trustee who is not that Unit Owner and the Unit Owner shall be personally liable therefor. 10 Section 5.3.2. Maintenance of Limited Common Areas and Facilities. The Trustees shall, consistent with the provisions of-the Master Deed,repair and maintain the Limited Common Areas and Facilities within the Condominium(as such areas are defined in the Master Deed)and shall bill such ordinary maintenance and repair costs to those parties having rights in the Limited Common Elements in the same manner as Common Expenses are billed to that specific Unit Owner. The aforesaid notwithstanding, in the event any repair or replacement to the Limited Common Areas and Facilities is necessitated by the negligence or misuse of a Unit Owner and/or their guests or invitees,then the Trustee who is not that Unit Owner shall bill such Unit Owner directly,who shall be personally liable for such expenses. The Trustee shall provide at least ten (10)days' written notice to the Unit Owner regarding said repair, unless an immediate repair is required to prevent ongoing damage or hazards. Section 5.4. Common Charges:Expenses and Profits, A. Each Unit Owner shall be liable for Common Expenses and shall be entitled to common profits of the Condominium in the same proportion as his Beneficial Interest in this Trust bears to the aggregate Beneficial Interest of all the other Unit Owners. Except as otherwise provided herein,the Tnistees may at any time or times distribute common profits among;the Unit Owners in such proportions. The Trustees shall at all times establish and maintain one or more separate and adequate reserve fiords for the periodic maintenance,repairs and replacement of improvements to the Common Areas and Facilities and those Limited Common Areas which the Trust may be obligated to maintain,and such reserve fund(s)shall be funded by regular monthly assessments from regular assessments for Common Expenses,and such reserve fund shall not be deemed to be common profits available for distribution. It is expected that Unit conveyances, completion of Units,and occupancy of Units may or may not take place simultaneously following the recording of the Master Deed and this Declaration of Trust.Notwithstanding anything to the contrary in these By-haws or in the Master Deed,the Initial Board may promulgate a budget or budgets under the provisions of this Section for the initial months of operation of the Condominium pursuant to which assessments may be minimal,reflective of the circumstance that during such period,fewer Units may be occupied and the cost of services may be correspondingly lower;provided that the foregoing shall not be deemed to permit deferral of any of the Trustee's obligations hereunder. B. In addition to the foregoing,(and not in substitution thereof)to ensure that this Trust will have the funds to meet unforeseen expenditures or to purchase any additional equipment or services,there shall be a working capital fund equal to at least two(2)months' estimated Common Charges for each Unit. Any amounts paid into this fund shall not be considered as advance payments of regular assessments.Mach Unit's share of the working;capital find shall be collected at the time the sale of the Unit is closed or at the time control of this Trust is transferred to the Trustees elected by Unit Owners other than the Declarant,as set forth in Section 3.1 of this Trust,whichever occurs earlier. The Declarant may reimburse itself for these payments from the funds collected at closing when the unsold Unit is sold. When control of this Trust is transferred as set forth above,the working capital fund shall be transferred to this Trust for deposit to a segregated fund.During the term of the Initial Board(or while at least one of the Trustees is the Declarant,or nominees or designees of the Declarant)the working capital fund I which is the subject of this Subsection shall not be used to defray the expenses,reserve contributions,marketing or sales expenses,Common Charges,or construction costs which are the responsibility of the Declarant in its role as developer of the Condominium or to make tip budget deficits. C. In addition to the foregoing(and not in substitution thereof),the Trustees may,to such cxtcnt as they deem advisable,set aside Common Funds of the Condominium as additional reserves and may use the funds so set aside for reduction of indebtedness or other lawful capital purposes,and,subject to the provisions of Section 5.5 of these By-Laws,for repair,rebuilding or restoration of the Condominium,or for improvements thereto(subject to the provisions of Section 5.2 and Section 5.4),and for replacement of the Common Areas and Facilities,and other proper contingencies,and the funds so set aside shall not be deemed to be common profits available for distribdtion. D. At feast thirty(30)days prior to the commencement of each fiscal year of this Trust,the Trustees shall estimate the Common Expenses expected to be incurred during such fiscal year,together with reasonable provision for contingencies and reserves,and for the reserve funds mentioned in Subsection C of this Section 5.4,and after taking into account any undistributed common profits from prior years,shall determine the assessment for Common Expenses to be made for such fiscal year.The Trustees shall promptly furnish copies of each budget on which such assessment is based to all Mortgagees if so requested. Each Unit Owner thereafter shall pay one-twelfth of his share of the estimated Common Charges monthly in advance on the first day of each month. In the event that the Trustees fail or neglect to promulgate such budget,then the budget for the immediately preceding year shall be deemed to be in effect until the Trustees promulgate a current budget.The Trustees shall not be obligated to render monthly statements.In the event that at any time and from time to time the Trustees shall determine during any fiscal year that the assessment so made is less than the Common Expenses actually incurred,or to be incurred,including but not limited to provisions for proper reserve funds,the Trustees shall make a supplemental assessment or assessments and render statements therefor in the manner aforesaid,and such statements shall be payable and take effect as set forth in such statements.The Trustees may in their discretion provide for payments of such supplemental assessment statements in monthly or other installments.Any Trustee shall have the authority and the duty to levy and enforce the collection of general and special assessmcnis for Common Expenses. The Trustees may assess to each Unit Owner his proportionate share of the cost for water, electricity and other utilities, as measured by meter or other devices attributed to the Unit and render statements thereof in the manner as aforesaid to be paid in installments, monthly or otherwise. Section 5.4.4. Rights of Mortgagees. Any holder of a mortgage,on any Unit upon written request to the"rustees will be entitled to: (a) written notification from the Trustees of any default by its borrower who is an owner of a Unit with respect to any obligation of such borrower under this 12 Master Deed or the provisions of the Condominium Trust which is not cured within sixty(60)days; (b) inspect the books and records of the Condominium Trust during normal business hours at such holder's expense; (c) receive at the mortgagee's expense an annual financial statement of the Condominium Trust within one hundred twenty (120)days following the end of any fiscal year of the Condominium Trust; (d) written notice of all meetings of the Condominium Trust,and be permitted to designate a representative to attend all such meetings; (e) prompt written notification from the Trustees of any damage by fire or other casualty to or proposed or actual taking by condemnation or eminent domain of the Common Elements or any portion thereof;and (1) prompt written notification from the Trustees of any damage by fire or other casualty to the Unit upon which the mortgagee holds a mortgage and of any proposed or actual taking by condemnation or eminent domain of said Unit. Section 5.5. Rebuildiniz and Restoration,Improvements. Section 5.5.1 Determination of Scopg of Loss. In the event of any casualty loss to the Trust property, the Trustees shall determine, in their reasonable discretion, whether or not such loss exceeds ten(10%)percent of the value of the Condominium immediately prior to the casualty and shall notify all Unit Owners of such determination, If such loss as so determined does not exceed ten(10%)percent of such value,the Trustees shall proceed with the necessary repairs,rebuilding or restoration in the manner provided in paragraph(a)of Section 17 of Chapter 183A. If such loss as so determined exceeds ten(10%)percent of such value,the Trustees shall forthwith submit to all Unit Owners(a)a form of agreement(which way be in several counterparts)authorizing the Trustees to proceed with the necessary repair,rebuilding or restoration,which agreement shalt be forthwith signed and returned,absent which,authorization shall be deemed given and(b)a copy of the provisions of Section 17;and the Trustees shall thereafter proceed in accordance with,and take such further action as they may in their discretion deem advisable in order to implement the provisions of paragraph(b)of said Section 17. With respect to any such casualty loss which exceeds ten percent(100/4)of the value of the Condominium prior to such casualty,each Unit Owner(the"Covenanting Owner")hereby votes,and covenants and agrees with and for the benefit of the other Unit Owners(the"Other Owners')to vote at any meeting of Unit Owners in favor of repair or restoration of any casualty loss to any portion of the Condominium if. (a) the insurance proceeds payable with respect to such casualty loss,plus any sums which any one or more of the Other Owners may agree to contribute for such purpose,will 13 be adequate to pay the amount by which the costs of such repair or restoration exceed any deductible amount provided for in the Condominium`s master policy of property insurance;and (b) any damage to the portions of the Unit of the Covenanting Owner required to be insured by the Condominium under such master policy of property insurance can reasonably be expected to be repaired or restored within two(2)years from the time such repair or restoration work is commenced. Section 5.5.2. Submi n to Unit Owners of Proposed Improvements. Improvements to the Common Elements (which shall not be deemed to include replacements, repairs, and/or improvements in connection with ordinary wear and tear,or occasioned in the ordinary course of business of the Condominium)shall be approved by both Unit Owners before such improvements axe commenced. If a Unit Owner desires to make an improvement to Common Elements excluding the exterior of the other Unit,and the other Unit Owner does net agree,the Unit Owner desiring the improvements may proceed to make such improvement or improvements and shall bear the full cost of same in accordance with Chapter 183A. This provision shall not apply to improvements within the Limited Common Areas and Facilities of the other Unit. Section 5.6. Administrative Rules and Regulations. The Trustees may from time to time adopt, amend and rescind administrative rules and regulations governing the operation and use of the Common Elements as are consistent with the Master Deed and are designed to prevent unreasonable interference with the use by the Unit Owners of their Units and of the Common Elements. Any Trustee may enforce the Rules and Regulations by imposition of fines previously established or in any other manner permitted by law,including without limitation,by court action for injunctive relief and damages. Section 5.7. Managing Agent. The Trustees may appoint a Manager or Managing Agent to administer the management and operation of the Condominium, including the incurring of expenses, the making of disbursements and the keeping of accounts,as the Trustees shall from time to time determine. The Managing Agent may be removed with or without cause, in accordance with the provisions of Section 10 of Chapter 183A. The Trustees or such Manager or Managing Agent may appoint,employ and remove such additional agents,attorneys,accountants or employees as the Trustees shall determine. Section 5.8. Insurance. Section 5.8.1. Basic Insurance. The Trustees shall obtain and maintain,to the extent available at reasonable cost,master policies of insurance of the following kinds, insuring the interests of the Trust,the Trustees,all Unit Owners,and their mortgagees as their interests may appear,with the loss proceeds payable to the Trustees hereunder as Insurance Trustees for all of the Unit Owners collectively and their respective mortgagees as their interests may appear; (a) Ilazard Insurance. (i) Master Policy for Condominium Projects. The Trustees shall maintain a "master"or"blanket"type of insurance policy, with premiums 14 being paid as a Common Expense, with a reasonable deductible to be approved by(lie Trustees. The policy shall cover all of the Common Areas and]Facilities,Limited Common Elements and Units and all of the fixtures installed by Declarant (so-called, "All-In" coverage), (but not including furniture, furnishings, and other personal property of the Unit Owners therein). This includes, without limitation, fixtures, buildings service equipment, and common personal property and supplies belonging to the Trust. The policy shall cover fixtures and equipment inside individual Units,including replacement thereof,whether or not the same is part of the Common Areas and Limited Common Elements, but excluding furniture, and other personal property belonging to the Unit Owners or occupants not customarily considered to be a part of the Unit or the Common Areas and Facilities for mortgage purposes.,which shall be the sole responsibility of the Unit Owner to insure in accordance with Section 5.2. (ii) Rgguimd Coverage. The insurance policy shall protect against at least the following: --loss or damage by fire and a]I other hazards that are normally covered by the standard extended coverage endorsement;and --all other perils customarily covered for similar types ofprojects,including those covered by the standard"all risk"endorsement. (iii) Amount of Insurance. Insurance shall cover one hundred percent (100%) of the current replacement cost of the Condominium facilities (including all improvements to the structure from the bare walls out that comprise part of the real estate) and including the individual units in the Condominium. Coverage need not include land,foundations,excavations or other items that are usually excluded from insurance coverage. (iv) Special Endorsements. The following endorsements to the Master Policy are required: ' -- Agreed Amount and Inflation Guard Endorsement, when it can be obtained;and --Construction Code Endorsements if there is a construction code provision that requires changes to undamaged portions of the buildings even when only part of the project is destroyed by an insured hazard. In addition,the policy shall provide that: --any Insurance Trust Agreement will be recognized; IS --the right of subrogation against Unit Owners will be waived; --the insurance will not be prejudiced by any acts or omissions of individual Unit Owners that are not under the control of the Trust;and --the policy will be primary,even if a Unit Owner has other insurance that covers the same loss. (v) Named Insured, Insurance policies for the Condominium shall name the Trust for the use and benefit of the individual owners,as the named insured. The"loss payable"clause shall show the Trust or the Insurance Trustee as a trustee for each Unit Owner and the holder of each unit's mortgage. The policy shall also contain the standard mortgagee clause and shall name each mortgagee,its successors and assigns,who holds mortgages on Units in the Condominium as a mortgagee. (vi) NQtiees of Changes or Cancellation. The insurance policy shall require the insurer to notify in writing die Trust or Insurance Trustee and each first mortgage holder named in the mortgagee clause at least thirty (30)days before it cancels or substantially changes a condominium's coverage. (b) Flood Insurance. If any part of the Condominium is in a special flood hazard area as defined by the Federal Emergency Management Agency,the Trustees shall maintain a"master" or"blanket"policy of flood insurance and provide for the premiums to be paid as a Common Expense, The policy shall cover the buildings and any other property located within the designated hazard areas. The amount of insurance shall be at least equal to the lesser of: -- 100%of the current replacement cost of all buildings and other insurable property locatcd in the flood hazard area;or --the maximum coverage available for the property tinder the National Flood Insurance Program. (e) ]liability insurance. The Trustees shall maintain a comprehensive general liability insurancepolicy covering all Common Areas and facilities,public ways and any other areas that 16 are under their supervision. The policy shall provide coverage of at least $1,000,000 for bodily injury,and property damage for any single occurrence. The liability insurance shall provide coverage for bodily injury and property damage that results from the operation,maintenance or use of the Condominium Common Areas. The policy shall provide for at least thirty(30)days written notice to the Trustees before the insurer can cancel or substantially modify it,and for similar notice to be given to each holder of a first mortgage on an individual unit in the Condominium:. (d) Fideli Bonds. A management agent that handles funds for the Trust shall be covered by its own fidelity bond. Except for fidelity bonds that a management agent obtains for its personnel,any Fidelity Bonds that may be required by an affirmative vote of all the Trustees, shall name the Trust as an obligee and shall have their premiums paid as a Common Expense by the Trustees. Any such fidelity bond shall cover the maximum funds that will be in the custody of the Trust or its management agent at any time while the bond is in force. (e) Miscellaneous. Tile Trustees shall maintain such supplemental or other insurance coverage as may from time to time be required by the federal National Mortgage Association or the Federal Dome Loan Mortgage Corporation. The Trustees may,in their sole discretion,purchase such other insurance as they shall determine. Section 5.8.2. Payment to Trustees in Case of Loss. Such master policies shall provide that all casualty loss proceeds thereunder shall be paid to the Trustees as Insurance Trustees under these By-saws. The duty of the Trustees as such Insurance Trustees shall be to receive such proceeds as are paid and to hold,use and disburse the same for the purposes stated in this Section and Section 5.5. If repair or restoration of the damaged portions of the Condominium is to be made, all insurance loss proceeds shall be held in share for the Trust and the owners of damaged Units in proportion to the respective costs of repair or restoration of the Common Elements and damaged Units,with each share to be disbursed to defray the respective costs of repair or restoration of the damaged Common Elements and damaged Units, and with any excess of any such share of proceeds above such costs of repair or restoration to be paid to the Trust or Unit Owners for whom held upon completion of restoration or repair;but if pursuant to Section 5.5 restoration or repair is not to be made,all insurance loss proceeds shall be held as Common Funds of the Trust and applied for the benefit of Unit Owners in proportion to their Beneficial Interests if the Condominium is totally destroyed,and,in the event of a partial destruction,after payment for such restoration of the Common Elements as the Trustees may determine, to those Unit Owners who have suffered 17 damage in proportion to the damage suffered by them. Such application for the benefit of Unit Owners shall include payment directly to a Unit Owner's mortgagee if the mortgagee with respect to such unit so requires by notice to the Trustees. Section 5.8.3. Other Provisions. In addition to the coverage and provisions set forth in Section 5.8.I,the"Trustees,in their sole discretion,shall see that all policies of physical damage insurance, (1)shall contain waivers of subrogation by the insurer as to claims against the Condominium,the Trustees, their employees,Unit Owners and members of the family of any Unit Owner who reside with said Unit Owner,except in cases of arson and fraud;(2)shall contain a waiver of defense of invalidity on account of the conduct of any of the Unit Owners over which the Trustees have"no control";(3) shall provide that in no event shall the insurance under said policies be brought into contribution with insurance purchased individually by Unit Owners or their mortgagees; and(4) shall exclude policies obtained by individual Unit Owners from consideration under any"no other insurance" clause. The deductible may be no larger than the lesser of one percent(10/0) of the policy or $10,000.00. In the event of any loss which relates in whole or in part to insurable improvements forming part of a Unit,which loss is covered by such insurance,carried pursuant hereto, the Trustees may assess to the Unit Owner or Owners of such Unit(s) as a special assessment, all or part of such deductible amount, such special assessment being in an amount directly proportional to the amount of such loss related to Unit improvements and the amount of the loss related to the Common Areas and Facilities. Each Unit Owner shall be liable for such special assessments in addition to any respective:share of the Common Expenses. Section 5.8.4. Ownees Insurance and Responsibility for Increase in Premiums of Master folic . Each Unit Owner shall obtain additional insurance for his or her own benefit at his or her own expense. No such policy shall be written so as to decrease the coverage under any of the policies obtained by the Trustees pursuant to Section 5.8.1 above,and each Unit Owner hereby assigns to the Trustees the proceeds of any such policy to the extent that any such policy does in fact result in a decrease in such coverage,said proceeds to be applied pursuant to the terms of tills Section 5.8 as if produced by such coverage. Copies of all such policies(except policies covering only personal property of individual Unit Owners)shall be filed with the Trustees. Each Unit Owner agrees to waive all rights of subrogation and have their policies so endorsed. Any Unit Owner that conducts activity in a Unit resulting in an increase in the premium of the master insurance policy shall be required to pay for the increased coverage, which amount shall be due and payable in accordance with Section 5.4.2 herein. Section 5.8.5. Notice of Owner's Improvements. Each Unit Owner must submit to the other Unit Owner for written approval, which approval shall not be unreasonably delayed, conditioned or withheld,all planned improvements to his or her Unit(except personal property other than fixtures) which would exceed a total value of Ten Thousand Dollars(S 10,000.00). Ally and all work shall be done in accordance with provisions of the Master Deed,the Trust,said By-haws,the rules and regulations promulgated pursuant thereto if any and in accordance with the following: all such work shall be done a) in a good and workmanlike manner, b) in conformity with all legal and warranty requirements,including without hereby intending to limit a building permit if so required, e)in a fashion that does not interfere unreasonably with the use and occupancy of the other Unit Owner or work being performed by the Declarant,d)in accordance with plans and specifications which have been submitted to and approved in writing in advance of commencement of any such 18 work by the other Unit Owner, and e) by licensed tradesman with appropriate certificates of insurance where such would reasonably be required. Section 5.8.6. Insurance as Common Expense. The cost of the insurance purchased pursuant to Section 5.8,other than that set forth in Section 5.8.4. shall be a Common Expense assessable and payable as provided in Section 5A. Section 5.8.7. Condemnation. Subject to applicable law, including the provisions of Chapter 183A,in the event of a taking or acquisition of pail of all of the Common Elements or Limited Common Elements by a condemning authority, any award or proceeds or settlement resulting therefrom shall be payable to the Trustees for the use and benefit of the Unit Owners and their mortgagees as their interest may appear, and shall otherwise be treated as a casualty loss in accordance with applicable provisions of these fay-haws. Section 5.9. Meetings. Section 5.9.1. Meetings of Trustees. The Tnistees shall meet at least annually on a date mutually convenient to both Trustees. Other meetings may be called by any Trustee and in such other manner as the Trustees may establish; provided, however, that written notice of each meeting stating the place,day and hour thereof shall be given at least seven(7)days before such meeting to all Trustees. All Trustees then in office shall constitute a quorum at all meetings. Such meetings shall be conducted in accordance with such rules as the Trustees may adapt. Notice may be given to a Unit Owner electronically. Meetings may be conducted by mail,postal or email,without an in-person meeting,including by ballot. Notwithstanding the foregoing, meetings must be conducted by mail, postal, email or remote meeting, in the event of an Act of God, declared state of emergency or public health emergency, pandemic (specifically including but not limited to COVID-19), government mandated quarantine or travel ban,war,acts of terrorism,and/or order of government or civil or military authorities. Section 5.9.2. Meetings of Unit Owners. The annual meeting of Trustees shall be deemed to be the annual meeting of Unit Owners such date and at such reasonable time as the Trustees shall designate. Special meetings(including a meeting in lieu of a passed annual meeting)of the Unit Owners may be called at any time by the Trustees. Meetings may be conducted by mail,postal or email,without an in-person meeting,including by ballot. Notwithstanding the foregoing, meetings must be conducted by mail, postal, email or remote meeting, in the event of an Act of God, declared state of emergency or public health emergency, pandemic (specifically including but not limited to COVID-19), government mandated quarantine or travel ban,war,acts of terrorism,and/or order of government or civil or military authorities. Section 5.9.3, Notice of Certain Matteis Quorum,Unanimous Vole Whenever at any meeting the Trustees propose to submit to the Unit Owners any matter with respect to which specific approval of, or action by,the Unit Owners is required by law or this Trust, the notice of such 19 meeting shall so state and reasonably specify such matter. Unit Owners entitled to one hundred (100%)percent of the Beneficial Interests shall constitute a quorum at all meetings. Any action voted at such a meeting shall require the vote of one hundred(100%)percent of the Beneficial Interest of those in attendance in person or by proxy at said meeting, except where the other provisions of this Trust or Chapter 183A requires a different percentage. Section 5.10. Notices to Unit Owners. Every notice to any Unit Owner required under the provisions of this Trust which may be deemed by the Trustees necessary or desirable in connection with the execution of the Trust created hereby or which may be ordered in any judicial proceeding shall be deemed sufficient and binding if(i)made in writing addressed to the Owner of such Unit last appearing on the Trustees'records,postage prepaid,to such person at his address last appearing on the Trustees'records if other than the Unit or else mailed or(ii)delivered to the Unit or(iii) delivered electronically to the"address"of the Owner of such Unit last appearing on the Trustee's records(with appropriate evidence of delivery)at least seven(7)days prior to the date fixed for the happening of the matter,thing or event of which such notice is given. The owner or owners of such Unit shall have the responsibility of providing the Trustees with the correct name of the present owners of the Unit and any address other than the Unit to which they desire notices to be mailed or electronically delivered,as to which matters the Trustees shall have no duty of inquiring beyond their records. Section 5.11. Ins ec ion of Books-,Reports to Unit Owners. Books,accounts and records of the Trustees shall be open to inspection to any one or more of die Trustees and the Unit Owners and any mortgagee of any Unit at all reasonable times. Within one hundred fifty(150)days after the close of each fiscal year(or more often, if convenient to them),a report of the operations of the Trust for such year shall be prepared. The Trustees may, in their sole discretion, cause an independent certified public accountant to conduct annual reviews of the report according to the standards of the American institute of Certified Public Accountants. Any person who has been furnished with such report and shall have failed to object thereto by notice in writing to the Trustees given by registered mail within a period of thirty(30)days of the date of his or her receipt of the report shall be deemed to have. assented thereto. Notwithstanding the preceding, when the Declarant no longer owns a Unit in the Condominium, the Organization of Unit Owners may modify this Section in accordance with Chapter 183A§ 10. Sections 5.12. hecksNotes, Drafts and Other InstMMMIA. Checks, motes, drafts and other instruments for the payment of money drawn or endorsed in the names of the Trustees or of the Trust may be signed by any Trustee,or by any person or persons to whom such power may at any time or front time to time have been delegated in writing by both Trustees. Section S.13. Fiscal year. The fiscal year of the Trust shall be the year ending with the last day of December or such other date as may from time to time be determined by the Trustees. Section 5,14. pets. The keeping of orderly domestic pets(which includes only dogs,cats or caged birds)and aquarium fish is permitted;provided,however,that(i)any orderly domestic pets(other than those contained at all times in aquariums or cages which shall be limited to a reasonable number)shall not exceed two(2)per Unit nor exceed twenty(20)pounds in weight each without the written approval of the Trustees;(ii)such orderly domestic pets or fish are not 20 kept or maintained for commercial purposes or for breeding;and(iii)any such orderly domestic pets or fish causing or creating a nuisance or unreasonable disturbance may be permanently removed from the Condominium upon ten(10)days written notice from the Trustees. Notwithstanding the foregoing,orderly domestic pets shall be permitted if necessary for persons with disabilities. Pets shall be vaccinated and shall also be licensed by the Town of North Andover,if required. No pets shall be allowed in the Condominium that would result in an increase of liability insurance premiums or result in the cancellation of the insurance policy of the Condominium. No farm animals,rodents,or so-called exotic animals may be kept by any Unit Owner. Pets of a vicious or aggressive disposition which are potentially harmful to the health and safety of others are prohibited. Any Unit Owner who keeps or maintains any pet upon any portion of the Condominium shall indemnify and hold the Trust,the Condominium Managing Agent,other Unit Owners and the Declarant free and harmless from any loss,claim or liability of any kind of character whatever arising by reason of keeping or maintaining such pet within the Condominium. No pets shall be permitted in any part of the Condominium(other than within the Unit of the Owner thereof)unless carried or on a leash. Leashes may not exceed a length which will permit close control of the pet. Owners of pets must immediately and adequately clean up their pet's droppings in all areas of the Property including;without limitation,the sidewalks,the driveways,the parking spaces,exterior landscapes,hallways, stairways,basement and all other areas. Any Unit Owner keeping a pet or animal in violation of the foregoing,or which causes any damage to or requires cleanup of any part of the Condominium or which is offensive or causes or creates any nuisance or unreasonable disturbance or noise,shall be personally liable for the cost and expense of any repair of such repair,cleanup and/or elimination of such disturbance or nuisance. After due notice and hearing, the Trustees may require any Unit Owner to permanently remove any pet which has habitually been guilty of annoying or harassing any Unit Owner or occupant, The Trustees shall assess to such Unit Owner all costs of enforcement and until paid the same shall constitute a lien against the Unit of such Unit Owner pursuant to the provisions hereof. ARTICLE V1 Ri�hts_W Obligations of Third Parties Dealing with the Trustees Section 6.1. Reliance on identity of Trustees, No purchaser,mortgagee,lender or other person dealing with the Trustees as they then appear of record in the Registry of Deeds shall be bound to ascertain or inquire further as to the persons who are then Trustees under this Trust,or be affected by any notice, implied or actual, otherwise than by a certificate thereof, and such record or certificate shall be conclusive evidence of the personnel ofthe'Frustees and of arty changes therein. The receipts of(lie Trustees,or any one or more of them,for moneys or things paid or delivered to them or him shall be effectual discharges therefrom to the persons paying or delivering the same and no person from whom the Trustees,or any one or more of them, shall receive any money, property or other credit shall be required to see to the application thereof; No purchaser, mortgagee,lender or other person dealing with the Trustees or with any real or personal property which then is or formerly was Trust property shall be bound to ascertain or inquire as to the existence or occurrence of any event or purpose in or for which a sale,mortgage,pledge or charge is herein authorized or directed,or otherwise as to the purpose or regularity of any of the acts of the Trustees,and any instrument of appointment of a new Trustee or resignation or removal of an 21 old Trustee purporting to be executed by[lie Trustees,Unit Owners or other persons required by this Trust to execute the same,shall be conclusive in favor of any such purchaser or other person dealing with the Trustees of the matters therein recited relating to such discharge, resignation, removal or appointment or the occasion thereof. Section 6.2. Personal Liability Excluded. No recourse shall at any time be had under or upon any note, bond, contract, order, instrument, certificate, undertaking, obligation, covenant or agreement,whether oral or written,made,issued or executed by the Thistees or by any agent or employee of the Trustees,or by reason of anything done or omitted to be done by or on behalf of them or any of them,against the Trustees individually,or against any such agent or employee or against any beneficiary,either directly or indirectly,by legal or equitable proceedings,or by virtue of any suit or otherwise,and all persons extending credit shall look only to the Trust property for any debt,damage,judgment or decree,or of any money that may otherwise become due or payable to them from the Trustees,so that neither the Trustees nor the beneficiaries,present or future,shall be personally liable therefor;provided,however,that nothing herein contained shall be deemed to limit or impair the liability of Unit Owners under the provisions of this Trust or under the provisions of Chapter 183A. Section 6.3. All Oblioations Subject to 'Phis Trust. Every note, bond, contract, order, instrument,certificate, undertaking,obligation,covenant or agreement, whether oral or written, made,issued,or executed by the Trustees,or by any agent or employee of the Trustees,shall be deemed to have been entered into subject to the terms,conditions,provisions and restrictions of this Trust,whether or not express reference shall have been made to this instrument. Section 6.4. Further Matters of Rel iance. This Declaration of Trust and any amendments to this Trust and any certificate required by the terms of this Trust to be recorded and any other certificate or paper signed by the Trustees or any of them which it may be deemed desirable to record shall be recorded with the Registry of Deeds and such record shall be deemed conclusive evidence of the contents and effectiveness thereof according to the tenor thereof;slid all persons dealing in any manner whatsoever with the Trustees,the Trust property or any beneficiary thereunder shall be held to have notice of any alteration or amendment of this Declaration of Trust, or change of Trustee or Trustees,when the same shall be recorded with said Registry of Deeds. Any certificate signed by all Trustees in office at the time(or only one(1)Trustee if there is only one at such time),setting forth as facts any matters affecting the Trust,including statements as to who are the beneficiaries,as to what action has been taken by the beneficiaries and as to matters determining the authority of the Trustees or any one of their to do any act, when duly acknowledged and recorded with the Registry of Deeds, shall be conclusive evidence as to the existence of such alleged facts in favor of all third persons,including the Trustees,acting in reliance thereon. Section 6.5. G(d) Certificate. Notwithstanding any other provision of this Article Vl, any certificate setting forth the amount of unpaid Common Charges assessed against any Unit Owner as provided by Section 6(d)of Chapter 183A shall be conclusive evidence of the fact stated therein if signed by one(1)Trustee then in office(who is not the Owner of the Unit which is the subject of the 6D Certificate)or duly authorized Management Agent. ARTICLE VII 22 Amendments and Termination Section 7.1. Amendments. The Trustees,with the consent in writing of Unit Owners holding one hundred percent(100%)of the Beneficial Interest of this Trust,may at any time and from time to time,amend,alter,add to,or change this Declaration of Trust in any manner or to any extent, subject to the Trustees first being duly indemnified and held harmless to their reasonable satisfaction against existing or outstanding obligations and liabilities of any kind,whether asserted or unasserted, and whether known or unknown; provided always, however, that no such amendment,alteration,addition or change which would affect,in any manner,the provisions of Section 3.1.or Section 7.1.1.or render this Trust contrary to or inconsistent with any requirements or provisions of Chapter•183A, shall be valid or effective. Furthermore, any instrument or amendment which eliminates, impairs or otherwise adversely affects any rights special to or retained by the Declarant including but not limited to,the Declarant's right and ability to develop and/or market the Condominium, shall not be of any force or effect unless it is assented to in writing by the Declarant,or any successor to the Declarant's interest in the Condominium,and this assent is recorded with such amendment at the Registry of Deeds. Where mortgagee consent is required under the Declaration of Trust and/or Chapter 183A,the instrument of amendment shall be deemed assented to by the holders of the first mortgagees or record with respect to the Units upon the giving of at least sixty (60)days written notices sent to said mortgagees by certified mail/retwn receipt requested. All consents obtained pursuant to this Section 7.1 shall be effective upon the recording of an affidavit by the Trustees stating that all necessary notices have been sent via certified mail/retum receipt requested, and the receipt cards have been returned evidencing actual notice or refusal of notice to such mortgage holders of record,Any amendment,alteration, addition or change pursuant to the foregoing provisions of this paragraph shall become effective upon the recording with the Registry of Deeds of any instrument of amendment, alteration, addition or change,as the case may be,signed,sealed and acknowledged in the manner required in Massachusetts for the acknowledgment of deeds by the 'Trustees, setting forth in full the amendment,alteration,addition or change,and reciting the consent of the Unit Owners required by this Trust to consent thereto and provided such instrument is recorded no later than six (6) months from its date thereof. Such instrument, so executed and recorded, shall be conclusive evidence of the existence of all facts and of compliance with all prerequisites to the validity of such amendment,alteration,addition or change whether stated in such instrument or not,upon any question as to title or affecting the rights of third persons and for all other purposes. Notwithstanding anything herein contained to the contrary,so long as the Declarant owns at least one Unit in the Condominium, the Declarant reserves the right and power to file and record an amendment to this Declaration of Trust,without the consent of any Unit Owners or first mortgage holders. Section 7.1.1. Special Amendment. Notwithstanding anything herein contained to the contrary, so long as the Declarant owns at least one Unit in the Condominium, the Declarant reserves the right and power to file and record a special amendment("Special Amendment")to this Declaration of Trust at any time and from time to time which amends this Declaration of Trust,only in order (i)to comply with requirements of the Federal National Mortgage Association,the Federal Home Loan Mortgage Corporation,the Veterans Administration or any other governmental agency or any other public,quasi-public, or private entity which performs(or may in the future perform) functions similar to those currently performed by such entities;(ii)to induce any of such agencies 23 or entities to make,purchase,sell,insure or guarantee first mortgages covering Unit Ownerships; (iii)create any easements or Limited Common Areas and Facilities as reserved by the Declarant; or(iv)to bring the Master Deed and this Declaration of Trust into compliance with Chapter 183A of the General Laws of Massachusetts, or to meet the requirements of applicable laws and governmental regulations, permits, approvals, or directives; or (v) to correct clerical or typographical errors or to cure any ambiguity, inconsistency, formal defect or omission in this Declaration of Trust or any exhibit hereto or any supplement or amendment hereto. In furtherance of the foregoing,a power coupled with an interest is hereby reserved and granted to the Declarant to vote in favor of,make or consent to a Special Amendment on behalf of each owner as proxy or attomey-in-fact,as the case may be. Each deed,mortgage,trust deed,other evidence of obligation or other instrument affecting a Unit and the acceptance thereof,shall be deemed to be a grant and acknowledgment of,and a consent to the reservation of the power to the Declarant to vote in favor of, make, execute and file and record Special Amendments. The right of the Declarant to act pursuant to rights reserved or granted under this section shall be automatically assigned to the Trustees of the 127 MARBLEHEAD STREET CONDOMINIUM TRUST at such time as neither the Declarant nor any assignee of the Declararifs rights hereunder shall hold or control title to any Unit. Section 7.2. Termination. The'Trust hereby created shall terminate only upon the removal of the Condominium from the provisions of Chapter 183A in accordance with the procedure set forth in Section 19 thereof and in the Master Deed, Section 7.3. Disposition of Trust Property Upon Termination. Upon the termination of this Trust,the Trustees may, subject to and in accordance with the provisions of Chapter 183A,sell and convert into money the whole of the Trust property or any part thereof and,after paying or retiring all known liabilities and obligations of the Trustees and providing for indemnity against any other outstanding liabilities and obligations, shall divide the proceeds thereof among, and distribute in kind,at valuations made by them which shall be conclusive,all other property then held by them in trust hereunder, to the Unit Owners according to their respective Beneficial Interests. In making any sale under this Section,the Trustees shall have power to sell by public auction or private sale or contract and to enter in or rescind or vary any contract of sale and to resell without being answerable for loss and, for said purposes, to do all things, including the execution acid delivery of instruments,as may by their performance thereof be shown to be in their judgment necessary or desirable in coruiection therewith. The powers of sale and all other powers herein given to the Trustees shall continue as to all property at any time remaining in their hands or ownership, even though all times herein fixed for distribution of Trust property may have passed. ARTICLE VIII Construction and Interpretation Section 8.1. Terms. In the construction hereof,whether or not so expressed,words used in the singular or in the plural respectively include individuals, firms, associations, companies, (joint stock or otherwise),trusts and corporations unless a contrary intention is reasonably required by the subject matter or context. Words designating a particular gender shall be interpreted to include persons of the other gender unless a contrary intention is reasonably required by the subject matter 24 or context. The title headings of different parts hereof are inserted only for convenience of reference and are not to be taken to be any part hereof or to control or affect the meaning, construction,interpretation or effect hereof. All the trusts,powers and provisions herein contained shall take effect and be construed according to the laws of the Commonwealth of Massachusetts, Unless the context otherwise indicates, words defined in Chapter 183A shall have the same meaning here. Section 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 this'Trust, nor the intent of any provision hereof. Section 8.3. Gender. The use of the masculine gender shall be deemed to include the feminine gender and the use of the singular shall be deemed to include the plural,whenever the context so requires. Section 8.4. Waiver. No provisions contained herein shall be deemed to have been abrogated or waived by reason of any failure to enforce the same,irrespective of the number of violations or breaches which may occur. Section 8.5. Conflicts. If any provision of this Trust shall be invalid or shall conflict with Chapter 183A or if any provision of this Trust conflicts with any provision of the Master Deed, then the following rules of construction shall apply: (a) in the event of a conflict between this Trust and Chapter 183A,the provisions of Chapter 183A shall control. (b) The invalidity of any provision of the Trust shall not impair or affect the validity or enforceability of the other provisions of this Trust. (c) In the event of any conflict between the Master Deed,and any provision of this Trust,the Master Deed shall control. Section 8.6. All documents and instruments required to be recorded hereunder shall be so recorded with the Registry of Deeds. ARTICLE IX Mediation/Arbitration Section 9.1. Procedure. If the parties to any dispute arising under this Declaration of Trust are unable to resolve it through direct negotiation,any party to the dispute may elect mediation through the Real Estate Bar Association Mediation Services. The parties to the dispute shall thereupon select one mediator,who shall have no authority to impose a settlement,but instead shall assist the parties in negotiating a mutually acceptable resolution. The expenses of such mediation shall be borne in equal shares by the parties to the dispute. If the parties to the dispute fail to resolve such 25 dispute through mediation within thirty (30)days after mediation has been elected, the dispute shall be settled by binding arbitration by a sole arbitrator in accordance with the Rules for Nonadministered Arbitration of Business Disputes of the Center for Public Resources ill effect as of the date of this Declaration of Trust. The arbitrator shall have no authority to award punitive darnages. The arbitrator's decision shall be binding upon the parties and may be enforced by any court having jurisdiction thereof pursuant to Massachusetts General Laws,Chapter 25I. The place of the arbitration shall be Andover,Massachusetts,or such other location as may be agreed upon by the parties to the dispute. The fees and expenses or arbitration shall be borne in equal shares by the parties to the dispute. END OF TEXT SIGNATURE PAGE FOLLOWS 26 Executed as a scaled instrument on this / t'day of 2021. Seaport Homes,LLC By: Patrick Cone Its: Manager/Authorized Real 13slate Signatory QO c.:YN 6 Gl4 M C-1 T o-� ' N G1n1 A/LfPSI�I�E Bgsl�*,ss. On this J;eday of ,2021,before me,the undersigned notary public, personally appeared Patrick one, Manager and Authorized Real Estate Signatory for Seaport Homes,LLC,who proved to me through satisfactory evidence of identification,which was❑ photographic identification with signature is ued by a federal or state governmental agency,❑ oath or affirmation of a credible witness, personal knowledge of the undersigned,to be the person whose name is signed on the preceding or attached document,and acknowledged to me that he signed it voluntarily for its stated purpose,in the capacity indicated,and that he has the authority to sign in that capacity. Nam :f(ce 4�v M M ov it-%, Newt Wie My Commission Expires: o-e f KATE YN M. MORIN du:lice of the Peat#,Slate orkew tiampwhlre My Commission Expires May 2,2023 27