BY-LAWS OF – FAIRVIEW VILLAGE ASSOCIATION, INCORPORATED

ARTICLE I – Name of Corporation

Section 1. The name of this corporation shall be FAIRVIEW VILLAGE ASSOCIATION, INCORPORATED.

Section 2. Its principal office shall be located in Winter Haven, Florida.

ARTICLE IIOwnership – Proprietary Leases

Section 1. No stock certificated shall be issued by this corporation. A ninety-nine (99) year proprietary lease shall be issued to each of the owners of a lot in the Recreational Park known as Fairview Village. The price for the issuance of the proprietary lease shall be the sales prices of the lot. Leases shall be renewable for $1.00 at the end of their 99-year length for another 99-year period.

Section 2. All proprietary leases shall be signed by the president or a vice president and shall have the corporate seal affixed.

Section 3. The form of the proprietary lease from time to time shall be determined by the Board of Directors of the Corporation.

Section 4. Transfers of proprietary leases shall be made only on the books of the corporation. The old lease, properly endorsed, shall be surrendered and canceled before a new lease is issued. All transfers must be made by the holders of a proprietary lease or by their legal representatives and all of the transfers are subject to these By Laws.

Section 5. A. In case of the loss of destruction of a proprietary lease, a new proprietary lease shall be issued only upon the giving of satisfactory proof to the Board of Directors of the loss or destruction. A new lease shall be plainly marked “duplicate” upon its face.

B. The corporation shall be entitled to treat the registered holder of any lease as its full owner. Unless express notice is given to the corporation of any interest not appearing upon the face of the lease, the corporation shall not be required to recognize that interest.

Section 6. Each lease shall entitle the owner or registered holder to one vote in the management of the corporation.

Section 7. The corporation shall maintain a register for the recording of pledged or mortgage leases. A pledge or mortgagor of a lease may, but is not obliged to, notify the corporation of the pledge or mortgage and its terms, furnishing the secretary of the corporation with such information as may be required by the Board of Directors. If notice of default is given any lessee under the applicable provisions of the By Laws, a copy of that notice shall be mailed to the registered pledgee or mortgagee.

In the event of the sale by the corporation of its assets and prior to the distribution of the proceeds to the lessees, notice shall be given all registered pledgees or mortgagees. No other obligation is accepted or assumed by the corporation with respect to the registration of pledged or mortgaged leases, except as set forth in Section 5.

Section 8. The corporation shall have a first lien on all of the individual leases registered in the name of each owner for debts due the corporation by the owners, except for individual leases pledged or mortgaged to Earle Zelle or Robert Graham, their successors or assigns, which shall constitute a lien superior to any lien of the corporation.

ARTICLE III – Owner’s Meetings

Section 1. The annual meeting of the owners shall be held at 10:00 A.M. on the fourth Saturday in January at Fairview Village, Winter Haven, Florida, or such other place in Polk County, Florida, as the person giving notice shall specify in a written notice to the owners.

Section 2. A special meeting of the owners may be held at the place provided for in Section 1 of this Article and may be called at any time by the president or by a majority of the Board of Directors. Special meetings also shall be called by the president upon the request of a majority of the outstanding lease owners.

Section 3. The secretary shall deliver written notices of the meeting to all unit owners at least ten (10) days before the day of the meeting. If the owner is not resident at their lot in Fairview Village at the time of the delivery of the notice, the notice shall be mailed to any other address they have recorded on the books of the Corporation.

Section 4. An owner of a unit may appoint a proxy for a members’ meeting. All proxies shall be in writing and shall be filed with the secretary before the meeting at which they are to be used.

Section 5. A quorum for the transaction of business at any annual or special meeting shall be a majority of the leasehold owners issued and outstanding, represented either in person or by proxy, but the owners present at any meeting, although less than a quorum, may adjourn the meeting to a future time. The vote of a majority of the owners present and voting when a quorum is present shall decide any question unless the By Laws or Certificate of Incorporation provide otherwise, in which event the vote required by the By Laws or Certificate of Incorporation shall control.

Section 6. The books of the corporation shall be brought up-to-date on December 31, and audited before the Annual Meeting of the corporation, and only those leasehold owners properly registered at the time of the Annual Meeting shall be entitled to vote at the meeting.

ARTICLE IV – Board of Directors

Section 1. The property, business, and affairs of the corporation shall be managed by a board of five (5) directors, the directors will be elected for a 2-year term, starting n 1983, except two directors shall be elected for 2-years and three for 1-year, as determined by the most votes. In 1984 and thereafter three to be elected in even number years and two to be elected in odd number years.

Section 2. The directors shall be elected by the owners at the annual meeting.

Section 3. A director must be a lease holder, and a transfer by a director of his proprietary lease of the unit formerly owned by that director shall operate automatically to vacate his office as director.

Section 4. If a vacancy occurs on the Board of Directors, the remaining directors shall appoint one of the lease holders to serve as a director for the unexpired term of the former director.

Section 5. The annual meeting of the Board of Directors shall be held at Winter Haven, Florida, or such other place as may be designated in Polk County, Florida, immediately following the adjournment of the annual owners’ meeting without notice. If a quorum is not present, the meeting shall be adjourned until a later date in which the event, with written notice of the adjourned meeting shall be mailed or delivered to each director by the secretary at least ten (10) days before the time fixed for the meeting.

Section 6. Meetings of the Board of Directors are to be held in Winter Haven, Florida, or such other place as may be designated in Polk County, Florida. Meetings may be called by the president, or by a majority of the members of the Board of Directors.

Section 7. A. By majority consent of the directors, a special meeting of the Board may be held without notice at any time and place.

B. The Directors may establish a schedule of regular meeting to be held in the offices of the corporation and no notice shall be required of those regular meetings.

Section 8. A quorum for the transaction of business at any meeting of the Board of Directors shall consist of a majority of the members of the Board, but a majority of those present at any meeting shall have the power to adjourn the meeting to a future time.

Section 9. The Directors shall elect the officers of president, vice president and treasurer of the corporation at the annual directors’ meeting. They shall appoint the secretary. An officer may be removed at any time by a 60% vote of all directors.

Section 10. A director may be removed by an affirmative vote of the majority of the registered owners.

Section 11. The Board of Directors may fix the salaries of all officers, agents, or employees.

Section 12. The Board of Directors shall propose the yearly budget and oversee all expenditures during their term of office.

ARTICLE V – Officers

Section 1. The officers of this corporation shall be a president, a vice president, a secretary and a treasurer. The president, vice president and treasurer shall be elected by the Directors. They must be a board member. The secretary shall be appointed by the board. The term of office is one year. The secretary and treasurer may recommend assistants to be appointed by the board.

Section 2. All officers must be owners of proprietary leases except the secretary or assistant secretary, of assistant treasurer. The offices of secretary and treasurer may be held by one person. No one shall be eligible to act as both president and secretary.

Section 3. The president shall be the chief executive officer and shall preside at all directors’ meetings, and shall have executive powers, and shall have general supervision over the affairs of the corporation and other officers. The president shall sign all leases and other written contracts of the corporation. He shall perform all other duties incident to his office.

Section 4. The vice president of the corporation shall perform all of the duties of the president in his absence and such other duties as may be required of him by the Board of Directors.

Section 5. The secretary or assistant secretary shall attend and keep the minutes of all directors’ and owners’ meetings and shall have charge of all corporate books, records and papers; shall be custodian of the corporate seal; and shall perform all other duties incident to the office. The duties of the assistant secretary shall be the same as those of the secretary in the absence of the secretary.

Section 6. The treasurer or assistant treasurer shall have custody of all money and securities of the corporation and shall give bond, in that sum and with the sureties the directors require, conditioned upon the faithful performance of the duties of the office. The treasurer or assistant treasurer shall keep regular books of account and shall submit them, together with all their vouchers, receipts, records and other papers, to the directors for their examination and approval as often as they may require; and shall
perform all other duties incident to the office.

Section 7. The treasurer shall be responsible for any and all actions of the assistant treasurer.

Section 8. Any vacancy in the office of the president, the vice president, the treasurer or secretary, or any other officer or employee for any reason whatsoever shall be filled by appointment by the Board of Directors. The successor shall hold office for the balance of the unexpired term.

ARTICLE VI – Finance

Section 1. All and any of the funds of the corporation shall be deposited in a bank doing business in Polk County, Florida, and the funds shall be withdrawn only upon check or order of one of the following: treasurer, assistant treasurer, president or vice president.

Section 2. For accounting purposes, the corporation shall operate upon the calendar year. The Board of Directors may change this fiscal year at any time.

ARTICLE VII – Classes of Proprietary Leases

Section 1. There shall be two types of ownership of proprietary leases issued by the corporation – resident and special. A resident owner is defined as any natural person or persons owning a proprietary lease under which the owner is currently entitled to full occupancy rights and carries with it full voting rights in affairs of the corporation. Special ownership is defined as any person, firm or corporation owning a proprietary lease with occupancy rights having been granted by the Board of Directors.

Section 2. A. The holder of a resident proprietary lease shall be entitled to full occupancy rights to the lot covered by the proprietary lease pursuant to the rules and regulations and By Laws of this corporation.

B. A special proprietary lease issued to an owner shall not entitle the owner to full occupancy rights but shall entitle the owner to sublet the lot pursuant to the provisions of these By Laws. The owner may sublet the lot to a sublessee or sublessees for a period in each instance not in excess of three months, without securing the approval of the Board of Directors. If the owner desires to sublet the lot for a period in excess of three months, the sublessee must be approved by the Board of Directors in the manner set forth below. The purpose of these latter provisions is to permit corporations, trustees or other legal entities to hold title to special proprietary leases for the use and benefit of sublessees who actually will occupy the lot in accordance with these By Laws and the rules and regulations of the corporation, and to permit resident owners whose occupancy rights have been terminated as provided in these By Laws, but whose lease has not been terminated, to retain their equity rights.

Section 3. A. If an owner sells or transfers his proprietary lease, and on notice to the corporation of the sale of the unit assigned to him, whether voluntary or involuntary (except transfers by way of pledge only in trust with occupancy rights retained by the Lessee), all occupancy rights of the Lessee, and those in possession by virtue of his prior ownership, including any sublessee, shall terminate and the vendee or transferee shall be deemed the owner of the unit under the proprietary lease, but without the rights of occupancy, until those rights are approved by the corporation.

B. Approval of the rights of occupancy shall not be denied any transferee or vendee who at the time of the death of a resident owner, if the transfer results from his death, is or was the resident lessee’s lawful spouse or related to him by blood within the second degree.

Section 4. A. The owner of a proprietary lease, whether resident or special may sublet the premises assigned to the proprietary lease or any part of it but the assignment must be in accordance with the provisions set forth in these By Laws.

B. A sublease shall terminate upon the conveyance or transfer of the proprietary lease to the lot assigned to the proprietary lease.

C. In the case of a special owner, a sublease also shall terminate upon the death of the sublease.

D. The subleasing of a leased unit for a period in excess of three months must be approved by the Board of Directors, not only with reference to the occupants of the unit, but also with reference to the period of time for the sublease.

E. Any approval of the sublease shall not release the owner and lessee from the obligations of the lease.

F. In case of a sublease for a period of less than three months, the sublease need not be approved by the Board of Directors before execution and occupancy but the sublessee shall be subject to the special provisions as set forth below.

Section 5. A. The owner of a proprietary lease, whether regular or special, may transfer the proprietary lease to this unit only with the consent In writing of the Board of Directors. The Board of Directors may designate one or more officers to execute the consent on its behalf.

B. The application for the transfer must set forth the name and address of the part to whom the lease is to be transferred with at least three business and three personal references for the transferee. The Board of Directors shall have thirty (30) days in which to investigate and approve or disapprove the transfer. If the Board of Directors fails to act in the thirty (30) day period, the transfer shall be approved automatically.

C. If the transfer is approved and the owner’s accounts are not delinquent, the transfer may be made upon the books of the corporation, and the prior owner after that shall be relieved from any further liability on the lease.

D. It shall not be necessary to secure the approval of the Board of Directors for the initial sale of the individual proprietary leases by Earle Zelle and Robert Graham. On the sale being made, Earl Zelle and Robert Graham shall be released automatically from any liability with reference to the lease. This shall not release any transferee of the parties from the obligations under the lease or the regulations and By Laws of the units as individuals. These provisions have been incorporated as Earle Zelle and Robert Graham, pursuant to contract, have purchased and constructed the Park, but will convey the lot to the Association as each lost is leased and the developer will be paid the purchase price of the lot.

Section 6. A. In order to sublease his lot for a period in excess of three (3) months, a resident or special owner shall submit an application to the Board of Directors for approval of the sublease. The Board of Directors may approve the individual to whom the sublease is to be made and the term of the sublease in accordance with the By Laws.

B. The Board of Directors shall have thirty (30) days in which to approve the sublease. If it fails to approve or disapprove the sublease within the thirty (30) days’ period, the sublease shall be approved automatically. Approval of a sublease shall not release the owner of any liability that he may have under the terms of the original lease.

Section 7. Earle Zelle and Robert Graham need not secure approval of any sublease from the Directors on lots they have not sold as developers.

Section 8. The approval or disapproval by the Board of Directors of any transfer of a proprietary lease or sublease of any lot shall be final and no liability shall be incurred by the Board of Directors by reason of approval or disapproval.

Section 9. The secretary of the corporation shall maintain a register in the corporation office showing the owners and holders of all proprietary leases, with a list of any approved subleases of the lots.

Section 10. Any application for a transfer of a proprietary lease or a sublease of any lot for a period of more than three (3) months other than transfers or subleases, executed by Earle Zelle or Robert Graham, shall be accomplished by paying an application fee in the amount of $10.00 to cover the cost of checking the references given by the applicant and the other costs of investigation incurred by
the Board of Directors.

Section 11. Any lot located in the park owned by Fairview Village Association, Inc., may be occupied by an approved resident owner, or by an authorized sublessee, and his or her lawful spouse or any member of his or her family related to him or her by blood within the second degree and not prohibited by Article XIV. It also may be occupied temporarily by guests of the approved resident owner or authorized sublessee.

ARTICLE VIII – Annual Assessments

Section 1. A. The owners of proprietary leases, whether resident or special, shall be subject to the payment of assessments for the upkeep and maintenance of the corporate property, mortgage payments, operating costs, and other operating items. Copies of a proposed annual budget of these common expenses shall be delivered or mailed to the unit owners not less than ten (10) days prior to the meeting at which the budget will be considered, together with a notice of that meeting.

B. The Board of Directors, from time to time, shall determine the sums of money needed for the operation of the Lessor corporation. It shall determine the amount required for operating items, such as mortgage payments, maintenance, taxes, insurance, repairs, betterments, utilities and the pro rata cost of salaries of a manager and other employees and any other sums
necessary to the upkeep, operation or maintenance of the lessor’s property.

C. The formula for the assessments set forth above may be not be amended, except that the exact amount of the maintenance charges may be increased or decreased as stated previously, or in the event a mortgage is given to obtain funds for Park improvements.

D. All assessments shall be payable on a monthly basis. They are due on the 1st of each month, and are delinquent after the 10th of the month.

E. The Board of Directors may set up operating funds that may be replenished from time to time as needed. Any assessment change other than the proposed budget shall require a thirty (30) day notice with majority of registered owners’ approval. The owners shall pay promptly when due all assessments made against their individual lots but no owner shall be personally liable for corporate
debts to any extent whatsoever.

F. If the directors fail to make a new assessment, the owners shall pay the current assessment until a new rate is determined.

Section 2. A. All assessments paid by individual owners to the corporation for maintenance, taxes, operations, mortgage payments, insurance, and other operating items, shall be used by the corporation to pay the obligations of the corporation as authorized by the Board of Directors. Any excess money received from assessments paid by individual owners and held by the corporation at the
conclusion of its taxable year shall be used by the corporation to apply against future expenses of the corporation.

B. If the Board of Directors determines a change is required in the assessment against the owners, the treasurer shall mail or deliver a notice to that effect to each owner. The assessment shall be due and payable within thirty (30) days. If statements are mailed, they shall be mailed to the address of the owner as it appears in the corporate records. The owners then shall make
the payment to the treasurer and on request, the treasurer shall give a receipt for each payment made to him.

ARTICLE IX – Default for Nonpayment of Assessments

Section 1. A. If an assessment is not paid, or any other sum or charge required to be paid by a lot owner, is not paid within thirty (30) days from the date notice of it is mailed, the corporation may send a second notice in writing at its option, at least thirty (30) day after the mailing of the second notice, and declare the lease terminated unless the default has been removed within that period. The
corporation then may offer for sale a substitute lease for the lot at a reasonable amount determined by the Board of Directors to be its fair market value.

B. On sale of the substitute lease, the corporation shall pay to the owner the amount of the disposal price less any unpaid assessments or charges accrued to the date of disposition, plus the costs of the sale and a reasonable broker’s commission, and the estimated cost of placing the lot covered by the lease in suitable condition for a new lessee. The offering of a substitute lease shall be
limited to persons or entities qualified for resident or special membership.

Section 2. A. If an assessment is not paid and the lease has been terminated for nonpayment by the owner of any sums due, the owner or any other person or persons in possession by or through the right of the owner shall promptly quit and surrender the lot to the corporation in good repair, ordinary wear and tear excepted. The corporation may re-enter and repossess the lot without any additional notice being given to vacate the lot.

B. If an owner, or any other person or persons in possession by or through the right of the owner, does not vacate the lot upon the termination of the lease, the corporation may evict the owner or other person to regain possession of the lot.

C. The provisions of F.S. Chapter 83 about interest on rent deposits to be paid to tenants by lessors shall not apply for this proprietary lease, since rent paid by lessee is paid as assessments to lessor by lessee as an owner of an equity in the lessor corporation to pay lessee’s share of the cost of maintaining and operating the Recreational Vehicle Park in which this lot is located.

Section 3. If any owner fails to pay any regular monthly assessment within ten (10) days of due date, an additional charge of $1.00 a day shall be assessed for each day the payment is delinquent, as determined by the postmark.

Section 4. The corporation shall have a lien against the owner’s proprietary lease to the extent of any sums due the corporation that are not paid when due. The lien shall be superior to the rights of the owner or any person in possession under the owner. If the sums are not paid within thirty (30) days after they are due and payable to the corporation, the corporation, at its option, may foreclose the lien. The corporation shall be entitled to all its costs and its reasonable attorney’s fee incurred in connection with the foreclosure.

ARTICLE X – Default for Reasons other than for Nonpayment of Assessments

Section 1. If a lessee or any other person or persons in possession by or through the owner violates any of the provisions of the lease, Certificate of Incorporation, By Laws, or rules or regulations of the corporation other than the payment of assessments, the corporation may notify the lot owner by written notice of the breach transmitted by certified mail. If the violation continues for a period of thirty (30) days from the date of the notice, the corporation may terminate the lease by a second notice in writing transmitted in the same manner as the first notice at least thirty (30) days after the mailing of the second notice, and require the owner or lessee to quit and surrender the lot and offer for sale a substitute lease as when the lessee’s default was for nonpayment under Article IX, and the owner thereafter shall become and be a special owner.

Section 2. A. If the Board of Directors elects to terminate the lease, the owner, lessee or any other person or persons in possession by or through the owner, shall promptly quit and surrender the lot to the corporation in good repair, ordinary wear and tear excepted, and the corporation may re-enter and repossess the lot without any additional notice.

B. If an owner, or any other person or persons in possession by or through the right of the owner does not vacate the lot upon the termination of the lease, the corporation may evict the owner or other person and regain possession of the lot.

Section 3. A. If any sublessee of a lease of less than three months, or any member of his family, violates any of the By Laws or rules and regulations adopted by the corporation or any statute, ordinance, rules or regulation promulgated by any governmental body, or the rules and regulations of Southeastern Underwriter’s Association for fire prevention, or he or any member of his family shall door suffer to be done upon the leased property any action or thing that is disorderly or unlawful, or that may cause damage to the lessor or to its premises, the Board of Directors may terminate the sublease by giving to the occupant written notice, either through the United States Mail directed to the occupant at the lot or by delivery of the notice in writing to the occupant or any member of his family, to vacate
the leased property within ten (10) days. The sublessee shall vacate the leased premises within ten days, but if he does not, the corporation may evict him.

B. The decision to oust the sublessee shall be the sole discretion of the Board of Directors, as the purpose of this provision is to ensure that occupants of the Park owned by the corporation conduct themselves and their households in a manner that will maintain the high standards of a first-class recreational vehicle park.

C. Any sublessee for under three (3) months accepting a sublease to any lot shall be bound by these provisions as though they were fully set forth in the sublease. Section 4. The Board of Directors may seek an injunction against any owner because of any
default under this Article, and recover all costs incurred by it and a reasonable attorney’s fee.

ARTICLE XI – Amendments to By Laws and Certificate of Incorporation

Section 1. The By Laws or Certificate of Incorporation of the corporation may be altered, amended or repealed at any regular or special meeting of the owners by a three-fourths (3/4) vote of all of the owners of registered proprietary leases. The notice must give the general nature of the proposed alteration, amendment or repeal.

Section 2. Anything in the By Laws to the contrary notwithstanding, the owners’ proprietary leases, By Laws or the Certificate of Incorporation of the corporation may not be amended to change the formula for assessments to be levied against any owner or to change in any way, the owner’s equity assigned to each of the lease holder units or to change the voting rights of any owner. The corporation may not change any of the terms of the owner’s proprietary leases.

ARTICLE XII – Sale, Purchase, Lease, Exchange or Mortgage Of Corporate Property and Consolidation.

Merger or Dissolution of the Corporation

Section 1. The property belonging to the corporation shall not be sold, leased, exchanged or mortgaged as an entirety without approval by vote or written consent of three-fourths (3/4) of all owners of proprietary leases. No additional real property shall be purchased or leased by the corporation without the approval by vote or written consent of three-fourths (3/4) of all the owners of proprietary leases.

Section 2. The consolidation, merger or dissolution of the corporation shall be governed by the applicable laws of Florida at the time that action is taken.

Note: This is a copy of the Fairview Village Association Incorporated By Laws. Original document on file in the Fairview Village Inc. Office.