Prominence Place Bylaws

1. A. These By-laws have been enacted by The Owners: Condominium Plan No. 8311084 to replace the By-laws registered as Instrument #831 187 189.

B. In these By-laws, unless the context or subject matter requires a different meaning:

(a) “Act” means the Condominium Property Act, RSA 2000, c. C-22, as amended from time to time;

(b) “Board” means the Board of Directors of the Corporation;

(c) “Building” means any building or buildings situated on the Parcel;

(d) “Capital Replacement Reserve Fund” means the Fund created for the purposes as outlined in By-law 8(A)(1);

(e) “Common Expenses” means the expenses of performance of the objects and duties of the Corporation and any expenses specified as common expenses in these By-laws;

(f) “Common Property” means so much of the Parcel as is comprised in any Unit shown in the Condominium Plan;

(g) “Condominium Plan” means the plan registered by the Developer under the Act as No. 8311084;

(h) “Corporation” means the corporation constituted under the Act by the registration of the Condominium Plan;

(i) “Manager” means the property manager contractually appointed by the Board;

(j) “Mortgage” means the holder of a mortgage registered against the title to one or more Units;

(k) “Ordinary Resolution” means a resolution:

i. passed at a properly convened meeting of the Owners by simple majority of all the persons present called to exercise the powers of voting conferred by the Act or by the By-laws; or

ii. signed by more than fifty (50%) percent of all the persons who, at a properly convened meeting of the Owners, would be called to exercise the powers of voting conferred by the Act or by the By-laws and representing more than fifty (50%) percent of the total Unit Factors for all of the Units.

2. An Owner shall:

(a) Subject to section 24 of the Act, permit the Corporation and its agents, at all reasonable times, on notice (except in case of emergency, when no notice is required) to enter his Unit for the purpose of:

(i) inspecting the Unit;

(ii) maintaining, repairing or replacing pipes, wires, cables, and ducts and any other facilities existing in the Unit or capable of being used in connection with the enjoyment of any other Unit or Common Property;

(iii) maintaining, repairing or renewing Common Property; or

(iv) ensuring that the By-laws are being observed;

(b) Forthwith:

(i) carry out all work that may be required pursuant to these By-laws or as required by a municipality or public authority in respect of his Unit, other than any work for the benefit of the Building generally or that is within the duties of the Corporation under these By-laws; and

(ii) pay all rates, taxes, charges and assessments that may be payable in respect of his Unit;

(c) maintain his Unit in a state of good repair, excluding outer walls, windows, or other outside surfaces and roofs;

(d) not make structural, mechanical or electrical alterations to his Unit or to the Common Property without the prior written consent of the Board;

(e) notify in writing the Corporation forthwith upon any change of ownership or of any mortgage, lease or other dealings in connection with his Unit (including the discharge of any mortgage registered against his Unit), and if the Owner fails to provide such prompt written notice to the Corporation, then the Owner shall promptly pay on demand to the Corporation the Corporation's costs in obtaining such information through other means;

(f) pay to the Corporation, when due, all Common Expenses levied or assessed against his Unit, together with interest on any arrears thereof at the rate so declared applicable by the Board for such overdue accounts for that year;

(g) deposit with the Corporation annually, if requested, twelve (12) duly executed post-dated cheques for the condominium fees, in accordance with the assessment approved by the Board;

(h) comply strictly with and cause all his tenants, employees, invitees and other occupants to comply with these By-laws and with such rules and regulations as may be proclaimed by the Board and posted on the Common Property regarding use of the Common Property from time to time (including, without limitation, regarding use of the pool);

(i) not paint any of the exterior of the Unit or improvements or fixtures attached thereto or any other Unit or the Common Property, or alter the appearance thereof, or do or permit to be done anything which would alter the appearance of his Unit, any other Unit, or the Common Property without the prior written permission of the Board;

(j) use and enjoy the Common Property or any property owned by or registered in the name of the Corporation in such a manner so as to not unreasonably interfere with the use and enjoyment thereof by other Owners or their families or visitors;

(k) pay to the Corporation all legal expenses incurred as a result of the Corporation having to take proceedings to enforce his observance of By-law 2(h) and to collect any levies for Common Expenses assessed against his Unit, and such legal expenses shall be paid on a solicitor-and-his-own-client full indemnification basis;

(l) notify the resident manager or the Manager for the Corporation, in writing, a minimum of two days in advance of the date that he, his tenant or agent move furniture, appliances or other large items through the Building entrance, stairs and corridor Common Property, and further, he or his assigns shall move the aforementioned items only between the hours of 8:00 A.M. and 8:00 P.M.

3. The Corporation shall:

(a) control, manage and administer the Common Property for the benefit of the Owners;

(b) keep in a state of good, serviceable repair and properly maintain any personal Property in connection with the Common Property;

(c) maintain shrubs and gardens on the Common Property not granted to an Owner for his exclusive use;

(d) maintain and repair, including replacement where reasonably necessary, all structural elements, pipes, wires, cables, ducts, conduits, plumbing, sewers, party walls and other facilities for the furnishing of utilities and services for the time being existing in the Parcel and capable of being used in connection with the enjoyment of more than one Unit or Common Property or any Corporation Property;

(e) clear ice, snow, slush and debris from and keep and maintain in good order and condition all areas of the Common Property designated for pedestrian or vehicle movement or parking;

(f) maintain all of the Common Property, including exclusive-use areas granted to an Owner for his exclusive use, unless otherwise specified herein or unless at the time of granting the exclusive-use area it is specified that the Owner is responsible for maintaining that exclusive-use area;

(g) collect and receive all Contributions towards the Common Expenses and deposit same in a separate account in a chartered bank or trust company;

(h) obtain and maintain insurance on all of the Units, including the bathroom and kitchen fixtures initially installed therein but excluding furnishings and other property brought into or installed in Units or on the Common Property by Unit Owners, the Common Property, and all the insurable Property, both real and personal, of any nature whatsoever of the Corporation, to the full replacement value thereof without deduction for depreciation and, without restricting the generality of the foregoing, such insurance shall provide the following:

(i) coverage for fire, extended perils and such other perils as from time to time the Board shall deem advisable;

(ii) coverage to the full replacement value of all Buildings and other fixed improvements upon the Common Property and all chattels and other property belonging to the Corporation;

(iii) adequate coverage for boiler insurance if any boilers or pressure vessels exist;

(iv) coverage for such other risks or causes as the Board may determine or as may be determined by Special Resolutions of the Corporation;

(v) that no breach of any statutory condition or other condition of any policy by any Unit Owner or the Corporation shall invalidate the insurance or forfeit the insurance and, in the event of such breach by any Unit Owner or the Corporation, the insurance may only be subject to forfeiture or defence of breach of condition insofar as the separate interests of the person or party in breach are concerned and only upon the insurer establishing that the loss was caused by or contributed to by the breach of the statutory condition or other condition;

(vi) that in the event insured property is damaged or destroyed and that property is replaced or repaired, no deduction shall be made from an insurance settlement for depreciation to the property;

(vii) that no breach of any statutory or other condition of any policy by the Corporation or a Unit Owner shall invalidate the policy as against any Mortgagee in any way or to any extent.

(bb) If the Board has appointed an Insurance Trustee:

(i) The Board, on behalf of the Corporation, shall cause a separate loss payable endorsement to be issued in respect of any policies issued pursuant to sub-paragraph (aa) in favour of the Insurance Trustee.

(ii) Subject to the provisions of the Act, which shall govern in all circumstances, insurance proceeds realized under any policy of insurance obtained and maintained by the Corporation and insuring against fire and any other supplemental perils shall be paid as follows:

1. If the proceeds are less than Five Thousand ($5,000.00) Dollars, to the Corporation, which shall apply such proceeds to the repair and restoration of the damage or loss; and

2. If the proceeds are equal to or in excess of Five Thousand ($5,000.00) Dollars, to the Insurance Trustee.

(dd) Nothing in this Paragraph (h) shall restrict the right of Unit Owners to obtain and maintain insurance of any kind in respect of the ownership or the use or occupation of their Unit or their personal liability as permitted by the Act or as otherwise permitted by law.

(ee) Notwithstanding the foregoing, an Owner may, and upon the written request of his Mortgagee shall, carry insurance on his Unit as permitted by the Act; provided that the liability of the insurers issuing insurance obtained by the Board shall not be affected or diminished by reason of insurance carried by a Unit Owner.

(ff) In no event shall the insurance coverage obtained and maintained by the Board be brought into contribution with insurance purchased by Owners or their Mortgagees, and each insurance policy of the Corporation shall contain a provision to that effect.

(gg) Policies of fire and physical damage insurance may contain co-insurance on a stated amount basis only if and as long as the following appraisal requirements are met. All policies of fire and physical damage insurance shall contain waivers by the insurers of invalidity arising from any acts of the insured and of any rights of subrogation against the Corporation and the Owners or any of them, and shall provide that such policies may not be cancelled or substantially modified without at least sixty (60) days' prior written notice to the Corporation and to all Mortgagees of Units who have given prior written notice to the Corporation of their interests; provided, however, that in the event such policies are to be cancelled for nonpayment of premium, only thirty (30) days' written notice shall be required to be given. Prior to obtaining any policy of fire insurance, the Corporation shall obtain, from a qualified and reputable appraiser of real property, an appraisal of the full replacement value of the Building and other improvements upon the Common Property, including all of the Units, all Common Property, and all Property of the Corporation, and the Board shall review the insurance coverage and maintain it at the levels required by these By-laws and suggested by the same appraisal.

(hh) The Board (or any Insurance Trustee appointed by it) shall have the exclusive right, on behalf of the Corporation and as agent for the Owners, to adjust any loss and settle any claim with respect to all insurance placed by the Corporation, and any claimant, including the Owner of the damaged Unit, shall be bound by such adjustments. In the event of substantial damage to the Buildings and the determination by Special Resolution of the persons entitled to vote, or by order of a court of competent jurisdiction, to terminate the condominium status of any property within the Condominium Plan, the insurer's option to reconstruct the damaged premises shall be deleted or waived and the Board (or the Insurance Trustee) shall have the right, at its sole option, to obtain a cash settlement.

(ii) On the written request of an Owner, purchaser or Mortgagee of a Unit:

(a) for a copy of a policy of insurance placed by the Corporation, the Corporation shall provide a copy of the policy to the person making the request within thirty (30) days from the day of receiving that request; or

(b) for an insurance certificate, the Corporation shall provide the insurance certificate to the Person making the request within ten (10) days from the day of receiving that request.

(jj) The Board shall also obtain and maintain public liability insurance insuring the Board and the Owners against any liability to third parties or the Owners and their invitees, licensees or tenants, incident to the ownership or use of the condominium Units therein, and all Common Property and all Property owned by the Corporation. Limits of liability under such insurance shall not be less than One Million ($1,000,000.00) Dollars for any person insured or for any one accident and shall not be less than One Million ($1,000,000.00) Dollars for Property damage per occurrence. The limits and coverage shall be reviewed at least annually by the Board and increased in its discretion. The policy or policies shall provide cross-liability endorsements whereby the rights of a named insured under the policy or policies shall not be prejudiced as respects his, her or their action against another named insured.

(kk) The Corporation shall, immediately upon the occurrence of any substantial damage to any of the Units or the Common Property, provide notification thereof by registered mail to the registered first Mortgagees of all Units affected who have notified the Corporation of their interest.

(ll) In the event that a claim is made under any policy of insurance maintained by the Board on behalf of the Owners and the Corporation and the cause of the loss for which the claim is made is due to an act or omission of an Owner, occupier or tenant of an Owner, or member of their families, or the guests, invitees or licensees of any of them, then the Owner shall immediately reimburse the Corporation for any insurance deductible paid by the Corporation with respect to the loss for which the claim is made. The amount of same shall be recoverable by the Corporation as a contribution against all other costs, charges and liabilities arising out of any loss that may be sustained or incurred by the Corporation. In all other cases, the Corporation shall bear the cost of the insurance deductible and such cost shall be included in Common Expenses. The onus of proof of cause of the loss shall be on the Corporation.

(i) make such reasonable rules and regulations as it may deem necessary or desirable from time to time in relation to use, enjoyment and safety of the Common Property;

(j) pay all sums of money properly required to be paid on account of all services, supplies and assessments pertaining to or for the benefit of the Parcel, the Corporation and the Owners, as the Board incurs in the management or administration of the entire Parcel;

(l) establish and maintain a fund called a “Capital Replacement Reserve Fund” to be used for the repair or replacement of:

(1) any real and personal property owned by the Corporation;

(2) the Common Property;

where the repair or replacement does not occur annually.

(mm) determine the minimum amount that may be paid from the Capital Replacement Reserve Fund in respect of a single expenditure;

(nn) the Capital Replacement Reserve Fund shall be an asset of the Corporation;

(o) call a general meeting of the Owners, and those Mortgagees who have notified the Corporation of their interest, once in each calendar year, and in all cases allow no more than fifteen (15) months to elapse between annual general meetings;

(p) indemnify every member of the Board and each employee and officer of the Corporation, and his heirs and legal representatives, against all damages, judgments, settlements, costs and expenses, including legal costs, reasonably incurred by him in connection with any action, suit or proceeding to which he may be made a party by reason of his being or having been a member of the Board or an employee or officer of the Corporation, except as to matters as to which he shall be finally adjudged in such action, suit or proceeding to be liable for fines and penalties imposed in a criminal suit or action or for unjustified profit or advantage or for any wrongful act done or attempted in bad faith or dishonesty. All liability, loss, damage, costs and expenses incurred or suffered by the Corporation by reason of or arising out of or in connection with the foregoing indemnification provisions shall be treated and handled by the Corporation as Common Expenses.

(q) do all things reasonably necessary for the enforcement of the By-laws and the control, management and administration of the Common Property and any part of a Unit with which it may be concerned, including without restriction the following:

i. commencement and prosecution of proceedings under Section 36 of the Act (or any provision passed in substitution therefor) to collect a penalty of up to the maximum allowable under the Act;

ii. impose, collect and deal with deposits associated with the rental of a Unit under Section 53 of the Act (or any provision passed in substitution therefor), provided that the deposit for the rental of a Unit shall not exceed the maximum allowable under the Act;

iii. give notice to give up possession of a Unit pursuant to Section 54 of the Act (or any provision passed in substitution therefor) and make application to the Court under Sections 55 or 56 of the Act (or any provisions passed in substitution for the said Sections), provided that such notices and such applications shall be in accordance with the provisions of the Act; and

(r) at all times keep and maintain for the benefit of the Corporation and all Owners copies of all warranties, guarantees, drawings and specifications, plans, written agreements, certificates, approvals and permits provided to the Corporation pursuant to Section 46 of the Act (or any provision passed in substitution therefor).

4. The Corporation may:

(a) Subject to compliance with the Act, acquire or dispose of real and personal property to be used for the maintenance, repair or replacement of any real or personal property of the Corporation or the Common Property, provided that real property shall only be acquired and disposed of upon approval by a Special Resolution;

(b) borrow money required by it in the performance of its duties or the exercise of its powers, provided that if such borrowing shall be approved by Ordinary Resolution;

(c) secure the repayment of money borrowed by it and interest thereon, by negotiable instrument, a mortgage of unpaid Contributions (whether levied or not), or a mortgage of any property owned by it, or by combination of those means;

(d) grant a lease to an Owner under Section 49 of the Act;

(e) charge interest under Section 40 of the Act on any Contribution owing to it by an Owner;

(f) make an agreement with any Owner or Tenant of a Unit for the provision of amenities or services by it to the Unit or to the Owner or Tenant of the Unit;

(g) obtain and retain professional management to supervise and execute the duties of the Corporation, which services shall be retained upon such written terms as the Board may from time to time decide;

(h) grant to an Owner the right to exclusive use and enjoyment of that portion of the Common Property designed or designated for the exclusive use of the Unit as a “balcony” or private deck and that portion of the Common Property designed as a parking area or so designated on the Condominium Plan;

(i) invest funds in its possession or control as it may determine, to the extent permitted by law for trustees under the Trustee Act or any legislation passed in substitution therefor;

(j) pay an annual honorarium, salary or stipend to a member of the Board, as may be determined from time to time by Ordinary Resolution of the Corporation;

(k) subject to the Act, in the event of fire, gas, water leakage or other emergency situation, force entry into any Unit for the purpose of dealing with such emergency and for the purpose of protecting the Property of any of the Owners, occupants of any Unit and the Corporation, as the case may be. The Owner or occupant of the Unit so entered shall save harmless the Corporation, its agents and employees from any claim or damage arising from such forced entry;

(l) impose and exact the fees and charges for providing the information and materials referred to in By-law 8(e);

(m) enforce the provisions of any restrictive covenant, utility right of way, or easement registered against the Parcel or any Unit which benefit the Corporation or any Owner; and

(n) exercise all of the rights, powers and duties conferred on the Corporation by the Act and the By-laws.

5. A. The powers and duties of the Corporation shall, subject to any restriction imposed or direction given at a general meeting, be exercised and performed by the Board.

B. The Board shall consist of three (3) eligible persons who shall be elected at each annual meeting or as otherwise provided herein.

C. At each annual general meeting of the Corporation, all the members of the Board shall retire from office and the Corporation shall elect a new Board.

D. The Corporation may, by resolution at an extraordinary general meeting, remove any member of the Board before the expiration of his term of office and appoint another Owner in his place to hold office until the next annual general meeting.

E. Any casual vacancy of the Board may be filled by the remaining members of the Board.

F. A quorum of the Board is two (2) where the Board consists of three (3), in which case the chairman of the meeting shall have a casting vote in the event of a tie vote.

G. At meetings of the Board, all matters shall be determined by simple majority vote.

H. The office of a member of the Board shall, ipso facto, be vacated if he:

i. becomes bankrupt under the Bankruptcy and Insolvency Act (Canada) or any legislation passed in substitution therefor;

ii. is more than thirty (30) days in arrears in payment of any contribution or payment required to be made by him pursuant to the by-laws and fails to pay any such arrears within ten (10) days after written notice from any member of the Board requiring him to pay such arrears;

iii. becomes of unsound mind or mentally incompetent or is the subject of a certificate of incapacity issued under the Dependent Adults Act (Alberta), or any legislation passed in substitution therefor;

iv. resigns his office by writing, under his hand, sent to or left at the registered address of the Corporation or delivered to an officer of the Corporation;

v. is convicted of an indictable offence;

vi. is absent from three consecutive meetings of the Board without permission of the Board and it is resolved at the subsequent meeting of the Board that his office be vacated;

vii. is refused bonding, at a reasonable premium, by a recognized bonding institution; or

viii. dies.

I. Any member of the Board may waive notice of a meeting before, during or after the meeting, and such waiver shall be deemed the equivalent of due notice of the meeting.

6. A. To be eligible for nomination to the Board, the nominee must be an Owner or tenant of an Owner, provided that:

(a) if a Unit has more than one Owner, only one such Owner may sit on the Board at one time; and

(b) that person is not indebted to the Corporation for any contribution levied or fine imposed that is overdue by more than thirty (30) days.

B. Notwithstanding anything herein to the contrary, in the event that the Owner of the Unit is a corporation, that corporation shall nominate a person who shall be eligible for election.