<p> 1</p><p>BY-LAWS</p><p>OF</p><p>LOCKE LAKE COLONY ASSOCIATION</p><p>ARTICLE I</p><p>Definitions</p><p>Section 1: "Association" means the Locke Lake Colony Association. </p><p>Section 2: "Articles" means the Articles of Association of Locke Lake Colony Association.</p><p>Section 3: "Restrictions" means the Property Restrictions and Easements of the "Locke Lake Subdivision" recorded at Belknap County Registry of Deeds on May 25, 1966, at Book 462, Page 411.</p><p>Section 4: "Lot" means any numbered parcel of land shown on a final plan of any section of Locke Lake Colony last recorded prior to the initial conveyance of such parcel.</p><p>Section 5: "Common Property" means those tracts of land and facilities shown on any recorded plan of Locke Lake Colony which are intended to be devoted to the common use and enjoyment of the Owners and which are conveyed or are to be conveyed to the Association.</p><p>Section 6: "Property" or "Locke Lake Colony" means the Lots plus the Common Property.</p><p>Section 7: "Owner" means any person or entity who holds an equitable interest or an undivided equitable interest in any part of Locke Lake Colony, whether as land contract vendee or fee holder, except where such interest is held merely as security for the performance of an obligation.</p><p>ARTICLE II</p><p>Name, Principal Office and Purposes</p><p>The name, principal office and purposes of the Association shall all be as set forth in the Articles as from time to time amended.</p><p>BK 883 PGE 941 2 ARTICLE III</p><p>Membership, Voting Rights and Property Rights</p><p>Section 1: Membership</p><p>Every Owner shall be a member of the Association. Members are required to pay annual and special assessments levied by the Association, the obligation of which assessments is imposed against each owner of and becomes a lien upon the property against which such assessments are made as provided by the Restrictions and herein. The membership rights of any Owner may be suspended by action of the Board of Directors of the Association during the period when the assessments remain unpaid. If the Board has adopted rules and regulations governing the use of the Common Property, it may, in its discretion, suspend the rights of any such person for violation of such rules and regulations for a period not to exceed thirty (30) days.</p><p>Section 2: Voting Rights</p><p>"At any meeting of the Association, each owner shall be entitled to cast one vote for each lot owned in connection with which a special assessment has been assessed by and paid to the Association during the then current fiscal year, if there has been such a special assessment; if no such special assessment shall have been made during the then current fiscal year, each owner shall be entitled to cast one vote for each lot owned in connection with which an annual assessment shall have been assessed by and paid to the Association during the then current fiscal year"</p><p>Any owner may attend and vote at such meeting in person, or by proxy (by instrument in writing signed by the Owner and filed with the Board). Where there is more than one record Owner of the same Lot, all such persons shall be members of the Association and any or all of such persons may attend any such meeting, but it shall be necessary for said persons to act unanimously in order to cast the vote to which they are entitled. Where only one of such persons attend any such meeting, he may vote for himself and as agent for any absent Owner of his Lot without proxy designation. Where none of such persons attends such meeting, any designation of proxy must be signed by all such persons. In addition to the above proxy provisions, an Owner may assign his right to any first mortgagee of record. AMENDED: July 30, 1977 3 Section 3: Property Rights in the Common Property</p><p>Every Owner shall have an easement of use and enjoyment, in common with others, in and to the Common Property and such easement shall be appurtenant to and shall pass with the title to every Lot, which easements shall be subject to the following:</p><p>(a) Liens and encumbrances presently of record (b) The rights of the Association, as provided in its Articles and By-Laws, to suspend the exercise of said easement by any Owner for any period during which his assessment remains unpaid, and for any period not to exceed thirty (30) days for any infraction of its rules and regulations adopted pursuant hereto, and (c) The rights of other Owners of property located in Locke Lake Colony to similar easements.</p><p>Section 4: Covenant for Maintenance Assessments</p><p>(a) Obligation for Assessments: Each Owner of a lot by acceptance of a deed therefore, whether or not it shall be so expressed in any such deed, shall be deemed to covenant and agree to pay to the Association annual and special assessments to be fixed and collected from time to time as hereinafter provided. The annual and special assessments, together with such interest thereon and costs of collection thereof as hereinafter provided, shall be a charge and continuing lien upon the property against which each such assessment is made and shall also be the personal obligation of the person who was the Owner of such property at the time when the assessment fell due.</p><p>The obligations herein imposed are to be construed in light of the holding of the Belknap County Superior Court in the matter of Tentindo et al v. Locke Lake Colony Association, Belknap Equity #11-972, case upheld by the New Hampshire Supreme Court in the matter of Tentindo et al v. Locke Lake Colony Association, 120 N.H. 593 (1980), which cases impose upon Association members, their heirs and assigns, liability for assessments imposed by the Association's Annual Meeting duly convened.</p><p>(b) Purpose of Assessments: The assessments levied by the Association shall be used exclusively for the purpose of promoting the pleasure, recreation and social welfare of the residents of the Property, including, without limitation, the improvement, operation and maintenance of, and the payment of taxes and insurance on, the Common Property, and the acquisition of labor, equipment, materials, management, and supervision of the Common Property. 4 (c) Annual Assessments: Until the year beginning May 1, 1975, the annual assessment shall be Fifteen Dollars ($15.00) per lot, subject to the provisions of subsection 4(e) hereinafter provided. A member who owns or has contracted to purchase more than one Lot shall be assessed for only one Lot.</p><p>(d) Special Assessments: In addition to the annual assessments authorized hereinabove, the Association may levy in any fiscal year a special assessment, applicable to that year only, for the purpose of defraying, in whole or in part, an operating loss or the cost of any construction or unexpected repair or replacement upon the Common Property, or for any other purpose related to the Common Property, provided that any such assessment shall have the assent of two-thirds of the votes of Owners who are voting in person or by proxy at a meeting duly called for this purpose, or at an annual meeting, written notice of either of which shall have been sent to all Owners at least ten (10) days in advance thereof and shall have set forth the proposal to make such a special assessment. A member who owns more than one Lot shall pay a special assessment for each such Lot which has a residence constructed thereon; otherwise a member who owns or has contracted to purchase more than one Lot shall pay a special assessment for only one Lot.</p><p>(e) Change in Amount of Annual Assessments: The Association may change the amount of the assessments fixed hereinabove prospectively, provided that any such change shall have the assent of two-thirds of the votes of Owners who are voting in person or by proxy, at a meeting duly called for this purpose, or at an annual meeting, written notice of either of which shall have been sent to all Owners at least ten (10) days in advance thereof and shall have set forth the proposal to make such a change.</p><p>(f) Quorum for Any Action Authorized Under Subsection (d) and (e): Any lawfully convened meeting of the Locke Lake Colony Association attended by 10% of all members present in good standing or 100 members in good standing including proxies, whoever is greater will constitute a quorum. (Accepted July 24, 2010 by a vote of 127 yes, 25 no.)</p><p>(g) Due Dates of Annual Assessments: The annual assessments shall become due and payable on the first day of May in each year. The due date of any special assessment shall be fixed in the resolution authorizing such assessment.</p><p>(h) Certificate of Payment: The Board of Directors, upon demand by any Owner liable for an assessment, shall furnish to such Owner a certificate in writing signed by a member of said Board, setting forth whether said assessment has been paid. Such certificate shall be conclusive evidence of payment and any assessment therein stated to have been paid.</p><p>(i) Effect of Non-Payment of Assessment: Any assessment which is 5 not paid when due, together with such interest thereon and cost of collection thereof as hereinafter provided,shall become a continuing lien on the Lot and appurtenant interest of the delinquent Owner, which shall bind such property in the hands of said Owner, his heirs, devisee, representatives and assigns. The personal obligation of the said Owner to pay such assessment, as opposed to the continuing lien, shall remain his personal obligation and shall not pass to his successors in title unless expressly assumed by them. Any annual assessment which is not paid by July 15, in its year of assessment, and any special assessment not paid within forty-five (45) days of its due date, shall bear interest from said due date at the rate of ten percent (10%) per annum, and the Association may bring an action against the Owner personally obligated to pay the same or may foreclose the lien against said property in the manner provided by statute for the foreclosure of power of sale mortgages, and there shall be added to the amount of such assessment the cost of processing such action, or foreclosing said lien, including reasonable attorneys' fees, and said interest.</p><p>(j) Subordination of the Lien: The lien of the assessments provided for herein shall be subordinate to the lien of any first mortgage now or hereafter placed upon the properties.</p><p>Section 5: Rules and Regulations</p><p>The Board of Directors is authorized to adopt from time to time rules and regulations for the use and operation of the Common Property which shall be posted in a conspicuous place on the Common Property and Owners shall be required to conduct themselves, and to see that their lessees, renters and guests conduct themselves, in accordance with said rules and regulations.</p><p>ARTICLE IV </p><p>Board of Directors Section 1: Number</p><p>The management and control of the affairs of the Association shall be vested in and exercised by a Board of Directors consisting of not more than nine (9) nor less than three (3) persons, the number of which shall be fixed by the incorporators at their first meeting and thereafter shall be subject to change by the members of the Association at its annual meeting. Directors shall be elected, upon the organization of the Association by the incorporators, and thereafter by the members at each annual meeting of the Association.</p><p>BK 883 PGE 945</p><p>Section 2: Term 6 All directors shall hold office for a two year staggered term and until their successors are elected and qualified. In the first year that this provision is effective, four of the Directors shall be elected for a two year and the remainder of the Directors shall be elected for a one year term. Thereafter all Directors shall be elected for a two year term. AMENDED: July 30, 1977</p><p>Section 3: Qualification</p><p>(1) Only members of the Association shall be eligible to serve as Directors except that, where a corporation is a member, any officer or any stockholder of such corporate member shall be eligible to serve as a Director. (2) Any person may serve as a member of the Board of Directors for two (2) successive terms to long as each successive term is separated by at least one (1) year. (3) No member in good standing of the Association shall be allowed to stand for election as a candidate for membership on the Board of Directors until that person has authorized a criminal records check and until after the criminal records check is completed and returned demonstrating that the Director applicant has no record indicating conviction of a felony offense which has not been annulled. (4) No candidate seeking to run for office as a member of the Board of Directors shall be eligible for election if that person is related by blood or marriage or civil union to a paid employee of the Locke Lake Colony Association. (5) Only (1) person related by blood or marriage or civil union shall be eligible to serve on the Board of Directors at one and the same time. (Accepted July 24, 2010 by a vote of 127 yes, 25 no.) </p><p>Section 4: Vacancies A vacancy on the Board of Directors shall be filled by appointment by the remaining Director or Directors. Each person so appointed to fill a vacancy, including any persons appointed to fill any vacancy in the first Board of Directors of the Association, shall serve for a period equal to the unexpired term.</p><p>Section 5: Meetings A regular meeting of the Board of Directors shall be held on the fourth Saturday in July, immediately following the annual meeting of the Association, provided that the Board may by resolution, change the date and time of such meeting, special meetings of the Board of Directors shall be called upon the written request of two (2) members of the Board or at the discretion of the president of the Association and shall be held at the time and place specified in the respective request and call. Written notice of any regular meeting of the Board of Directors shall not be required. Written notice of special meetings shall be sent to each member of the Board at least five (5) days prior thereto, unless all of the Directors either are present at such meeting or waive such notice in writing. 7</p><p>Section 6: Powers and Duties The Board of Directors shall have the following powers and duties:</p><p>(a) To call special meetings of the Association whenever it is deemed necessary and to call a meeting at anytime upon written request of 10% of the voting membership in good standing as provided in Article VII, Section 3.</p><p>(b) (1) A majority of the Board of Directors shall have the authority to appoint a new member of the Board to fill such vacancies as may occur between annual meetings. (2) A majority of the Board of Directors shall have the authority to remove a Board member for unexcused absences from three or more public or non-public board meetings during any twelve month period between annual meetings. (3) No Board member shall have facility keys or security codes unless approved by the Board. (4) No Board member shall have outside access to the computer system located in the Associations’ office unless approved by the Board. (5) No Board member shall hold two Association officer positions at the same time.</p><p>(c) To establish, levy assessments, and collect the assessments or changes referred to in Article III. (d) To maintain, alter, repair and otherwise care for the Common Property. (e) To adopt and enforce rules and regulations governing the use of the Common Property, and to present a statement thereof to the members and their guests thereon. (f) To cause to be kept a complete record of all its acts and the corporate affairs and to present a statement thereof to the members at the annual meeting of the Association. (g) To exercise for the Association all duties and authority vested in or delegated to this Association, except those specifically, otherwise conferred by these By-Laws, the Articles of Incorporation, and Restrictions and Easements.</p><p>(h) Only one person related by blood, marriage, or civil union shall be eligible to serve on the Board of Directors at one and the same time. (Accepted July 24, 2010 by a vote of 127 yes, 25 no.) 8 ARTICLE V</p><p>Officers Section 1: Designation The officers shall be a president, a treasurer, secretary and such other officers as the Board of Directors from time to time may determine. The president and treasurer shall be members of the Board of Directors. The secretary need not be a member of the Board or a member of the Association. Section 2: Election The officers shall be chosen by the incorporators at the organization meeting of the Association, and thereafter by majority vote of the Directors at their regular meeting. If the officers are not chosen at such organization meeting, they shall be chosen by the Directors at any regular or special meeting. Section 3: Term All officers shall hold office for a term of one year and until their successors are chosen except that the term of office of the initial officers chosen by the incorporators or the Directors, as the case may be, shall be determined by said incorporators or Directors,</p><p>Section 4: President The President f the Board of Directors shall be elected each year by the new Board after the Annual meeting. The President shall preside at all meetings of the Board of Directors and of the Association, and shall perform such other duties as may be required by the Board of Directors and the Association from time to time. The President shall have check signing authority, and shall convey all decisions by the Board of Directors to the employees and members. The President shall not have the authority to overrule the majority vote of the Board of Directors or have authority within Locke Lake Colony unless directed by the majority of the Board members.</p><p>Section 5: Vice President</p><p>The Vice President shall serve in the absence of the President of the Board of Directors. Every year within two weeks after the Annual meeting a Vice President shall be elected by a majority of the Board of Directors. Section 6: Secretary The secretary shall be ex-officio the secretary of the Board of Directors, shall record the votes and keep the minutes of all meetings in a book to be kept for that purpose. He shall keep the records of the Association. He shall record in a book kept for that purpose the names of all members of the Association together with their addresses as registered by such members. Section 7: Treasurer 9 The treasurer shall have the authority to bind the Association by a contract or engagement to pledge its credit, or to render it financially liable for any purpose with authority by majority of the Board of Directors. All funds of the Association shall be deposited to the credit of the Association in such banks, trust companies or other depositaries as authorized by the majority of the Board of Directors. The Board of Directors will select the depository for the purpose of such deposit. The Executive Board will have authority, expressly delegated by the Board of Directors to endorse, sign, and deliver checks, drafts and other orders for the payment of money to the order of the Association. The Treasurer is required to submit a financial report to the Board of Directors on a monthly basis. ARTICLE VI Indemnification of Officers Each Director and Officer of the Association (and their respective heirs, executors and administrators) shall be indemnified by the corporation against any cost, expense (including attorney's fees), judgment and liability reasonably incurred by or imposed upon him in connection with any action, suit or proceeding to which he may be made a party or with which he shall be threatened, by reason of his being, or having been, a Director or officer of the Association, except with respect to matters as to which he shall be finally adjudged in such action, suit or proceeding to be liable for willful misconduct as such Director or officer. In the event of settlement of any such action, suit or proceeding brought or threatened, such indemnification shall be limited to matters covered by the settlement as to which the Association is advised by counsel that such Director or officer is not liable for willful misconduct as a Director or officer. The foregoing right of indemnification shall be in addition to any rights to which any Director or officer may otherwise be entitled. ARTICLE VII Meetings of Members Section 1: Annual Meeting The regular annual meeting of the members shall be held at Locke Lake Colony on the fourth Saturday in July in each year, at the hour of two o'clock p.m., or at such other time (not more than ten (10) days before or after such date) as may be designated by written notice of the Board mailed or delivered to the members not less than ten (10) days prior to the revised date for said meeting. Section 2: Special Meetings Special meetings of the members for any purpose may be called at any time by the president, by the majority of the members of the Board of Directors, or upon written request of the members who have a right to vote one-fourth of all of the votes of the entire membership. 10 Section 3: Notice of Meetings Notice of special meetings shall be given to the members by the secretary. Such notice shall be delivered to the members or shall be sent through the mail, postage thereon fully prepaid to his address appearing on the books of the Association, such delivery or mailing to occur at least ten (10) days prior to such special meeting and such notice to set forth in general the nature of the business to be transacted. No notice of the annual meeting shall be required unless the nature of the business to be transacted, under the terms hereof or of the Restrictions, requires such notice. Section 4: Quorum Any lawfully convened meeting of the Locke Lake Colony Association attended by 10% of all members present in good standing or 100 members in good standing including proxies, whichever is greater will constitute a quorum. Section 5: Voting At all meetings of the Association, each member may vote in person or by proxy. All proxies shall be in writing and filed with the clerk. No proxy shall extend beyond a period of eleven (11) months, and every proxy shall automatically cease upon sale by the member of his Lot or other interest in the Property.</p><p>ARTICLE VIII</p><p>Fiscal Year</p><p>The fiscal year of the Association shall begin on the first day of September each year. AMENDED: July 30, 1977</p><p>ARTICLE IX</p><p>Amendments</p><p>The By-Laws may be altered or amended by a two-thirds (2/3) vote of the members who are voting in person or by proxy at a meeting, notice of which, including notice of the proposed amendment or amendments, having been given to the members of the Association at least ten (10) days prior to the meeting. The quorum required for any such vote shall be the presence at the meeting of members or proxies, entitled to cast twenty-five (25) percent of all the votes of the entire membership. 11 ADOPTED: July 27, 1974 Supersedes Article IX as amended.</p><p>LOCKE LAKE COLONY ASSOCIATION</p><p>Witness President </p>