CER'l'IF'IED .RESOLUTION OFTHE

BOARD OF DIRECTORS OF

THE CACTUS CORP.

The following resolution was adopted by the Board of Directors of The Cactus Corp., a Louisiana corporation (the "Corporation"), by unanimous consent in accordance with the provisions of Section 81(C)(9) of the Louisiana Business Corporation Law:

BE IT RESOLVED, that William P. Mains, President, be, and hereby is authomed, empowered and directed, for and on behalf of the Corporation to negotiate, execute, deliver, and enter into any and all agreements and take all other actions, all upon such price, tenns and conditions, as the said President may in his sole discretion consider appropriate, with respect to the sale and leasing of the La Maison Charles Condominiums, or other disposition of the La Maison Charles Condominiums, whether immovable or movable, whether tangible or intangible, together with any other agreements, certificates, affidavits, or acknowledgments relating to the development of the property commonly known as the La Maison Charles Condominiums in the City of New Orleans, a description of which is attached as Exhibit "A".

BE IT FUk'l'HER RF.SOLVED, that by way of illustration, and without limiting the generality of any of the powers or authorities conferred upon the President shall inchide the power and authority for the Corporation to:

1. To borrow any monies and to incur any indebtedness in favor of any lender ("Lender"), all in such amounts and on upon such terms and conditions as the President may in his sole discretion consider appropriate (collectively the "Loans"); to grant collateral for all or any part of the Loans and otherwise to enter into any agreements, covenants or obligations regarding any or all of the Loans, all upon such terms and conditions as the President may in his sole discretion consider appropriate; in coMection with the

   grantin·g of any such collateral, to encumber, mortgage,

   pledge or grant a security interest on or in any property, rights or interests whatsoever, whether real or personal, whether tangible or intangible, including but not limited to all or any items or equipment, inventory and accounts receivable all upon such terms and conditions as the President may in his sole discretion consider appropriate; and

   
   

   -1-

2. To dispose of, whether by sale, donation , exchange, lease, sublease, servitude, or any other manner any property, whether immovable or movable, whether corporeal or incorporeal, or any interest therein, as the President may in his sole discretion consider appropriate, all for such price and upon such tenns and conditions as the President may in his sole discretion consider appropriate; and

   
   

3. To enter into any and all documents necessary or appropriate to erect, construct, demolish and/or renovate buildings or other improvements on any properties of the Corporation, and to enter into and perform any construction management or construction development agreements with respect to such properties of the Corporation.

BE IT FURTHER RESOLVED, that William P. Mains, President, is further authorized and empowered to execute such documents and instruments for the Corporation as the President may in his sole discretion consider appropriate in order to effectuate any of the matters described herein, any or all of which may contain such terms and provisions, including but not limited to a pact de non alienando, a due on sale clause, a confession of judgment, and other customary Louisiana acquisition, disposition, or security clauses, as the said President may in his sole discretion consider appropriate, and which documents and instruments may include but are

not limited to one or more promissory notes, loan agreements, security agreements, pledges, financing statements, cross-collateralization agreements, cross-default agreements, mortgages, conditional or collateral assignments, guaranties, agreements of subordination, acknowledgments, ratifications guaranties, agreements for sale, acts of sale, bills of sale, leases, subleases, memoranda of leases or subleases, assignments, receipts, personal and/or predial servitudes, affidavits, estoppel certificates or agreements, subordination and/or non-disturbance agreements, indemnity agreements, development agreements, or management agreements, any or all of which may contain such terms and provisions as the President may in his sole discretion consider appropriate

BE IT FURTHER RESOLVED, that William P. Mains, President is further authoriz.ed and empowered to execute on behalf of the Corporation as the President may in his sole discretion consider appropriate in order to effectuate any of the matters described herein, the following documents:

1. Act of Termination and Revocation of Previously Existing Condominium Property Regime and Newly Created Act of Declaration Creating and Establishing a Condominium Property Regime;

   
   

   -2-

2. Articles of Incorporation of La Maison Charles Condominium Association, Inc.;

   
   

3. By-Laws of La Maison Charles Condominium Association, Inc.

   
   

4. Rules and Regulations of La Maison Charles Condominiums;

5. UCC-1 Financing Statement;

   
   

6. Property Management Agreement by and between the Corporation and Latter & Blum, Inc.

All such documents containing such terms and conditions, in addition to those, if any, specified in the description set forth above, as the President may in his sole discretion consider appropriate.

BE IT FURTHER RESOLVED, that William P. Mains, President, is further autho rized and empowered generally to do any and all other acts for the Corporation that the President may in his sole discretion consider appropriate in order to effectuate any of the matters described herein, all upon such terms and conditions as the President may in his sole discretion consider appropriate, and all pursuant to such documents and instruments, containing such clauses and provisions, as the President may in his sole discretion consider appropriate, all such acts by the President being hereby ratified and confirmed as the acts of the Corporation.

BE IT FURTHER RESOLVED, that any past actions by the President with respect to any of the matters described herein, including but not limited to any of the documents or instruments described hereinabove, are hereby ratified and confirmed as the acts and deeds of this Corporation.

CERTIFICATE

I, Lynda Mains, do hereby certify that I am the Secretary of The Cactus Corp., a Louisiana corporation (the "Corporation"), and that the above and foregoing is a true, correct and exact copy of resolutions which were adopted by Unanimous Consent of the Board of Directors of the Corporation dated December 15, 1997, and that said resolution has not been modified, amended, or rescinded and is now in full force and effect.

New Orleans, Louisiana, this 17th day of December, 1997.

F:IDOC\M\MAINSILAMAISON\RESOLtrr ION

-3-

EXHIBIT B

The Land

THAT CERTAIN PORTION OF GROUND, together with all the buildings and improvements thereon and all of the rights, ways, privileges, servitudes, appurtenances and advantages thereunto belonging or in anywise appertaining, situated in the SIXTH DISTRICT of the City of New Orleans, Parish of Orleans, State of Louisiana in SQUARE 420, bounded by St. Charles Avenue, Peniston Street, Carondelet Street and General Taylor Street, desginated as LOT E-1 on a plan by Gilbert, Kelly and Couturie, Ioc., Surveying and Engineering, dated June 27 , 1993, and according to said plan, LOT E-1 forms the comer of St. Charles Avenue and Peniston Street and measures thence 68 feet, 0 inches, 6 lines front on St. Charles Avenue, with a width in the rear of 67 feet, 6 inches, by a depth and frontage on Peniston Street of 175 feet, and a depth on the opposite sideline of 166 feet, 1 inch , 6 lines . LOT E-1 is composed of former Lot E and a portion of former Lot 1.

A CERTAIN LOT OF GROUND, together with all the buildings and improvements thereon and all of the rights, ways, privileges, servitudes, appurtenances and advantages thereunto belonging or in anywise appertaining, situated in the SIXTH DISTRICT of the City of New Orleans, Parish of Orleans, State of Louisiana in SQUARE 420, bounded by St. Charles Avenue, Peniston Street , Carondelet Street and General Taylor Street, desginated as LOT 5 on the above referred to survey, which lot commences at a distance of 175 feet from the intersection of St. Charles Avenue and Peniston Street, and measures thence 42 feet, 0 inches, 2 lines front on Peniston Street, same width in the rear, by a depth of 75 feet actual (67 feet, 6 inches title) on the sideline adjoining Lot E-1 and a depth on the opposite sideline nearest Carondelet Street of 75 feet.

The improvements bear Municipal Address 3801 St. Charles Avenue, New Orleans, Louisiana 70115.

F:IDOC\ MIMAINSILAMAISON\POS.WPD - 1 - 1/3/1998 (9:25PM)

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a copy of the Articles of Incorporation of

LA MAISON CHARLES CONDOMINIUM ASSOCIATION, INC.

Domiciled at NEW ORLEANS, LOUISIANA,

Was filed and recorded in this Office on December 30, 1997,

And all fees having been paid as required by law, the corporation is authorized to transact business in this State, subject to the restrictions imposed by law, including the provisions of R.S. Title 12, Chapter 2.

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ARTICLFS OF INCORPORATION OF

LA MAISON CHARLF.S

, , CONDOM1NIUM ASSOCIATION, INC.

STATE OF LOUISIANA PARISH OF ORLEANS

BE IT KNOWN, that on this 29th day of December, 1997, before me, the undersigned Notary Public, personally came and appeared, William P. Mains, the incorporator herein, who declared unto me, Notary, in the presence of the undersigned competent witnesses, that, availing himself of the provisions of the Louisiana Business Corporations Law relative to non-profit corporations (LSA-R.S. 12:201, et. seq.), does hereby organize a corporation in pursuance of that law, under and in accordance with the following articles of incorporation:

ARTICLE I

NAME

The name of the corporation shall be La Maison Charles Condominium

ociation, Inc.

ARTICLE II

DEFINITIONS

As used in these Articles of Incorporation, unless the context otherwise requires:

1. Association means the corporation created by these Articles of Incorporation.

   
   

2. Condominium refers to the immovable property described on Exhibit "A" and the legal status thereof imposed by the establishment of a condominium regime affecting it.

   
   

3. Condominium Unit means a condominium parcel, consisting of a Unit in the Condominium and its appurtenant interest in the common elements of the Condominium as established by the Declaration.

   
   

   
   

   P: TJCU!S.WPD -1-

   
   

   FOX McKEITHEN

   SECRETARY OF STAff RECORDED & FILED CATI: DEC 3 01997

   .1.2,/29/1997 (10:41AM)

4. Declaration an instrument in confonnity with the provisions of LSA-R.S.

   §9:1121, . .5a1. , executed and registered for the purpose of submitting to the condominium form of ownership the immovable property described in Exhibit "A".

   
   

5. Member or Members means the Owner or Owners of individual Condominium Units in the Condominium who, by virtue of these Articles of Incorporation, are members of the Corporation.

   
   

6. Owner or Owners means the owner of individual Condominium Units in the Condominium.

Declaration.

All other words or phrases shall have the meanings ascribed to them in the

ARTICLE ill

PURPOSE

The Association is organized for the purpose of operating and managing the Condominium for the use and benefit of the Unit Owners.

ARTICLE IV

POWERS

The Association shall have and exercise the powers:

1. To operate and manage the Condominium for the use and benefit of the Owners of the Condominium Units as the agent of said Owners.

   
   

2. To carry out all of the powers and duties vested in it pursuant to the Declaration.

   
   

3. To e.xercise and enjoy all of the powers, rights and privileges granted to or conferred upon non-profit corporations by the Louisiana Corporation Law, LSA-R.S. 12:201, et. ., as now or hereafter in force.

   
   

4. To e.xercise and enjoy all of the powers, rights and privileges granted to or conferred upon corporations of a similar character by the provisions of the Louisiana Condominium Act in LSA-R.S. 9:1121, et. .• as now or hereafter in force.

P:\DOC\M\MAJNS\LAMAJSON\AJlTICLP.1.WPD -2- 12/29/1997 (10:41AM)

All of the powers of this Association shall be subject to and shall be exercised in accordance with the provisions of the Declaration, together with its supporting documents, which govern the use of the Condominium to be operated and administered by this Association.

ARTICLE V

MEMBERSHIP

The qualification of Members, the manner of their admission and voting by Members shall be as follows:

1. This Association shall be organized without any capital stock.

   
   

2. All Owners of Condominium Units in the Condominium shall be Members and no other person or entity shall be entitled to membership.

   
   

3. After the Declaration has been registered, persons shall become Members by the registry in the conveyance records of the Parish of Orleans, State of Louisiana, of an act of sale or other instrument vesting in them title to a Unit and the delivery to the Association of a true copy of such instrument. The new Owner designated by such instrument shall then become a Member and the membership of the prior Owner shall at that time be terminated.

   
   

4. The interest of any Member in any part of the Condominium or in the funds and assets of the Association cannot be conveyed, assigned, mortgaged, hypothecated or transferred in any manner, except as an appurtenance to his Condominium Unit.

   
   

5. Voting_ by the Members in the affairs of the Association shall be on the following basis:

The aggregate number of votes for all Owners shall be One Hundred (100) and shall be divided among the Owners in accordance with the respective percentages of ownership interest in the Common Elements. If any Owner consists of more than one person, the voting rights of such Owner shall not be divided but shall be exercised as if the Owner consisted of only one person in accordance with the proxy or other designation made by the persons constituting such

·0wner.

P:\OOC\M\MAlNS\LAMAlSON\AllTICU!S.WPD -3- 12/29/1997 (10:41AM)

Voting rights shall be exercised in accordance with the provisions of the Declaration of Condominium and the By-Laws of the Association.

ARTICLE VI

CORPORATE EXISTENCE

The Association shall continue to exist so long as the Condominium shall be in

existence.

The Association may be tenninated by tennination of the Condominium in accordance with the conditions set forth in the Declaration of Condominium and supporting documents.

ARTICLE VII

REGISTERED AGENT AND OFFICE AND BE5IDENT AGENT

The registered agent and resident agent upon whom services of process may be effected for the corporation is Randy Opotowsky, Steeg and O'Connor, L.L.C., Suite 3201, 201 St. Charles Avenue, and the registered office is 3801 St. Charles Avenue, New Orleans, Louisiana 70115.

ARTICLE VIII

DIRECTORS

A} Subject to the provisions of these Articles, the Declaration and the Act, all of the powers of this Association are vested in its Board of Directors.

1. The Board of Directors shall consist of three (3) members.

   
   

2. The exact number of directors, the procedure for their election, their terms of office, qualifications, procedures for filing vacancies on the Board, procedures for removal of directors, compensation and the powers and duties of directors shall be established by the By-Laws of this Association.

P:\DOC\M\MAINS\LAMAJSON\AllTICLf3.WPD -4- 12/29/1997 (10:41AM)

ARTICLE IX

DIRECTORS AND OFFICERS

The names and post office addressed of the first Board of Directors and the officers of the Association who shall hold office until their successors are elected and qualified are as follows:

ARTICLEX

INCORPORATOR

The following is the original incorporator and subscriber of the Articles of Incorporation of this Association.

NAME

William P. Mains

ADDRESS

3801 St. Charles Avenue New Orleans, LA 70115

ARTICLE XI

BY-LAWS

The By-Laws of the Association shall be adopted by the first Board of Directors. Amendment, alteration or recwion of the By-Laws shall be by the Board of Directors, subject to the approval of not less than sixty-six and two-thirds (66.66%) percent of the Owners as provided in Article V(E.) hereof.

P:\DOC\M\MAJNS\U.MAISONVJtTICl.Bl.WPD -5- 12129/1997 ( tO:• t AM)

ARTICLEXIl

AMENDMENTS TO ARTICLES OF INCORPORATION

SECTION 1. These Articles of Incorporation may be amended by the Members at a duly constituted meeting for such purpose provided, however, that no amendment shall take effect unless approved by a majority of the members of the Board of Directors and by not less than sixty-six and two-thirds (66.66 %) percent of the Owners as provided in Article V(E.) hereof. Notice of the subject matter of any proposed amendment shall be included in the notice of any meeting at which a proposed amendment is considered.

SECTION 2. No amendment to these Articles of Incorporation which in any way changes the percentage of ownership owned by any Member in the Common Elements of the Condominium, or which in any way changes or modifies the voting rights of any Member, or which in any way modifies the percentage of the assessment to be levied against any Member for the operation and maintenance of the Condominium may be made without the written approval of one hundred (100%) percent of the Members.

SECTION 3. No amendment to the Articles of Incorporation shall be effective until the same has been recorded with the Secretary of State of the State of Louisiana and in the Charter Record Books of the Recorder of Mortgages for the Parish of Orleans, State of Louisiana.

ARTICLE XIII

ASSESSMENTS AND FUNDS

1. All assessments paid by the Owners for the maintenance and operation of the Condominium shall be utiliz.ed by the Association to pay for the cost of said maintenance and operation. The Association shall have no interest in any funds received by it through assessments from the Owners except to the extent necessary to carry out the powers vested in it as agent for said Owners.

   
   

2. The Association shall make no distribution of income to its Members, directors or officers, and it shall be conducted as a non-profit corporation.

   
   

3. Any funds held by the Association from its receipts, over and above the Common Expenses of the Condominium, shall be known as the common surplus of the As.soci.ation and the same shall be held for the use and benefit of the Members in proportion to the percentage of their ownership in the Common Elements of the Condominium.

   
   

   P:\DOC\M\MAIN.'I\UMAJSON\ARTICLP3.WPD -6- 12/29/1997 (10:41AM)

4. Upon termination of the Condominium and dissolution or final liquidation of this Association, the distribution to the Members of this Association of the common surplus in proportion to the percentage of their ownership in the Common Elements shall not constitute or be deemed to be a dividend or distribution of income.

ARTICLE XIV

INDEMNIFICATION

Every director and every officer of the Association shall be indemnified by the Association against all expenses and liabilities, including counsel fees, reasonably incurred by or imposed upon him, in connection with any proceeding to which he may be a party or in which he may become involved by reason of his being or having been a director or officer of the Association, or any settlement thereof, whether or not he is a director or officer at the time such expenses are incurred, except in such cases wherein the director or officer is adjudged guilty of willful misfeasance or malfeasance in the performance of his duties; provided that, in the event of a settlement, the indemnification herein shall apply only when the Board of Directors approves such settlement and reimbursement as being for the best interest of the Association. The foregoing right of indemnification shall be in addition to and not exclusive of all other rights to which such director or officer may be entitled.

ARTICLE XV

PROXIES

Members may grant proxies relating to voting or conduct by Members on any questions pertaining to same.

THUS OONE AND SIGNED on the date first hereinabove written, in the presence of the undersigned competent witnesses and me, Notary, after due reading of the whole.

WITNESSES: INCO RPOR!A:T / .

BY:_ ­

P.

-7-

AFFIDAVIT OF ACCEPTANCE OF APPOINTMENT

BY DF.SIGNATED REGISTERED AGENT

STATE OF LOUISIANA PARISH OF ORLEANS

REGIS

On this 29th day of December, 1997, before me, a Notary Public in and for the State and Parish aforesaid, personally came and appeared RANDY OPOTOWSKY, who is to me known to be the person, and who, being duly sworn, acknowledged to me that he does hereby accept appointment as the Registered Agent of La Maison Charles Condominium Association, Inc., which is a Corporation authorized to transact business in the State of Louisiana pursuant to the provisions of the Title 12, Chapter 1, 2 and

SWORN TO AND SUBSCRIBED,

before me on the 29th day, of December, 1997

--+--

EXHIBIT A

TO ARTICLES OF INCORPORATION

PROPERTY DESCRIPTION

THAT CERTAIN PORTION OF GROUND, together with all the buildings and improvements thereon and all of the rights, ways, privileges, servitudes, appurtenances and advantages thereunto belonging or in anywise appertaining, situated in the SIXTH DISTRICT of the City of New Orleans, Parish of Orleans, State of Louisiana in SQUARE 420, bounded by St. Charles Avenue, Peniston Street, Carondelet Street and General Taylor Street, designated as WT E-1 on a plan by Gilbert, Kelly and Couturie, Inc., Surveying and Engineering, dated June 27, 1993, and according to said plan, WT E-1 forms the comer of St. Charles Avenue and Peniston Street and measures thence 68 feet, 0 inches, 6 lines front on St. Charles Avenue, wi.th a width in the rear of 67 feet, 6 inches, by a depth and frontage on Peniston Street of 175 feet, and a depth on the opposite sideline of 166 feet, 1 inch, 6 lines. LOT E-1 is composed of former Lot E and a portion of former Lot 1.

A CERTAIN LOT OF GROUND, together with all the buildings and improvements thereon and all of the rights, ways, privileges, servitudes, appurtenances and advantages thereunto belonging or in anywise appertaining, situated in the SIX'IH DISTRICT of the City of New Orleans, Parish of Orleans, State of Louisiana in SQUARE 420, bounded by St. Charles Avenue, Peniston Street, Carondelet Street and General Taylor Street, designated as LOT 5 on the above referred to survey, which lot commences at a distance of 175 feet from the intersection of St. Charles Avenue and Peniston Street, and measures thence 42 feet, 0 inches, 2 lines front on Peniston Street, same width in the rear, by a depth of 75 feet actual (67 feet, 6 inches title) on the sideline adjoining Lot E-1 and a depth on the opposite sideline nearest Carondelet Street of 75 feet.

The improvements bear Municipal Address 3_801 St. Charles Avenue, New Orleans, Louisiana 70115.

INITIAL REPORT OF

The La Maison Charles Condominium Association, Inc.

The corporation's registered office is located at:

3801 St. Charles Avenue New Orleans, LA 70115

are:

The name and address of the corporation's registered agent for service of process

Randy Opotowsky Steeg and O'Connor, L.L.C.

201 St. Charles Avenue Suite 3201, Place St. Charles New Orleans, Louisiana 70170

The names and address of the corporation's first directors are:

NAME

1. William P: Mains

   
   

2. Lynda Mains

   
   

3. Edith E. Mains

ADDRESS

3801 St. Charles Avenue New Orleans, LA 70115

3801 St. Charles Avenue New Orleans, LA 70115

3801 St. Charles Avenue

_New Orleans, LA 70115

OFFICE

Director/President/ Treasurer

Director/Secretary

Director

Signed at New Orleans, Louisiana, this 29th day of December, 1997.

'

· WILLIACM ORPORAroR

EXHIBIT "I>•

LA MAISON CHARLES CONDOMINIUMS

BY-LAWS

OF

LA MAISON CHARLES CONDOMINIUM ASSOCIATION, INC.

ARTICLE I

DEFINITIONS

The tenns used in these By-Laws, to the extent they are defined in the Declaration, as defined in the Articles of Incorporation to which the Association has been formed, shall have the same definitions as set forth therein.

ARTICLE II

MEMBERS

SECTION 1. MemheJ'ship. The members of La Maison Charles Condominium Association, Inc., a Louisiana non-profit corporation, shall consist of the Owners of the Condominium known as La Maison Charles Condominiums located at 3801 St. Charles Avenue, New Orleans, Louisiana 70115.

SECTION 2. Owners. The individuals or entities who are the holders of record title to One Hundred (1()0%) percent of the undivided ownership of each of the Units as disclosed by the records of the Register of Conveyances of the Parish of Orleans, State of Louisiana.

SECTION 3. Sw:ressinn. The membership of each Owner shall tenninate when he ceases to be an Owner and upon the sale, transfer or other disposition of his ownership interest in the Condominium, his membership in the Association shall automatically be transferred to the new Owner succeeding to such ownership interest but such Owner shall remain liable for all Common Charges and other obligations which accrued but were unpaid during his ownership of such Unit.

SECTION 4. Bt&tdar Mfdin=. The first regular annual meeting of the Owners (the "First Meeting") shall be held, not less than forty-five (45) days and not more than ninety

(90) days after the earlier to occur of January 15, 1999, or the date on which the Declarant has sold· and delivered its deed for Units to which fifty (50%) percent or more of the Votes are allocated. Subsequent to the First Meeting, there shall be a regular annual meeting of the Owners held each ye:M on a date which is within thirty (30) days of the anniversary of the First Meeting.

P:\DOC\M\MA.INS\LAMAJSON\BY-LAWS.WPD -1- 12/31/1997.(10:08AM)

All such meetings of the Owners shall begin at 7:00 p.m. and shall be held at such place in Orleans Parish, Louisiana and on such date as may be specified in a written notice of the meeting which shall be given to all Owners at least ten (10) days prior to the date of such meeting.

SECTION 5. Special Meetin&5. Special meetings of the Owners may be called by the President upon his own initiative and shall be called by the President within five (5) days after his receipt of a written request for a special meeting of the Owners from a majority of the Directors or from Owners having at least twenty-five (25%) percent of the Votes entitled to vote at such meetings. Special meetings shall be called by delivering written notice to all Owners not less than t.en (10) days prior to the date of said meetings, stating the date, time and place of said meeting, the person or persons requesting said meeting, and the matters to be considered.

SECTION 6. Delivery of Notice of Meetinp. Notices of any meetings may be delivered either personally or by mail to an Owner at the address given to the Board by said Owner for such purpose or to the Owner 's Unit, if no address for such purpose has been given to the Board.

SECTION 7. Yotina, The aggregate number of votes for all Owners (the "Votes") shall be one hundred (100) and shall be allocated among the respective Owners in accordance with their respective percentages of ownership interest in the Common Elements of the Condominium. If any Owner consists of more than one person, the voting rights of such Owner shall not be divided but shall be exercised by one person in accordance with the proxy or other designation made by the persons owning such Unit. The Declarant may exercise all voting rights with respect to Units owned by it.

SECTION 8. Qugn1m. A quorum for any meeting shall be constituted by Owners represented in person or by proxy and holding a majority of the Votes entitled to be cast at such meeting.

SECTION 9. Proxies. An Owner may vote by proxy at any meeting of Owners, provided such proxy is in writing and signe.d by the Owner or his duly authorized attorney-in-fact. All such proxies shall be filed with the Secretary and shall be retained in the records of the Association.

ARTICLE ID

BOARD OF DIRECTORS

SECTION 1. Number. Election and Tenn of Office. The Board of Directors of the Association (the "Board") shall consist of three (3) members (each, individually, a "Director" and, collectively, the "Directors"). The three (3) Directors listed in the Articles of Incorporation of the Association (collectively, the "First Board") shall be appointed by the

Declarant.

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The members of the First Board shall serve until they are replaced by Directors elected by the Owners in accordance with the provisions of the following paragraph.

At the first annual meeting to occur after the sale by the Declarant of Units to which more than fifty (50%) percent of the Votes are attributable, one (1) member of the First Board shall resign and his successor shall be elected by majority vote of the Owners other than the Declarant, for a term of one (1) year and his successor shall be elected by the Owners. other than by the Declarant, yearly thereafter until the Declarant has sold Units to which ninety (90%) percent of the Votes are attributable. At the first annual meeting to occur after the sale by the Declarant of Units to which more than seventy-five (75%) percent of the Votes are attributable, one (1) additional member of the First Board shall resign and his successor shall be elected by majority vote of the Owners other than the Declarant for a term of one (1) year and his successor shall be elected by the Owners, other than by the Declarant, yearly thereafter until the Declarant has sold Units to which ninety (90%) percent of the Votes are attributable. At the first annual meeting to occur after the sale by the Declarant of Units to which more than ninety (90%) percent of the Votes are attributable, the remaining member of the First Board shall resign and his successor shall be elected by a majority vote of the Owners other than the Declarant. Thereafter. all members of the Board shall be elected by the non-cumulative votes of all Unit Owners for terms of one (1) year each.

SECTION 2. QnaliflQltion. Except for members of the First Board or any person appointed by Declarant to serve the unexpired term of a member of the First Board, each Director shall be an Owner. If an Owner is a trustee of a trust, a Director may be a beneficiary of such trust; and, if an Owner is a corporation or partnership, a Director may be an officer, partner or employee of such Owner. If a Director shall cease to meet such qualifications during his term he shall thereupon cease to be a Director and his place on the Board shall be deemed vacant.

SECTION 3. Yarancies. Any vacancy occurring in the Board shall be filled by a majority vote of the remaining Directors, except that a vacant position on the Board which was last filled by a member of the First Board may be filled by a person appointed by the Declarant; and that, so long as one (1) or more members of the First Board shall remain in office, any Director elected by the Owners other than Declarant shall be replaced by a Director elected by the Owners other than Declarant. Any Director so elected or appointed to fill a vacancy shall hold office for a term equal to the unexpired term of the Director whom he succeeds.

SECTION 4. Meetinp. A regular annual meeting of the Board shall be held contemporaneously with the regular annual meeting of Owners. Special meetings of the Board shall be held upon a call by the President or by a majority of the Board on not less than forty-eight

1. ours' notice in writing to each Director, delivered personally or by mail or telegram. Special meetings of the Board may be held by telephone conference call. Any Director may waive notice of a meeting or consent to the holding of a meeting without notice or consent to any action proposed to be taken by the Board without a meeting. A Director's attendance at a meeting shall be considered his waiver of notice of said meeting.

   
   

   P:\DOC\M\MA1NS\LAMA.l90N\BY- LAWS.WPD -3- 12/31/1997 (10: AM)

   SECTION 5. Removal. A Director other than a member of the First Board while serving as a member of the First Board may be removed from office for cause or by the vote of two-thirds (2/3) of the total Votes. Any member of the First Board may be removed only for material b of his fiduciary duties.

   SECTION 6. Compensation. Directors shall receive no compensation for their services as Directors unless expressly provided for in resolutions duly adopted by a majority of the Owners.

   
   

   SECTION 7. Quon1m. Except as provided in Section 10 hereafter, two (2) Directors shall constitute a quorum.

   SECTION 8. Powers and l>ut§. The Board shall have the following powers and

   duties:

   
   

   1. to elect and remove the officers of the Association as hereinafter provided;

      
      

   2. to administer the affairs of the Association and the Condominium;

      
      

   3. to formulate policies for the administration, management and operation of the Condominium and the Common Elements thereof;

      
      

   4. to adopt rules and regulations, with written notice thereof to all Owners, governing the administration, management, operation and use of the Condominium and the Common Elements, and to amend such rules and regulations from time to time;

      
      

   5. to impose the charges for late payment of ments and levy such fines for violation of the Declaration, these By-Lawsand such Rules and Regulations of the Association as shall be established pursuant to Article V, Section I hereof;

(t) to provide for the maintenance, repair, and replacement of the Common Elements;

1. to provide for the designation, hiring removal of employees and other penonnel, including accountants and attorneys, and to engage or contract for the service of others, and to make purchases for the maintenance, repair, replacement, administration, management and operation of the Condominium and the Common Elements, and to delegate any such powers to the Managing Agent if applicable, (and

   
   

   F:\DOC\M\MAINS\LAMAJSON\BY-U WS.WPD -4- 1 2/31/1997 (10:08AM)

   any such employees or other personnel who may be the employees of a Managing Agent);

   
   

2. to appoint committees of the Board and to delegate to such committees the Board's authority to carry out certain duties of the Board;

   
   

3. to determine the fiscal year of the Association and to change said fiscal year from time to time as the Board deems advisable;

   
   

4. to enter into any lease or purchase agreement for the lease or purchase of Units, upon such terms as the Board may approve;

   
   

5. to enter into such contracts and agreements relating to the providing of maintenance, management and operational services it may deem advisable;

   
   

   1. to enter into such leases of portions of the Common Elements as the Board may deem advisable; and

(m) to exercise all other powers and duties of the Association and all

powers and duties of the Board referred to in the Declaration.

SECTION 9. Non-Dele&ation. Nothing in this Article or elsewhere in these By-Laws shall be considered to grant to the Board, the Association or to the officers of the Association any powers or duties which have been reserved or retained by the Declarant, or which, by law or in the Declaration, have been delegated to the Owners.

ARTICLE IV

orncERS

SECTION 1. Daipation. At each annual meeting of the Board, the Directors present at said meeting shall elect the following officers of the Association by a majority vote:

1. a President who shall be a Director and who shall preside over the meetings of the Board and of the Owners, and who shall be the chief executive officer of the Association;

   
   

2. a Secretary who shall keep the minutes of all meetings of the Board and of the Owners and who shall in general perform all the duties incident to the office of Secretary;

   
   

   P:\DOC\M\MAJNS\LAY-1.AWS.WPD -5- 12/3111997 (10:08AM)

3. a Treasurer who shall be responsible for financial records and books of account and the manner in which such records and books are kept and reported; and

   
   

4. such additional officers as the Board shall see fit to elect.

SECTION 2. Powers. The respective officers shall have the general powers usually vested in such officers, provided that the Board may delegate any specific powers to any other officer or impose such limitations or restrictions upon the powers of any officer as the Board may see fit.

SECTION 3. Tenn of Office. F.ach officer shall hold office for the term of one year and until his successor shall have been appointed or elected and qualified.

SECTION 4. Yarancies, Vacancies in any office shall be filled by the Board by a majority vote of the members thereof at a special meeting of the Board. Any officer so elected to fill a vacancy shall hold office for the unexpired term of the officer he succeeds. Any officer may be removed for cause at any time by vote of two-thirds (2/3) of the total membership of the Board at a special meeting thereof.

SECTION 5. Compemation. The officers shall receive no compensation for their services as officers unless expressly provided for in a resolution duly adopted by a majority of the Owners.

ARTICLE V

ASSESSMENTS

SECTION 1. Annual Bu(!&et. The Board shall cause to be prepared an estimated annual budget for each fiscal year of the Association .(the "Annual Budget"). To the extent that the assessments and other cash income collected from the Owners during the preceding year shall be more or less than the expenditures for such preceding year, the surplus or deficit, as the case may be, shall also be taken into account. The Annual Budget shall provide for a reserve for contingencies for the year and a reserve for replacements in reasonable amounts as determined by the Board. 'The Annual Budget shall not require an assessment of Owners for Common Expenses in an amount exceeding one hundred fifteen (115%) percent of the Annual Budget for Common Expenses for the preceding year unless such excess is approved by a majority vote of Owners.

. SECTION 2. ASRSSmerm. The Annual Budget for each fiscal year shall be approved by the Board and copies thereof shall be furnished by the Board to each Owner not later than thirty (30) days prior to the beginning of such year. On or before the first day of each month of the year covered by the Annual Budget, each Owner shall pay as his Common Charges his respective proportionate share of the Common Expenses, one-twelfth of his proportionate share

P:\ DOC \.M\MAJN S\U.MAISON\BY-U.WS.WPO -6- 12/31 /1997 (10: ()IAM)

of the Common Expenses for such year as shown by the Annual Budget. Such proportionate share for each Owner shall be in accordance with his respective ownership interest in the Common Elements as set forth in Exhibit C of the Declaration, except as to those items or expenses which are specifically allocated in non-proportionate amounts by the Board pursuant to the authority set forth in Section 4 of this Article IV. In the event that the Board shall not approve an Annual Budget or shall fail to determine new assessments for any year or shall be delayed in doing so, each Owner shall continue to pay each month the amount of his respective assessment as last determined. F.ach Owner shall pay his monthly assessment on or before the first day of each month as may be directed by the Board. No Owner shall be relieved of his obligation to pay his assessment by abandoning or not using his Unit, the Common Elements, or any Limited Common Elements.

SECTION 3. Supple.mepta,I A\YSS'Pfuts. In the event that during the course of any year it shall appear to the Board that the Common Charges determined in accordance with the Annual Budget for such year are insufficient or inadequate to cover the estimated Common Expenses for the remainder of such year, then the Board, subject to the limitations of Section 1 hereof, shall prepare and approve a supplemental budget covering the estimated deficiency for the remainder of such year, copies of which supplemental budget shall be furnished to each Owner; and thereupon a supplemental assessment shall be made on each Owner as a Common Charge for his proportionate share of each supplemental budget.

SECTION 4. Non-Proportionate. The Board may, at its election and only to the extent necessary to accomplish a fair and equitable allocation of those costs of operation of the Condominium which are attributable to services which are enjoyed to a materially disproportionate extent by one or more Units and the occupants thereof, allocate the Common Expenses among the Units in a manner other than in proportion to their respective appurtenant interests in the Common Elements. Such costs and the rationale for the Board's allocation shall be clearly identified on each Annual Budget and shall not include any expense related to structural repair or replacement of the Building.

SECTION 5. Special As;esgnents. The Board may impose one (1) or more special assessments during the course of the year for the purpose of payment for capital improvements to the Property; provided, however, that any one (1) or more special assessments aggregating more than fifteen (15%) percent of Common Expenses for the fiscal year shall require ratification by at least two-thirds (2/3) of the Votes before imposition.

SECTION 6. Partial Year or Month. For the first fiscal year, the Annual Budget shall be as approved by the First Board. If such first fiscal year or any succeeding fiscal year shall be less than a full year, then the Common Charges for each Unit shall be proportionate to the number of months and days in such period covered by such budget. Commencing with the date that an Owner acquires ownership of his Unit, each Owner shall pay his Common Charges for the following month or fraction of a month, which assessment shall be in proportion to his ownership

P:\DOC\M\MAJNS\LAY-I.AWS.WPO -7- 12131/1997 (10:08AM)

interest in the Common Elements and the number of months and days remaining of the period covered by the current Annual Budget, and which assessment shall be computed by the Board.

SECTION 7. Operatin1 Statement. Within ninety (90) days after the end of each fiscal year covered by an Annual Budget, or as soon thereafter as shall be practicable, the Board shall cause to be furnished to each Owner a statement for each year so ended, showing the receipts and expenditures and such other information as the Board may deem desirable.

SECTION 8. Expenditures. Except for expenditures and contracts specifically authorired by the Declaration and By-Laws, the Board shall not approve any expenditure not provided for in tlle Annual Budget in excess of Five Thousand and No/100 ($5,000.00) Dollars, unl required for emergency repair, protection or operation of the Common Elements or Limited Common Elements, nor enter any contract for more than one (1) year without the prior approval of Owners entitled to two-thirds (2/3) of the Votes.

SECTION 9. Lien. If any Owner shall fail or refuse to make payment of any portion of his Common Charges,.Late Charges, or any Special Assessment when due, the amount thereof, together with interest thereon at the rate of twelve per cent (12%) per annum from and after said Common Charges, Late Charges or Special Assessment becomes due and payable, shall be secured by a privilege upon the Unit as provided in Section 1123.115 of the Act, provided, however, that such lien shallbe subordinate to the encumbrance of any First Mortgage, except for the amount of the proportionate share of Common Charges which become due and payable from and after the date on which such Approved Mortgagee either takes possession of the Unit, accepts a conveyance of any interest therein (other than as security), or causes a keeper of the Unit to be appointed. The provisions of this Section 8 shall not be amended, modified or rescinded in any way without the prior written consent of all Approved Mortgagees.

The Association or its successors and assigns, or the Board or its agents shall have the right to maintain a personal action to collect unpaid Common Charges due by any Owner and to enforce the privilege against.such Owner's Unit as provided in the Act or the Declaration; and there shall be added to the amount due the costs of said. suit and other fees and expenses, together with interest and reasonable attorneys' fees to be fixed by the court. The Board or the Association shall have the authority to exercise and enforce any and all rights and remedies as provided for in the Act, the Declaration or these By-Laws, or as are otherwise available at law or in equity, for the collection of all unpaid·CommonCharges.

SECTION 10. Late Cbat1es, Enes and Pti:natties. In the event that an Owner shall fail or refuse to make payment of any portion of his Common Charges or any Special Assewnent within ten (10) days after the due date thereof, such Owner shall pay a penalty of One H and No/100 ($100.00) Dollars as a late charge; and the Association shall not be obligated to receive such Owner's payment of his Common Charges or any special assessment without payment of such Jate charge. The Association may, after notice and a reasonable opportunity to be heard, levy reasonable fines or take such other action as is permitted under the Act or the

P:\DOC\M\MAINS\LAMAJSON\BY-U. WS.WPO -8- 12/31/1997 (10:08AM)

Declaration, for violation of the Declaration, the By-Laws and the Rules and Regulations of the Association, which fines or actions shall be secured and enforceable as provided in Section 8.

SECTION 11. Records and Statements of Account. The Board shall cause to be kept detailed and accurate records, in chronological order, of the receipts and expenditures affecting the Common Elements and Limited and Special Limted Common Elements, specifying and itemizing the Common Expenses incurred. Such records and the vouchers authorizing the payments involved shall be available for examination by the Owners at convenient hours during week days. Payment vouchers may be approved in such manner as the Board may determine. The Board shall cause to be maintained a separate account for each Unit which shall indicate the name and address of the Owner, the amount of each assessment for Common Expenses, the date on which the assessment becomes due, amounts paid on the account and any balance due.

The Board shall, upon receipt of ten (10) days' written notice to it or the Association and upon payment of a reasonable fee, furnish to any Owner a statement of his account setting forth the amount of any unpaid Common Charges or Special Assessments due and owing from such Owner.

SECTION 12. Discbarp or Liens. The Board may cause the Association to discharge any mechanic's lien or other encumbrance which in the opinion of the Board may con stitute a lien against the Condominium or the Common Elements, rather than a lien against only a particular Unit. When less than all the Owners are responsible for the existence of any such liens, the Owners responsible shall be jointly and severally liable for the amount necessary to discharge the same and for all costs and expenses, including attorneys' fees, incurred by reason of such lien.

SECTION 13. Holdioe of F)lnds. All funds collected hereunder shall be held and expended for the purposes designated herein and in the Declaration and (except for such special assessments as may be levied hereunder and under the Declaration against less than all the Owners and for such adjustments as may be required to reflect delinquent or prepaid assessments) shall be deemed to be held for the benefit, use and account of all the Owners in the percentages set forth in Exhibit C of the Declaration.

ARTICLE VI

RillJ'S AND REGULATIONS

SECTION 1. Authority. The Board shall have the power and authority to adopt and enforce reasonable rules and regulations for the governance of the Condominium which may include, but shall not be limited to, regulation of decoration and/or furnishing of the exterior areas of Limited Common FJ.ements and those areas or portions of Units visible from the exterior of the Building, maintenance and upkeep of the Special Limited Common Elements, and use and

P:\DOC\M\MAINS\LAMAI30N\BY•LAWS.WPD -9- 12/31/1997 (10:()!AM)

enjoyment of the Common Elements and maintenance of the residential character of the Condominium as contemplated by the Declaration.

SECTION 2. Initial Rule.s and Jteaulatlom. Upon its fonnati.on, the First Boord will adopt the Rules and Regulations annexed hereto as Exhibit "A" which shall remain in effect until modified or supplemented as provided herein.

SECTION 3. Procedure- Notice of any amendment or supplement to the Rules and Regulations setting forth in reasonable detail the proposed changes or additions shall be delivered to each Owner not less than thirty (30) days prior to the date of the meeting scheduled for action by the Board on such proposed modification or supplement. The proposed modification or supplement may be adopted by the Board in the form circulated or with such minor amendments as will not substantially alter its purpose or effect unless more than fifty (50%) percent of the Owners shall have delivered to the Board, prior to or at the scheduled meeting, written notification of their objection to the proposed modification or supplement. If any proposed modification or supplement is rejected by vote of the Owners as set forth hereinabove, the issues presented by the proposed modification or supplement shall be made the subject of a special meeting of the Owners and shall be resolved by vote of a majority of the Owners present at such special meeting.

ARTICLE VII

CONFLICTS OF JNTERFST

No contract or other transaction between the Association and one or more of its Directors or between the Association and any corporation, firm or association in which one or more of the Directors of this Association are Directors, or are financially interested, is void or voidable because such Director or Directors are present at the meeting of the Board or a committee thereof which authorizes or approves the contract or transaction or because his or their votes are counted, if the circumstances specified in either of the following subparagraphs exist:

1. the fact of the common directorship or financial interest is disclosed or known to the Board or committee and noted in the minutes and the Board or committee authorizes, approves or ratifies the contract or transaction in good faith by a vote sufficient for the purpose without counting the vote or votes of such Director or Directors; or

   
   

2. the contract or transaction is fair and reasonable as to the Association at the time it is authorized or approved.

Common or interested Directors may be counted in determining the presence of a quorum at a meeting of the Board or a committee thereof which authorizes, approves or ratifies a contract or transaction.

P:\DOC\M\MAJNS\LAY-UWS.WPD -10- 12/31/1997 (10:

ARTICLEVIIl

AMENDMENTS

These By-Laws may be amended only by the affirmative vote of sixty-six and two­ thirds (66.66%) percent of the Votes at a regular or special meeting of the Owners of which written notice stating in detail the proposed changes have been delivered to each Owner and each Approved Mortgagee more than ten (10) days prior to the date of each meeting.

ARTICLE IX

INDEMNIFICATION

SECTION 1. General. The Association shall indemnify and hold harmless each of its Directors and officers, each member of any committee appointed pursuant to the By-Laws of the Association, and Declarant against all contractual and other liabilities to others arising out of contracts made by or other acts of such Directors, officers, committee members, or Declarant on behalf of the Owners, or arising out of their status as Directors, officers, committee members of the Association or, as the Declarant, its exercise of any of the Administrative rights reserved to it in the Declaration, unless any such contract or act shall have been made fraudulently or with gross negligence or criminal intent. It is intended that the foregoing indemnification shall include indemnification against all costs and expenses (including, but not limited to, counsel fees, amounts of judgments paid and amounts paid in settlement) reasonably incurred in connection with the defense of any claim, action, suit or proceeding, whether criminal, administrative or other, in which any such Director, officer, committee member, or Declarant may be involved by virtue of such persons being or having been such Director, officer, committee member, or Declarant; provided, however, that such indemnity shall not be operative with respect to (a) any matter as to which such person shall have been finally adjudged in such action, suit or proceeding to be liable for gross negligence or fraud in the performance of his duties or (b) any matter settled or compromised, unless, in the opinion of independent COUJlsel selected by or in a manner determined by t_he Board, there is not reasonable ground for such persons being adjudged liable for gross negligence or fraud in the performance of his duties.

SECTION 2. Sw:ass on Merits. To the extent that the Declarant or a member of the Board of Directors or an officer of the Association or a member of any committee appointed pursuant to the By-Laws of the Association has been successful on the merits or otherwise in defense of any action, suit or proceeding referred to in Section 1, or in defense of any claim, issue or matte.r therein, he shall be indemnified against expenses (including attorney's fees) actually and reaso ly incurred by him in connection therewith.

SECTION 3. Advance Payment. Expenses incurred in defending a civil or criminal action, suit or proceeding may be paid by the Association in advance of the final disposition of such action, suit or proceeding as authorized in this Article IX.

P:\DOC\M\MAINS\LAY·UWS.WPD -11- 12/31/1997 (10:

SECTION 4. Other Ri1:hts. The indemnification provided by this Article IX shall not be deemed exclusive of any other rights to which those seeking indemnification may be entitled under any statute, agreement, vote of members of the Association or disinterested members of the Board of Directors or otherwise, both as to action in his official capacity and as to action in another capacity while holding such office. Such right to indemnification shall continue as to a person or entity who has ceased to be Declarant or a Director, officer of the Association or a member of such committee, and shall inure to the benefit of the heirs, executors, administrators, successors and assigns of such person or entity.

CERTIFIED AS TIIE ENTIRE, ACCURATE BY-LAWS OF LA MAISON CHARLES CONDOMINIUM ASSOCIATION AS OF THE 5TH DAY OF JANUARY, 1998.

F:\DOC\M\MA INS\LAMAISON\BY·LAWS.WPO -12- 12/29/1997 (10:!SAM)

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JAMES H. COUTUA REG. No. 1060 REGISTERED

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TIIE EIMT\JOES .ANO RESTRICTIONS SHOWN ON THIS SURV£Y ARE LIMITED TO THOSE StT FORTH IN DESCRIPTION F\JRNISHED US AND THERE IS NO REPRESE.NrATION !'WAT .AU APf'lJCABl£ SF.RVITUOES ANO RESTRICTIONS ARE SHOWN HEREON. TliE SUR\IOOR HI\S MADE NO TlTlE stARCfl OR PVRLIC RECORD SF:.AnCfl IN COMrtJNG TffE 1),4,fA FOR TIIIS SURVEY.

Tl-lE f'!DEIW. INSUIW«:E M>MINISTRATION Fl.COD HAZARD BOUNDARY MAP INOICATtS TH,.T 11-4£ NKNt. OESCRIBE:D

, P,,ROPERTY IS LOCATED IN F1A ZONE

This plat represents an actual ground survey made by me or under my direct supervision and control and conforms to the requirements for the Minimum Standards for Property Boundary Surveys as found in Louisiana Administrative Code TITLE 46:L X/, Chapter 25 for a Class 'C-" survey.

Made at the request of T/7e C1:;,c,'v.s_: -?='- R ?.?s .idn,,,t hr.sf

-4n1re /e4/J r r/e /nsu a/Jee e . ..,

G,"/berf, Ke lly &: Coutun"e: Inc., Surveying &: Engineering

21?.I N. Causeway Blvd., Metairie LA 70001 ...-::::

LA MAISON CHARLES CONDOMINIUM

EXHIBIT "G"

UNIT OWNERS COMMON ELEMENT PERCENTAGE OF OWNERSHIP INTEREST & MONTHLY CONDOMINIUM ASSOCIATION ASSESSMENT

F:\OOC\M\LAMAISON\UNn'SHARB

LA MAISON CHARLES CONDOMINIUMA SSOCIATION EXHIBIT "H"

INITIAL BUDGET

REVENUES MONTHLY ANNUAL

ASSESSMENTS $5,560 $66,720

LATE FEES ' 0 0

INTEREST 0 0

TOTAL REVENUES

EXPENSES MONTHLY ANNUAL

CAPITAL RESERVE ACCOUNT S 750 S 9,000

CARPET & DRAPE CLEANING $ 100 $1,200

ELEVATOR CONTRACT $ 200 $2,400

GYM, JACCUZI & SAUNA $ 50 $ 600

FEES/LICENSES $ so $ 600

GARAGE DOOR REPAIRS $ 75 $ 900

HOUSEKEEPING S 225 $2,700

PROPERTY INSURANCE S 475 $5,700

LANDSCAPE CONTRACT S 250 S 3,000

LIGHf BULB REPLACEMENT S 20 $ 240

LOCKS & KEYS REPAIRS S 35 s 420

MANAGEMENT S 550 S 6,600

MARDI GRAS S 50 s 600

MISCELLANEOUS REPAIRS:

(PLUMBING, ELECTRICAL, ETC.) $400 S 4,800

OFFICE EXPENSE

TRANSFER TO CAPITAL

RESERVE FUND $ 750 S 9,000

F:IDOCIM\MAINS\LAMAISON\BUOOE.T

EXHIBIT "I•

ROLFS AND REGULATIONS

FOR

La Maison Charles Condominiums

The following rules and regulations together with such additional rules and regulations as may hereafter be adopted by the Association, shall govern the use of the Property comprising La Maison Charles Condominiums (the "Condominium") and the conduct of all unit owners, tenants, invitees, guests, and/or occupants thereof.

1. The lobby, foyers, elevator, hallways, entrances and stairways of the Building shall not be obstructed or used for any purpose other than ingress to and egress from the Units.

2. No exterior of any Unit or the windows or doors thereof or any other portions of the Common Elements of the Condominium shall be painted or decorated by any Unit Owner or tenant in any manner without prior written consent of the Association.

3. No furniture, equipment or other persons personal property shall be placed in the·.entrances, foyer, hallways, stairways or other Common Elements.

4. No Unit Owner or tenant shall make or permit any noise or objectionable odor that will disturb or annoy the occupants of any other Unit or do or permit anything to be done therein which will interfere with the rights, comfort or convenience of other Unit Owners, their tenants, clients, invitees, customers, clients, patients or guests.

5. Not more than one dog or two cats and no other animal shall be kept in any Unit. No pets shall be allowed that weigh in excess of 25 pounds. Any Unit Owner having a pet must comply with the pet policy established by the Association now or hereafter. All pets shall be restrained or on a leash while in or on any of the common areas.

6. Each Unit Owner shall keep his Unit in a good state of preservation and

   
   

   cleanliness and shall not sweep or throw or permit to be swept or thrown therefrom, any dirt or other substance.

7. No shades, awnings, window guards, ventilators, fans or air-conditioning

   
   

   devices shall be used in or about the Buildings or Common Elements except such as shall have

   
   

   P:\IXX."\M\MAJNS\IAMAJSON\RULB-REO.WPO - 1 - 12/31/1997 (10:16AM)

   been approved in w. .1g by the Association.

   
   

8. No sign, notice, lettering or advertisement shall be inscribed or exposed on or at any window, door or other part of the Buildings except such as shall have been approved in writing by the Association.

9. All garbage and refuse from the Building shall be deposited with care in

   
   

   receptacles and/or trash shuts or bins intended for such purpose only at such times and in such manner as the Association may direct.

10. Water closets and other water apparatus in the Buildings shall not be used

    
    

    for any purposes other than those for which they were constructed nor shall any sweepings, rubbish, rags, papers, ashes or any other articles be thrown in the same. Any damage resulting from misuse of any water closet or other apparatus shall be paid for by the Unit Owner causing

    such damage.

    
    

11. No Unit Owner shall engage any employee of the Association for any

    
    

    private business of the Unit Owner without prior written consent of the Association.

    
    

12. No radio or television aerial of any type shall be attached to or hung from the exterior of the Buildings without written approval of the Association.

13. The agents of the Association or the agents of the Manager, if applicable,

    
    

    appointed by it and any contractor or workman authorized by the Association or the Manager, if applicable, may ente.r any Unit at any reasonable hour of the day for any purpose permitted under the tenns of the Declaration or these Rules and Regulations.

14. The Association and the Manager may retain a passkey to each Unit. No Unit Owner shall install any lock on any door leading into his Unit without the prior consent of the Board. If such consent is given, the Unit Owner shall provide the Association with a key for use by the Association or the Manager, if applicable.

15. No Unit Owner, tenant, visitor or guest of a Unit Owner shall be allowed on the roof of the Buildings except on the roof deck area specifically marked and fenced off from the remainder of the roof or in the heating, air-conditioning or electrical equipment rooms without the express permission of the Manager, or the Association.

16. All damage to the Buildings or Common Elements caused by the moving or carrying of any article therein shall be paid by the Unit Owner responsible for the presence of

    
    

    P:\DOC\M\MAINSI.LAMAJSON\Jtut.E-Rl!O.WPD - 2- 12/31/1997 (10:16AM)

    such article.

    
    

17. No Unit Owner shall interfere in any manner with any portion of the

    
    

    heating, air-conditioning or lighting apparatus which are part of the Common Elements and not

    
    

    part of the Unit Owner's unit.

    
    

18. No Unit Owner shall use or permit to be brought into the Building any inflammable oils or fluids or other materials or articles deemed extra hazardous to life, limb or property without in each case obtaining written consent of the Association or the Manager, if

    applicable.

    
    

19. The Unit Owners shall not be allowed to put their names on any entry to the

    
    

    Building or entrance to any Unit except in the proper places provided by the Association for such

    
    

    purpose.

    
    

20. The Unit Owners shall keep the interiors of their Units cleaned and free

    
    

    from obstructions. The Association and Manager, if applicable, assume no liability for loss or damage to articles stored or placed in the Building.

21. Any damage to the Building or equipment caused by a Unit Owner or such

    
    

    Owner's tenants or employees, guests, invitees or agents shall be repaired at the expense of the

    
    

    Unit Owner.

    
    

22. Unit Owners shall be held responsible for the actions of their tenants

    
    

    employees, agents, guests, clients or invitees.

    
    

23. Complaints regarding the operation and management of the Building and or regarding the actions of other Unit Owners shall be made in writing to the Association

    or to the Manager, if applicable.

    
    

24. Supplies, goods and packages of every kind are to be delivered in such manner as the Association may prescribe and the Association shall not be responsible for the loss or damage of any such property, notwithstanding such loss or damage that may occur through the carelessness or negligence of the employees of the Condominium.

25. No Unit shall be used or occupied in such manner as to obstruct or interfere

    
    

    with the enjoyment of occupants of other Units, nor shall any nuisance or illegal activity be committed or permitted to occur in or about any Unit or upon any part of the Common Elements of the Condominium.

    
    

    P:\DOC\M\MA.INS\U.MAlSON\RULB-RBO.WPO - 3 - 12/3111997 (I0: l6AM)

26. ro part of the Common FJ.ements shall t>- , structed so as to interfere with its use for the purposes hereinabove recited, nor shall any part of the Common Elements be used for general storage purposes after the completion of the construction of the Units by the Dec larant, nor shall anything done thereon in any manner which shall increase the rate of hazard and liability insurance covering said area and improvements situated thereon.

27. These Rules may be added to, or repealed at any time by the Association in the manner set forth in the By-Laws.

P:IDOC\M\MAlNS\LAN\JllJU!..RBO.WPO -4- 12/31/1997 (10:16AM)

EXHIBIT 2

Exhibit 2 To Public Offering Statement Statement of Registered Architect

F:IDOC\M\MAINS\LAMAlSON\ POS.WPD - 2 - 1/3/1998 (9·25PM)

rr 6( 1

ARCHITECTURAL REPORT FOR THE

LA MAISON CHARLES CONDOMINIUMS

December 23, 1997

La Maison Charles Condominiums located 3801 St. Charles Avenue, New Orleans, Louisiana, is a five­ story residential building with sixteen dwelling units. Construction was initiated in 1983. All common areas were viewed as well as typical units. Every unit was not visited. No destructive investigation was employed.

The first floor consists of an entry foyer, parlor, office, general storage, individual lockers, mechanical space and covered parking. Additional uncovered parking spaces are available at the rear of the site. Each upper floor has four, three bedroom units/apartments. Eight of the units have approximately 1400 square feet and the remaining eight are 1600 square fe.et. Refer to the condominium documents and exhibits for specific dimensions.

There is a modest amount of landscaped open area at the froqt and side yards which are fitted with a lawn sprinkler system. The entry walk is exposed aggregate trimmed with brick pavers. A common trash receptacle (dumpster) is placed inside the parking garage door at the rear of the site. An original trash chute which served all floors has been abandoned. At the time of this writing a contract with Bug Stop Exterminating, Inc., for Post-Construction Treatment of Wood-Destroying Insects was current. A copy is attacheQ.

J:\97266\Repon-La Maison Charles.doc

Limited available construction documents indicate that the structure has a pile and concrete foundation.

Concrete columns and beams support a precast concrete deck at the second level. The concrete construction provides a fire rated barrier between the parking and sleeping areas bove.

Upper floors are structurally framed with load bearing, heavy gauge, primed, cold-rolled formed studs and joists. Floors and the roof deck consist of corrugated metal decking and concrete.· The building was subst antially constructed and remains in solid condition. It appears to have been well maintained and routine maintenance performed.

Interior, non-load bearing walls are light gauge galvanized metal studs. Some wood blocking and furring occurs throughout. Interior finishes are generally conventional with gypsum board walls, painted or wallpapered, carpet, ceramic tile, etc. The foyer has marble flooring.

The exterior facade is a painted Exterior Insulation & Finish System (EIFS). Articulated joints are for design purposes rather than serve as expansion or construction joints.

Membrane roofing is a torch applied, APP modified bitum n system. Refer to attached report by Roofing Inspections and Consulting Services, Inc., dated December 10, 1997, for additional information. There is a roof top deck of treated wood materials.

There are two steel interior stairs with concrete pan treads. The front stair extends to the roof deck. Handrails are 32" high with balusters 5" on center. Balcony railings are 36" high. While these dimensions do not meet current standards for new construction, they do comp ly with regulations for

existing buildings.

J:\97266\Repon-La Maison Charles.doc 2

The elevator is hydraulic with a posted capacity of 2500 pounds. Equipment is within a first floor room which opens onto the covered parking. Required certification by the city is current. Public elevators are generally maintained by a renewable contract.

Conventional residential type, DX, HVAC systems provide forced air cooling with electric heating. Condensing units for the dwelling units are on the roof top. The two units for the first floor are at ground level. The 1600 square feet flats have two systems and the 1400 square feet have one. Refer to attached report by Factory Compressor Parts, Inc.• dated December 16, 1997, for detailed information.

The building is fed with a two-incn water main. Three quarter inch lines branch to individual units. Supply piping is copper and waste and storm drain Lines are cast iron.

Each unit is provided with a 40-gallon, electric, low boy water heater. Fixtures appear generally to be in working condition. An inventory of every fixture, piece of trim or appliance has not been made. There is a whirlpool in the first floor exercise room. Dryers are electric and vent down to the garage. No

conditions which do not meet code regulations were noted.

Electrical service is provided overhead. Each unit and the common areas are separately metered. The 1600 square feet units have a 150 ampere service. The 1400 square feet units have a 125 ampere service. There is a 400 ampere service for house elements. Refer to attached report by M. P. Enterprises, dated December 10, 1997, for additional infonnation. Services and distribution appear within code.

There is an independent, monitored burglar alann system for each unit. The building also has a fire alarm system with manual pulls. Each floor also has a fire hose within a cabinet. A comprehensive report on the safety systems from Cableguard, Inc.·, dated 12/9/97, is attached.

J:\97266\Rcport-La Maison Charles.doc 3

Each unit has an intercom system connected to a handset at the exterior entry. The front door lock can be released remotely from each unit.

While the building and appurtenances appear to be in good working condition, no represe!}tation can be made regarding remaining life. Manufacturer' s warranties on most appliances and mechanical equipment have expired.

Respectfully Submitted ,

Robert C. Olivier, AIA, NCARB

LA License 2284 WALDEMAR S. NELSON AND COMPANY

Incorporated Engineers and Architects

J:\97266\Rcpon-l...l Maison Charles.doc 4

EXHIBIT 3

Exhibit 3 To Public Offering Statement Roofing Report

F: IDOC\ MIMAINSILAMAISONIPOS. WPD - 1 - l/3 /1998 (9:25PM)

Roofing Inspections &

Consulting Ser ces, Inc.

-.

,.

1800 Huey P. Long Ave.

Suite G

Gretna, LA 70053

20

Years Experience Residential & Commercial Expert Evaluations

899-0444

MEMBER

FAX

362-9540

LaMaison Charles Mr. Bill Mains

3801 St. Charles Avenue New Orleans, LA 70115

December 10 , 1997

Re: 3801 St. Charles Ave.

R O O F I N S P E C T I O N

In May, 1997, I inspected, consulted and made recommendations for maintenance and new roofing to be applied on the roof of LaMaison Charles, 3801 St. Charles Avenue, New Orleans, Louisiana.

On December 5, 1997, I made another inspection of this roof. APP modified bitumen has been torch applied to the field area of the roof. Crickets or water diverter drains were installed at the base of the parapet walls. The scupper drains in these areas have been re-worked. An aluminum reflective coating has been applied to the new roofing material as required.

The parapet walls on the perimeter of this roof is approximately 3 feet tall. The metal sheeting on the side walls and metal capping on top of the walls have been coated with an elastimeric metal coating.

The recently constructed deck is installed over new roofing. There is additional roofing material applied under the runners of the deck to protect the new roofing. The deck is properly constructed so that it does not restrict the water drainage from the roof.

Th overall condition of the roof is good and over five years of service can be expected.

If you have any further questions, please do not hesitate to contact me.

Respectfully submitted,

DAVID L. RYAN ROOFING CONSULTANT

DLR/mr

EXHIBIT _

EXHIBIT 4

Exhibit 4 To Public Offering Statement Termite Contract with BUG STOP

F:I DOC\ MIMAINSILAMAISONI POS. WPD - 1 - 1/3/1998 (9 25P l

PUS r-Cv NSTRUCTION

STANDARD CONTRACT FOR TREATMENT OF WOOD-DESTROYING INSECTS

proved by the Louisiana Structural Pest Control c O""";sion Louisiana Department of Agriculture & Forest.

PEST CONTROL COMPANY: Bu Exterminatin , Inc.

ADDRESS:6255 Marshal Foch, Suite C, New Orleans STATE: La ZIP: 70124

TELEPHONE NO.: ( 504 ) 48 6- 94 4 0 STRUCTURAL PEST CONTROL LICENSE NO.: ---=--=B--.:1:.1.:9:;_ _ _ _

CUSTOMER: Bill Mains (Le Maison Cha r l e s ) HOM E PHONE NO.:(_ _ ) _ _ _ _ _ _ _ _ _

MAILING ADDRESS: 3801 St. Charles Ave. BUS. PHONE NO.:(

) _ ,8'-"9=5_-"'""37'-'0=--=0:..-_ _ _ _

CITY: New Orleans STATE: La ZIP: ..,_7..l,!0 l-=-1.,_5 _

PROPERTY ADDRESS OF STRUCTURE(S) TREATED-: S_am e_ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _

CITY_: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _

BUILDING(S) TREATED: Multi Family Dwell jng

LOUISIANA ZIP: _ _ _ _ _ _ _ _ _ _

Onebuildingpercontract (no fences. detached garages or out-buildings at above treatment address are included in this agreement unless specified in writing tn this agreement)

TREATMENT FOR: Write in selection from below: Native subterranean termites

Native Subterranean Termites-Reticulitermes Formosan Termites•Coptotermes

Drywood Termites•Kalotermes and Cryptotermes Powder Post Beetles-Lyctidae, Bostrfchidae, Anobiidae Others (Specify)

I fully undefstand and agree that this contract pertains only to the control of the insects indicated above. The company does not accept responsibility for the control of wood destroying insects not contracted and agreed to. I fully understand and agree to the terms and conditions in this contract.

Customer Initials

FOR THE SUM OF: $ _ _ _ _ _ _ _ _ _

Date

ATTACHMENTS WHICH MAY FORM PART OF THIS AGREEMENT:

_ _ _ WAIVER OF STATE SPECIFICATIONS•

STATE FEE: $ _ OTHER (Specify) FEE: S _ _ _ _ _ _ _ _ _

TOTAL: s ----=-6s=o=•:....::o:....::o'-----

CONTRACT DATE · BEGINNING: 12- 21 - 95

CUSTOMER TO PAY AS FOLLOWS: upon completion .

• Buildingsnotmeeitngor treated in accordance to minimum (treatment) specifications as per rules and regulations of the Louisiana Structural Pest Control Commission must have a waiver of minimum state specifications. Any spot-treatment will be serviced for at least one year and may oe renewed annually thereafter by the mutual consent of both parties.

GENERAL CONDITIONS

THE PEST CONTROL COMPANY (HEREAFTER REFERRED TO AS THE " COMPANY ") WARRANTS ITS WORK PERFORMED ON THE ADDRESS LISTED ABOVE FOR NO LESS THAN ONE YEAR. THE OWNER. LESSEE. MANAGER OR AGENT (HEREAFTERREFERRED TO AS THE "CUSTOMER") OF THE ADDRESS RECEIVINGTAEATMENT RETAINS THE EXCLUSIVE OPTION TO RENEW THIS CONTRACT AND WARRANTY FOR ONE YEAR.AfTER...THE EXPIRATION OF THE FIRST YEAA0 S WARRANTY. THE RENEWALFEE DUE AT THE EXPIRATIONOF THE FIRST YEAR OF THIS CONTRACT SHALL BES /) • UU DUE AND PAYABLE ON OR BEFORE THE ANNIVERSARY DATE OF THIS AGREEMENT. THEREAFTER THE COMPANY MAY ADJUST THE ANNUAL RENEWAL FEE. THIS AGREEMENT MAY BE RENEWED ANNUALLY AFTER THE EXPIRATION OF THE SECOND ANNIVERSARY DATE BY THE MUTUAL CONSENT OF BOTH PARTIES.

THE COMPANY AND CUSTOMER AGREE TO THE FOLLOWING TERMS ANO CONDITIONS:

1. PERFORMING THE WORK

   The Company agrees to treat the building(s) in complete compliance with applicable laws, rules and regulationsof the Louisiana Structural Pest Control Commission and to inspect the property annually prior to expiration of this agreement. The Company will exercise care while performing any work hereunder to try to avoid damaging any part of the property, plants or animals. Under no circumstances or conditions shall the Company be responsible for damage caused by the Company at the time the work Is performed except those damages resulting from gross negligence on the part of the Company.

2. DEFINITIONS-SEE REVERSE

3. I NFESTATION

   Should an active infestation (meaning the presence of live insects) of the wood-destroying insects covered by this agreement occur in any portion of the building(s) covered by this agreement. the Company agrees to treat such infested portions within thirty (30) days of discovery of such infestation at the Customer's request at no additional charge to the Customer, except as otherwise noted within this agreement.

4. COPTOTERMES (FORMOSAN TERMITES)

   To obtain control of Formosan termites it may be necessary to have walls, ceilings. and other parts of the structure dismantled in order to locate and destroy the infestation. Fumigation may be necessary to obtain control where removal of the infestation is not possible or aerial infestation is probable. The Customer warrants full cooperation and is responsible for any additional costs associated with dismantling and/or fum igation. wh ich may be necessary should soil treatment alone be ineffective.

5. DRY-WOOD TERMITES (Kalotermes & Cryptotermes), POWDER POST BEETLES (Lyc11dae . Boslri chidae. Anobiidae). OR OTHER WOOD-BORING INSECTS If these insects are covered by this agreement, the Company cannot be held liable for any damage to the structure or its contents caused by these insects since fumigants used to treat a property for control of these insects are non-residual and any liquid treatments which may be applied are only spot

   treatments.

6. CONDITIONS CONDUCIVE TO INFESTATION

   The Customer warrants full cooperation with the Company during the term of this agreement. and agrees to maintain the area(s) treated free from any factors contributing to infestation, such as wood, trash. lumber. direct wood-soil contact. standing water under pier type structure. or as noted in Item 13.Th e Customer also agrees to notify the Company of and to eliminate faulty plumbing, leaks, and dampness from drains, condensation or leaks from the roof or otherw i se i nto . onto, or under said area(s) treated. Failure of the Customer to fully correct the above conditions may result in the nullification of this service agreement. Failure of the Company to note any of the above conditions to the Customer does not alter the Customer's responsibility under this parag rap h .

7. . ADDIT ION S OR ALTERATIONS

   This agreement covers the building(s)identified herein as of the date of the initial treatment.In the event the building(s) are structurally modified. altered or otherwise changed, or if soil is removed or added around the foundation. the Customer will immediately notify the Company in writing. Failure to no!l fy the Company in writing prior to any additions or altera!lons may terminate this agreement. Additional services because of any addition or alteration may be provided by the Company at the Customer's expense, and can require an adjustment in 1118 renewal fee.

8. INSPECTION DIAGRAM

   The Company neither implies or guarantees that any area(s) shown to be infested or damaged. and indicated on an inspection graph completed at ht e time this agreement Is entered into. represents all of the infestation or damage exIsung at that time. Likewise. the failure of a graph to indicate 1nfestato1 n or damage Is not a warranty or guarantee that there is or is not infestation or damage at the time of the inspection Is made.

9. LOUISIANA STRUCTURAL PEST CONTROL COMMISSION

   The Customer maIntaIns the right to contact the Structural Pest Control Commissionof the Louisiana Department of Agriculture & Forestry to arrange for an Inspec 11on of the property treated by Company as provided for by this contract.

10. CHANGE IN LAW-SEE REVERSE

1 1. NO N•PA YMENT

The Customer agrees that upon default of any payment due by the Customer. the Company Is relieved from further obligailon under thisa greemen t. The Customer also agrees to pay all reasonable collection fees. including attorney's fees. incurred by the Company In the event of the Customers oefault.

1. . DAMAGE

   Th e Customer understands that due to various conditions present in construction existing at the time this agreement is made . and the

   p o ss ib ili ties of in fes tation and damage which may or may not be visible to the Company, the Company cannot be heldlia b el or futu re damage to the structure(s) or its contents covered by this agreement, caused by wood-destroying insects.

2. SPECIAL OR ADDITIONAL COMMENTS

for any past. present

Ch em i c a l l y treat with a 1% solution of Dursban TC. One ye ar contract renewable annua l ly

f o r a maximum of four addi t ional years.

14 ENTIREAGREEEMN-TSEEREVERSE /)

.L{

By si gn ing thi s agreem ent . I. th e custom er. c ert if y th at I have rea s above antJ:'./he reverse side and ag ree r o a ll the terms and cond1t1ons outlin ed th erein . , , )/> / -;Ji< -,,

I <% P'"· I · •• ....-c--.

Dat e C1;stomer CompanY.,/ /

-· ?5,

1

Aer 1a11nre-s1auon s :ne orese r t.:e ot a.r. •·' Station .J• ;uo: r·an.a.=n 1e1m, 1es tRe11cu 1nermes ano (..00101e rme s, ,.,r ,;:i ·eriain ; c: ,e Nn n , #·· ,•c:. •o , _,.. ._ ,.

Fum1gat1on · --:,eaos tre nvoivea :aSi< .)f covering :lr .iea11rig :1 s1ruc :ure and tne l OO1tca uon JI -1 gas :;r ·n,e# : e:1. e : · -;-- : r "'1-?a te,; .:i:r ..ic· '"':' ": •

:ena,n cests

Spot creatmen t" Nr,en used :n "'e'e re n c-- lOd•des:1011 ..,'3 -- e-ct control Nork. means a locahzed appI1c. J, f

;:irevent. or eraoI cate w00d•0estroyIn9 • se cts s•cence or omer structure

;"em :c ais o,r

tr'le! svostar:es :o i e-,. 1 .1

--r real ( treatment)' · m e ans :he 3opucauon ol ;,es:·c· es or :mer measures to attempt 10 corwo1 oreven1 or raa•C'>le : er- ·tes or oiner IYOOC·Ces:r,;, ·= -,.....

,e s•dence or other strueture. · • · • •

··Wood-destroying insect control wor1c.. a phase of s:ruc1ural oest control" ork. wn,cn means . e acoi:ca1Ion -it reme, d aI or preven1a,Ive measures 10 ,-., control. prevent or eradIca1e1ermI1es or other wooa-des1ro y1ng n se c1, sn ex I,s 1ng structu r es

:t:. .

·· wood-destro ying insects·· for the purposes of ,h,s agreement w•II • cI1.ce Drvwood Term11es ,><.;-oier,.,..Es 3rd Cr yo1orermes1.. '11,il've 5uo! " ar , n, • ·- - ­ (Re11cu 11lerrnes) Formos an Te rm, 1es1Coo101remes1 Powder Post Beetles \l '.ICUdae 3os1r:c, ti e1ae . Ar o:r Icae 1 :Jr ;s ; o e, c !:ec ,•1•1h·ri lnts agr ement.

• Renewal" 3n agreed payment made on or oelore the an,r •·ers?r.y dat e of lh:s agreement wr: c" ccr \.n,.es •0 ·s greer, er.1io, an add111ona1 year.

Minimum (treatment) specification·s· refers 10 the ru,es anc ·eguI,a1ar.s 1or th e :rea1ment ct s:, c! •.1r s •or :, 00 <.1 : .. s.r c·•..- g r s cts as ;,rorr. Iga1ed -;,y -- ',:•_ :· .,·

?%t Con11ol Comm , ss,ori ol the Lou,s1anaDepanmenl or Agr·cu I11.·e c!'C F1•es1rv For a cocy or -n,:r.:n u:-,: .:,ea;,:,e:1.1 .; ec, cat,cns cc" :ac1cr.e Lou ,s,an.; :;. .;,-:- -"-, .·

Agroculture and Forestry. Office of Agncultural and Env·rcnmentai ",'· ,;· ams ? 0 Sox 3596 i:latori '<ci.,;;e ;.1sa. a 7".:82-' 35;?6

t O CHANG E IN L.A.W

Th is contract shall be •ntero re , e a. n;,g.;•,w,c anc ;;:- ...: : a:,,(" .:!Ccc ro ar ce w i th a::;01,c .:1c , e ·,;;c.ara ;tah ,,,,- ; o :-,, aws .;n.:i r: g..,,a, ..;,.,:

ex,st at tne t,me this contract -; 7<ec ut c

Atta (Y'le r":s1 s, ,f -ari.v. •,--: · - .. : ,• rh r- $ .::,;·.:..-. ••

14 ENTIRE AGREEMENT

IF THIS AGREEMENT NAS SCLIC-l

CONSUMER' S RIGHT TO CANCEL

i: J AT YQl, 8 q:;, .:': ' .CE .l;,,,D YOU oc, - oT .•;ANT Tf- E GOOC5 OR 3 c \JI C E5., · o u ,' AY ,_:.,,

LC!..

AGREEMENT BY i,1AILING A WRITTEN NOTICE re -y': c:LL::i'i . -HE JO T.CE UST s, A-ETrlAT VIJU DO NO, .' M IT THE GOODS C=::\ ,3E ;:: ANO MUST BE POSTMARKED BEFORE MIDNIGHT v F ··-•E r;.,1RD BUSINESS DAY AF;'ER YOU SIGNED THIS AGREEMENT IF YQL; CA' !Cc . ...

COMPANY MUST RETURN AL CF YOUR CAS:·i-::::c ·: ,- ; P !. Y .!E:\IT rnE NOTICE f.!L'ST 3E • ! AIL::D • 0 :

1-A 1195 i

.-v ;UN fRULI.IU1'4

STANDARD CONTRACT FOR TREATMENT OF WOOD-DESTROYING INSECTS ,..._

PProved by the LouIs,ana Structural Pest Control C..,. 1ss1on

Lou 1s1an a Department of Agnculture & Fores

PEST CONTROL COMPANY: Bu Sto Exterminatin , Inc.

ADDRESs:6255 Marshal Foch, Suite C I New Orleans STATE: La ZIP: 70124

_i J!( [L.l l ... "-"I-';•;.-

TELEPHONE NO.: ( 504 ) 486-9440 STRUCTURALPEST CONTROL LICENSE NO.: B-119

C USTOM ER : Bill Ma ns (Le Maison Charles) HOME PHONE NO.:( MAILING ADDRESS: 3801 St. Charles Ave . BUS. PHONE NO.:(

) _

) _ _,8"-'9'-"S'--.z..3.:..;70 0 ----

CITY: New Orleans ..,._ STATE: La ZIP: ..Z...,.O.al..l ,_5

PROPERTY A DDR ESS OF STRUCTURE(S) TREATED: _..:;;.S.,:;;;am;;;;:.e;:: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _

C IT Y: - - - - - - - - - - - - - - - - - - - - LOUISIANA ZIP: _ _ _ _ _ _ _ _ _

BUILDING($) TREATED: Multi Famj1 y Qwel 1 ini

One building per contract (no fences. detached garages or out-bu1ldIngs at above treatment address are included In this agreement unless specified m wrtting In this agreement)

TREATMENT FOR: Write m selection from below: Na t i v e subterranean termites

Native Subteminean Te""ites-Aetlculltennes Formosan Termites-Coptotermes

Drywood Termltes•Kalotennes and Cryptote""es Powder Poet 8" tles-Lyctidae,Bostr1chldae, Anobiidae Others (Specify)

I fully understand and agree that this contract pertains only to the control of the insectS indicated above. The company does not accept responsibiity for tne

control at wood destroying inseciS not contracted and agreed to. I fully understand and agree to the terms and conditions in this contract.

Customer lnltlals

Date

ATTACHMENTS WHICH MAY FORM PART OF THIS AGREEMENT:

FOR THE SUM OF:

STATE FEE:

FEE: TOTAL:

$ -----------

$

$_ _;6:.:5:..:0c.:..-. =-00=-------

WAIVER OF STATE SPECIFICATIONS·

_ _ _ OTHER (Specify)

CONTRACT DATE · BEGINNING: 12-21-95

CUSTOMER TO PAY AS FOLLOWS: upon completion .

• Buildings not meeting or treated in accordance to minimum (treatment) spec1ficat1ons as per rules and regulations of the Lou1s1ana Structural Pest Control Commission must have a waiver of minimum state specifications. Any spot-treatment will be serviced for at least one year and may oe ren8'Ned annually thereafter by the mutual consent of both parties.

GENERAL CONDITIONS

THE PEST CONTROL COMPANY (HEREAFTERREFERRED TO AS THE "COMPANY" ) WARRANTS ITS WORK PERFORMED ON THE ADDRESS LISTED ABOVE FOR NO LESS THAN ONE YEAR. THE OWNER. LESSEE. MANAGER OR AGENT (HEREAFTERREFERRED TO AS THE " CUSTOMER") OF THE ADDRESS RECEIVING TREATMENT RETAINS THE EXCLUSIVE OPTION TO RENEW THIS CONTRACT ANO WARRANTY FOR ONE YEAR.AfTER..THE EXPIRATION OF THE FIRST YEAR'S WARRANTY. THE RENEWAL FEE DUE AT THE EXPIRATION OF THE FIRST YEAR OF THIS CONTRACT SHALL BE$ /:, • UU DUE ANO PAYABLE ON OR BEFORE THE ANNIVERSARY DATE OF THIS AGREEMENT. THEREAFTER THE COMPANY MAY ADJUST THE ANNUAL RENEWAL FEE. THIS AGREEMENT MAY BE RENEWED ANNUALLY AFTER THE EXPIRATION OF THE SECOND ANNIVERSARY DATE SY THE MUTUAL CONSENT OF BOTH PARTIES.

THE COMPANY AND CUSTOMER AGREE TO THE FOLL OWING TERMS AND CONDITIONS:

1. PERFORMING THE WORK

   The Company agrees to treat the buliding(s) in complete compliance with applicable laws. rules and regulations of the Louisiana Structural Pest Control Commission and to inspect the property annually prior to expirationof this agreement. The Company will exercise care while performing any work hereunder to try to avoid damaging any part of the property, plants or animals. Under no circumstances or conditions shall the Company be responsible for damage caused by the Company at the time the work Is performed except those damages resulting from gross negligence on the pan of the Company.

2. DEFINITIONS-SEEREVERSE 3. INFESTATION .

Should an active infestation (meaning the presence of live insects) of the wood-destroying insects covered by this agreement occur in any portion of the bu1td i ng(s) covered by this agreement. the Company agrees to treat such infested portions w1th1n thirty (30) days of discovery of such infestation at the Customer's request at no additional charge to the Customer. except as otherwise noted within this agreement.

1. COPTOTERMES (FORMOSAN TERMITES)

   To obtain control of Formosan termites it may be necessary to have walls. ceilings. and other parts of the structure dismantled in order to locate and destroy the infestation. Fumigation may be necessary to obtain control where removal of the 1nfestat 1on i s not poss ible or aerial infestation Is probable. The Customer warrants full cooperation and is responsible for any additional costs associated with dismantling and/or fumigation. which may be necessary should soil treatment alone be ineffective.

2. ORY-WOOD TERMITES (Kalotennes & Cryptotennes), POWDER POST BEETLES (Lycudae. 8ostnch1dae, Anobiidae). OR OTHER WOOD-BORING INSECTS

   If these insects a e covered by this agreement, the Company cannot be held liable for any damage to the structure or ,ts contents caused by these

   insects since fumigants used to treat a property for control of these insects are non-residual and any liquid treatments which may be applied are onyl treatments. ·

3. CONDITIONS CONDUCIVE TO INFESTATION

   spot

   The Customer warrants full cooperation with the Company during the term of this agreement. and agrees to maintain the area(s) treated free from any factors contributing to infestation, such as wood, trash, lumber. direct wood-soil contact. standing water under pier type structure, or as noted inI te m 1 3. The Customer also agrees to notify the Company of and to eliminate faulty plumbing, leaks. and dampness from drains. condensation or leaks from the roofor otherw i s e i nto. onto. or under said area(s) treated . Failure of the Customer to fully correct the above conditions may result in the nullification of this service agreement. Failure of the Company to note any of the above conditions to the Customer does not alter the Custome'rs responsibility under thispa ra g ra p h.

4. . ADDITIONS OR ALTERATIONS

This agreement covers the building(s) identified herein as of the date of the initial treatment. In the event the building(s) are structurallym odifi ed . altered or otherwise changed, or ,t soil is removed or added around the foundation. the Customer will 1m med1ately notify the Company in wri ti ng . Failure to nottfytne

Company In wnt1ng prior to any addit ion s or alterations may terminate this agreement. Additional services because of any addition ora l te ra ttonmay oe prov ided by the Company at the Customer's expense. and can require an adjustment In the renewalf e e .

8 . I NSPEC TION DIAGRAM

The Company neitheri m pl i es or guarantees that any area(s) shown to be infested or damaged. and indicated on an inspection graph completed attne

t i m e t h i s agreementI s entered into, representsall of the ,ntestatton or damage existing at that time. Likewise. the failure ofa graph to 1ndc1a te n1 fe s tauon or damag e I s not a warranty or guarantee that there Is or Is not 1nfestat1on or damage at the time of the inspection 1s ma de .

1. . LOUISIANA STRUCTURAL PEST CONTROL COMMISSION

   The Customer maintains the right to contact the Structural Pest Control Comm1ss1on of the Lou isi ana Department of Agriculture & Forestry to arrangelo r an I nspec tIon of the property treated by Company as provided for by this contract.

2. CHANGE IN LAW-SEE REVERES

11 NON-PAYMENT

The Customer agrees that upon default of any payment due by the Customer. the Company Is relieved from further obligation under ht si agreement T iie

Customer also agrees to pay all reasonable collection fee s . includin g attorney ' s fees . in cu rred by the Company 1n the event oftne Cus tome r's de fa u l t.

1 2 DAMAGE

The Cu sto m er un ders tand s that due to various conditions preHnt in construction existing at the time this agreement is ma de. and t he

po ss1b1li t1es of in fe station and damage which may or may not be visible to the Company. the Company cannot be held liable for any past. present or fut ure damage to the structure(s) or its contents covered by this agreement. caused by wood-destroyingin sec t s.

13. SCPhECeImALicOaRlAlyDDItTrIOeNaAtL CwOMitMhENaTS1% solution of Dursban TC. On e yea r contract renewableannua l ly for a maximum of four additional yea r s .

14 ENTIRE AGREEMENT-SEE REVERSE /}

By si gning tl1,s agreement. I. the customer . cert ify that I have rea sabove ant}J('_,rne reverse side ano agree •o

all 111e t erms and cond1t1ons outlined therein. , , ),,,- / ,_..>I<.-.,,

I _L{ < --f /'"• · .:7°" ' ··

:>ate c...stomer Compa n -i/ /

-· :': ,

; en a:n ::ests

Spot tr eatment '" Nnen useon "e'er en .,\IOOC•c es: r ov -'1 r-sec : c on1ro1 wont means a 1oc a11zed aop 11 o r C!"'em 1ca 1s or otner Si..10 s 1ar es ·o l e ,...: : j : --· -

, v e nt. o r 3ra oicaIe .. ood-destro, y ng r sec: res,oence or 01her w ucture

• Treat (treatment )'· eans:he .,Op ll c,a

  , es•c ence or other Structure

  ,I ;,es: ·c ·c es o r 1;ier measures to a11emp1to con1roI ;;rev en. rao•ca1e ·erm:1esor oiner NOCC·O, s:: c,y - • ,,·.·:

  • Wood-dfl troylng ,nsec:t control worlc" a phas e of sm.,c:ura l oest con1roI -,.o, . ,.,,,en means 1ne aoonc,,a on of remedial or preven1au, e measures :o w -•

    : on tro 1 p r event o r e 1 a o i cate t e rmites o r ot h er N0 OO-Oes rroying nsects n existing struc tures

    Wood-destroy,ng insects" tor 1he purPOses of :h,s agreement w11I " Cit.Cle Orvwooo Term1Ies, K, a oter n-<,s, n d C 'VOl Ote 'll' e s1 'l ,wve 5 ot " a' • rt et•c w l! rr,,es) Formosan Termites tCooto1ermes1 PowderPose i3eeues 1L1c11dae 3cs1r ch•oae A" o,o· aaeI r 1s ;oec, :! ec ,.-, fh·n 1nIs 3greemenc

  • Renewal" an agr eed payment made on or before 1he anr ..,e, $ rv : ate of 1h1s 29·, emen1, ,, c r". .; ,; n: n1,,!S ·- ·s , gr e,,.,en1 for an aCd1uon aI year

Minim um (treatment) speciffcatlons·• refers 10 !he ru,es ar.o ·egu•auons :o,r r e :reatment oi s:·'-ctvres rcr .-, ccc : e s.rcy · r g r: s,1c1sas prorr.:JIga1eo : 'I- - , :· _: . _. .,

? es 1C:i" tro, Co mm•ss ,on ol tM L o.ui, iana Depanment of Agr-cullu'.e :;• d F,; esr:y F o r a coc y of ,-n n:inun, ,::e a;::-,e :1 ; ec,:·ca1.ons : 0111a c1cr.e Lou ,s,ar.a :::ep;, , - .; -,. .

A9 r·c u11ure and Foresrry. ornce cf Agncullural ana Envtronmen1a1" · g, a!""s "' '.J 3 ox 3596 Satan Cloi; ,;;e :.r,u s ?.r>a ' 0 82 '- 3 596

10. CHANGE IN LAW

Tti1s c on tr ac t sh all ce •n te ror e: e,a

'9g u• a t ed :1.n c .:: .. .: -:at '::':' "'\ .3.<.: crd .ar c e w1th 3C0 l,ca c i e aGa ra• ; ta=t

;: ;-.-.:;- c :: a, aws .3r.d r-: u1a1 .; r , .: .

e x,st at :he time tti,s -:ontr ac t ecu:eo .

14 ENT IRE AG MEEM: NT

J..H a .; ""me .r-: s i . ' -3:r ,; . . . ·- - · .', r- ·- s: ::1•_;•.:..; 0 • • ., - •'"; ·--= ": -- - <:.· 1 ..'! : :: . -;:: •- e r .._. ·· · :- e ·-- ; _ -=,..,e n• - - · " Cd ·· -

:r e e..,t1,e ::lgr ar::-:,e:--i ::e .-:cc ..- -:: : o., . es nr c :-c ;:r '?" ·q. <-:s: --=:a : on s o r state1n e l":s. :...,-a!n er Vi J 1 :} r wr:t: '?n ,v ,l • e o,no1ng u C.}'1 ....-= : .: ·· -:..:

(; 0 NSUMER ' S RIGHT TO CANCEL

,F Th lS j,GREc MENT .VAS 3C ...iCl•= O A T ' <Ol, Q q E .=:; ' :CE ... o YOU JC,,' O T .' i ANT, i-,f 3 0 0 CS O R 6E VICE5. ·10 1.; : ;.,·, ,: ., : ;;: _

--=

A GR EE ME N T BY AAI LIN G A WRITT EN N OT IC E TC 4-= ::=U..::i'i- HE JOT'C E AUS T STA -E Th A,· ou 00 N0 7 ".VANT THE GOODS C" :;;;:=

ANO .\11US T 3E P OS TM ARKED 8E i=O RE M ION IG r-H _;;:: 7 H P D BU SIN ESS CA Y AP.-ER YOU SIGNED n, 1s AGREEM EN T IF YQ\; c ..:.' :( : _

C OM PA N Y /vi U ST rl E'i U RN AL _ OF YOUR CAS: 1.;:;c ·-. : ? AYr-.!E .\ff THE ;-..o -r:c e ,'.!L'S T 3E •.-10,ILE D T(\ · 1A- 1 9 51

BUG STOP

6255 MARSHALL FOCH, SUITE C NEW ORLEANS, LA 70124

(504) 486-9440

12-2-97

Mr. Bill Mains

3801 St. CharlesAve.

N.O., La. 70115

Dear Bill,

Pleasefind enclosed a copy of the termite contract on the entire buildin.g

Call if you have any questions.

Sincerely,

BUG STOP EXTERMINATING, INC.

f.faj-'!Tl

TERRY M. BRUNO

PRESIDENT

AMOUNT

SERVICE REPOR

27376

TMB/vb

BUG STOP EXTERMINATING INC .

6255 Marshall Foch Ste. C .

NEW ORLEANS, LOUISIANA 70124

(504) 486-9440

Factory, Compressor Parts. Inc.

P. O. Box 98'7

Marrero, LA 70073

La Maison Charles

3801 St. Charles Avenue New Orleans, LA 70I IS

Re: Condo Conversion

Dear Mr Mains:

We are pleased to submit the foUo w;ng:

EQUIPME T

-·----·-- -

401 UAFD.036JAS Ruud 7 3 G

402A ' RAKA-018JAS Rheem 4 I 1/2 G

402B UAHF-024JAS Ruud 2 G

Gym

Lobby

• G-go

  SIBA-036K

  No Tag

  
  

  F - fair

  Carrier 3 3 G

  p

  
  

  P - poor

  
  

  All equipment appears to ha ·e been weU maintained and is in good operating condition with the exception of the lobby unit which was unaccessable. ·

  
  

  We appreciate the opportunity to have been of service and if there are any questioris concerning the above. please feel free to contact me.

  
  

  Sincere ly,

  FACT Y COMPRESSOR PARTS, INC.

  

  
  

  FJG/pg

  
  

  cc: Mr Robert Olivier

  
  

  
  

  Mf

  r

  \

  
  

  .. ,.11111

  
  

  December 1 0, 1997

  
  

  Mr. Robert Olivier

  c/o La Mason Charles 3801 Sl Charles Ave. New Orleans, LA 70115

  
  

  Re: Certificate of approval concerning electrical wiring of bulldlng. To whom it may concern:

  Having inspected the building at the above address for appropriate capacity and proper compliance of the electrl I codeG to each unit and have found that said building is in compliance within appropriate specifications., Each unit contains Individual circuit panels and fire sensors, all bedrooms have Individual smoke detectors, all bathrooms have ground fault current intemJpter outlets. The building is also wired with fire detectionand connected to the appropriate authoritie.s

  
  

  Mark A Palazzo

  
  

  ,;

  (ic.# 31764

  MP Enterprsi es.

  1515 Orchid Drlve

  Harvey, La 70058

  348-4396

  477-6914 bp.

  L ..:irCCTIO!'I ANO TESTING FORM

  
  

  CA.

  • TIME:

ST::R\'ICE ORCANIZATION c/,b J S'f S,-1'- ;:,J.ROrtnnN \Mt(lJSER)

NAME t ·,i .& U Abk_ 'l_ (_j)j _fo.e .P.!.t- • NMtE: - {S'D tv

, ;"/<;7-_

": '9 tr.. "<-'---

'"' '- f .

ADDRF.SS: .-1,}:d" IAA4 m6J....JJ'±J.:.fl.. /::t;t>. ADDRESS: Ji.oLJr ttfnL&( R:v...

l l.] 'Rr ·:St:NTATIV!Z: J:.R.flNf,{.:{';tJl+t.(lyt:,,i;l._ 0\\IN RCONT,\CT: l3a.<, ;:f-/f":. l-­

l.lC $E:-.o.:e r;..a,., ,i! 'Q_ vZ.::....LLf... ('J'?f:1l;Ll:.PII0NE: _( ..L 37 !>:::;,0_

'TUC?! IONE: _, .f" ) "?da- . o;._ _

MONITORJNCENTITY

------------

CONTAC:T

'TB.E?Ila--JE:

MOMTCRIJ\O ACCOUWREF.NO.: _

ArPROVINC AGENCY ·

CONTACT: G f)fS l'4f-r1rrcnaa.C_-"t't t?:_rN fl.l

TELEPHONE: _k_-'(oo- r - fi f" .--·-

TYl'F: Tlt "\NSM ISS(ON SERVICE

( J - M cCulf oh ( l • W« kly

J• Qul rtcrly

PANEi. Mt\N\JFt\C'l1.IRtR; .ee:x mom.NO.: _!IL o

C'!RCUITSTYLES: _.8 _

N0.0FCIRCUrl'S: / rTJ 5'

SOl:-:WA!Ul REV.: IY.-.81. - _

_ _ _ _

L"ST DATI;SYSTEM HAO ANY SER\-1CE PEAf'ORMf.O! -.1/¼-:.0..::,V.::..t.....:.l.9.C.Z.:la:.._ _

LASTDAT£ TH:\ T A'xY SOriWARE OR CONvlOURATION WAS R VISEO: _J{'!fJ. -----

ALARM l'.'l(TATINC DEYICJ::S AND CIRCUIT INFO!tMATlON

QTY OF ( E e f+V!-01\)ncu1TSTYLF.

r f!t-N • A-, O"--'

II

_ i _l,

e MANUAL STA110NS

'B ION DETECTORS

9fj, C l p&1t. A-f,r-)

0

,0

Q

J

Pl!OTO OETECl'ORS

DUCT orncroRS HC:ATDETECTORS WATERfl.OW SWITCtlCS

-D- o

QT\"OF

SUPERVISORYS\\1TOICS

OTHCR: S( PEO FT1 _

ALAl\i't N0TJFtCATI0N APPLIANCF.S AND CIRCl.ilT INFOR."f'IATION

CtnC1JlTST\'L£

_ _I.Q

-;

HORNS

0

DtLLS

, -. .-_.J°o--­

6

CHJMl;S S1'ROOES SPEAKF.RS

6

OTil'ER: (SPCOfY_') _ _ _ _ _ _ _

NO. OF ALARM NO'!'IFlCATION APPLIANCE CIRCUITS:

ARE CIRCUITS St.:r>ERVISED? M Y£S ( ] NO

o&a Cu _

QTVOF

·---- ·- - -

s ur ER\ilS SIGNAL INITIATING DEVICES AND CIRG- · T INFORMATION

CIRCVIT STYLE

GtJll;.OINQ TEMP

0

SITEWAT1 TEMP

SITE WATm LEVEL

FIRE PUMProwm FIRE l'ILIMP Rt,JM-ilNG

F'lRF. PL'MP AUTO POSrTlON

··- °-- -

FJRE PUMr OR PUMr CON'l'ROLL mou0LE