IPSWICH TOWNVILLAS ASSOCIATION, INC. AMENDED AND RESTATED BYLAWS ARTICLE I Plan of Lot Ownership Section 1. Property Ownership.

The property located in the City of Chesapeake, Commonwealth of Virginia (hereinafter called the Property), has been submitted to the provisions of the Property Owners Act of the Commonwealth of Virginia (Title 55, Chapter 26, 1950 Code of Virginia, as amended) by the Amended and Restated Declaration recorded among the land records of Chesapeake, Virginia, simultaneously herewith, and shall hereafter be known as Ipswich Townvillas Association, Inc. (hereinafter called the Association). Section 2. Applicability of Bylaws. The provisions of these Bylaws are applicable to the Property of the Association and to the use and occupancy thereof. All present and future owners, mortgagees, lessees and occupants of Association Lots and their employees, and any other person who shall come upon or use the facilities of the Property in any manner, are subject to these Bylaws, the Declaration and the Rules and Regulations. The acceptance of a deed of conveyance or the entering into of a lease or the act of occupancy of Association Lots shall conclusively establish the acceptance and ratification of these Bylaws, the Rules and Regulations and the provisions of the Declaration, as they may be amended from time to time, by the person so acquiring, leasing or occupying Association Lots and shall constitute and evidence an agreement by such a person to comply with the same. Section 3. Office. The Office of the Association and the Board of Directors shall be maintained at 2101 Eaton Way, Chesapeake, Virginia, or at such other place as may be designated from time to time by the Board of Directors. ARTICLE II Definitions The terms used in these Bylaws have the same meaning as defined in the Declaration of Ipswich Townvillas and any amendments thereto.

ARTICLE III Membership Section 1. Composition. Every person or entity who is a record Owner of a fee or undivided fee interest in any Lot which is subject, by the Declaration, to assessment by the Association, including contract sellers, shall be a Member of the Association. The foregoing is not intended to include person or persons who hold an interest merely as security for the performance of an obligation. Membership shall be appurtenant to and may not be separated

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from ownership of any Lot which is subject to assessment by the Association. Ownership of such Lot shall be the sole qualification of membership. Section 2. Suspension of a Members Rights to Use Facilities and Services. The Association shall have the power to suspend a Lot Owner's right to use facilities or services, including utility services, provided directly through the Association for nonpayment of assessments which are more than sixty days past due, to the extent that access to the Lot through the Common Elements is not precluded and provided that such suspension shall not endanger the health, safety, or property of any Lot Owner, tenant, or occupant. Before any such suspension may be imposed, the Owner shall be given an opportunity to be heard and to be represented by counsel before the Board of Directors or such other tribunal as may be determined from time to time by the Board of Directors, and in accordance with Section 55513 of the Code of Virginia, 1950, as amended. Section 3. Suspension of a Members Right to Vote or Hold Office. The Association shall have the power to suspend a Lot Owner's right to vote in membership meetings or serve on the Board of Directors for nonpayment of assessments, annual or special, which are more than sixty days past due. ARTICLE IV Meetings of the Members Section 1. Annual Meetings. An annual meeting of the Owners Association shall be held each year in October at such a date, place and time as the Board may direct. Notice of such meeting shall be given in accordance with these Bylaws. At such annual meetings the Board of Directors shall be elected by ballot of the Owners in accordance with the number and qualifications requirements of these Bylaws. At the discretion of the Board of Directors, various other matters may come before the membership at the annual meeting. Section 2. Special Meetings. A special meeting of the members of the Association may be called by the President or by a majority of the Board of Directors, or upon written request of the members who are entitled to vote one-fourth (1/4) of all of the votes of the entire membership. Upon the happening of one of these events, the Secretary shall send out notices of the meeting to all members. Section 3. Notice of Meetings. Written notice of each meeting of the members shall be given by, or at the discretion of, the Secretary or person authorized to call the meeting, by mailing at least fourteen days in advance of any annual or regularly scheduled meeting, and at least seven days in advance of any other meeting, sent to each Owner notice of the time, place, and purposes of such meeting. Notice shall be hand delivered or sent by (1) United States mail to all Owners of record at the address of their respective Lots, unless the Owner has provided to the Association an address other than the address of the Lot; or (2) electronic transmission consented to by the Owner, in writing, to whom the notice is given.

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Section 4. Quorum. Except as otherwise provided in these Bylaws, the presence in person or by proxy of members entitled to cast twenty-five percent (25%) of the membership votes shall constitute a quorum at any membership meeting of the Association. Section 5. Adjournment of Meetings. Any meeting of the Association may be adjourned from time to time to such place and time as may be determined by majority vote of the members present, whether a quorum be present or not, without notice other than the announcement at the meeting. At any adjourned meeting at which a quorum is present that subsequently reconvenes at a later date, any business may be transacted which might have been transacted by a quorum at the meeting as originally called. Section 6. Order of Business. The order of business at all annual meetings of the Owners Association shall be as follows: (a) (b) (c) (d) (e) (f) (g) (h) (i) (j) Roll call and determination of quorum to conduct business. Proof of notice of meeting. Reading of minutes of preceding meeting. Providing owners with a copy of the proposed budget for the upcoming fiscal year. Reports of officers. Reports of committees. Reports of Board of Directors. Election of members of the Board of Directors (when so required). Unfinished business. New business.

Section 7. Voting. For all purposes in the said Bylaws, the word member shall mean owner as the same is used in defining those who are entitled to vote in this said election. Each Lot shall be allocated one (1) vote in the Association. Since a Lot Owner may be more than one person, if only one of such persons is present at a membership meeting of the Association, that person shall be entitled to cast the vote appertaining to that Lot. But if more than one of such persons is present, in person or by proxy, the vote appertaining to that Lot shall be cast only in accordance with the agreement of a majority of them, and such consent shall be conclusively presumed if any one of them purports to cast the vote appertaining to that Lot without protest being made forthwith by any of the others to the person presiding over the meeting. Since a person need not be a natural person, the word person shall be deemed for the purposes of this Section to include, without limitation, any natural person having authority to execute deeds on behalf of any person, excluding natural persons, which is, either alone or in conjunction with another person or persons, a Lot Owner. Except where a greater number is required by the Property Owners Act, the Declaration, or these Bylaws, a majority of the Owners present and voting in person or by proxy shall have authority to take action on behalf of and bind the Association at any meeting thereof at which a quorum is present. Section 8. Proxies. The votes appertaining to any Lot may be cast pursuant to a proxy duly executed by or on behalf of the Owner, or, in cases where the Owner is more than one
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person, by or on behalf of a majority of the Owners. No such proxy shall be revocable except by actual notice to the person presiding over the meeting, by the Owner or by any of such persons, that it be revoked. Any proxy shall be void if it is not dated, if it purports to be revocable without notice as aforesaid, or if the signatures of those executing the same have not been duly acknowledged. The proxy of any person shall be void if not signed by a person having authority, at the time of the execution thereof, to execute deeds on behalf of that person. The proxy shall include a brief explanation of the effect of leaving the proxy uninstructed. A vote or proxy may be submitted by electronic transmission, provided that any such electronic transmission shall either set forth or be submitted with information from which it can be determined that the electronic transmission was authorized by the Lot Owner or the Lot Owner's proxy. Section 9. Conduct of Meeting. The President shall preside over all meetings of the Association, excluding committee meetings, and the Secretary shall keep the minutes of the meeting and record in a Minute Book all resolutions adopted by the meeting as well as a record of all transactions occurring thereat. ARTICLE V Board of Directors: Selection and Term of Office Section 1. General. The affairs of the Association shall be governed by a Board of Directors. (a) Number and Qualification. The Board of Directors shall be composed of at least five (5) persons and no more than nine (9) persons who are members of the Association. The number of directors shall be established by Resolution of the Board of Directors. (b) Election. Election to the Board of Directors shall be by ballot cast at the annual meeting. At such election the members or their proxies may cast, in respect to each vacancy, as many votes as they are entitled to exercise under the provisions of the Declaration. The person(s) receiving the largest number of votes shall be elected. Cumulative voting is not permitted. (c) Term of Office. The term of office for the members of the Board of Directors was created as and shall remain staggered. At the expiration of the term of office of each respective member of the Board of Directors, his successor shall be elected to serve for a term of three (3) years to continue the staggered term effect. The members of the Board of Directors shall hold office until their respective successors shall have been elected by the Association or until a director is removed or resigns.

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Section 2. Removal of Members of the Board of Directors. At any regular or special meeting duly called, any one or more of the members of the Board of Directors may be removed with or without cause by a majority of the members of the Association, and a successor may then and there be elected to fill the vacancy thus created and may serve for the remainder of the term. Any director whose removal has been proposed by the Owners shall be given an opportunity to be heard at the meeting. Section 3. Vacancies. Vacancies in the Board of Directors caused by any reason other than the removal of a director by a vote of the Association shall be filled by the remaining directors, provided all the remaining directors agree in writing, or a majority of the remaining directors concur at a special meeting of the Board of Directors held for that purpose promptly after the occurrence of any such vacancy, even though the directors present at such meeting may constitute less than a quorum. Each person so elected shall be a member of the Board of Directors for the remainder of the term of the original member and until a successor shall be elected at the next annual meeting of the Association. Section 4. Compensation. No director shall receive compensation for any service he may render to the Association. However, any director may be reimbursed for his actual expenses incurred in the performance of his duties. Section 5. Action Taken Without a Meeting. The directors shall have the right to take any action in the absence of a meeting which they could take at a meeting by obtaining the written consent of all the directors. For the purposes solely for this Article V, Section 5, electronic mail correspondence shall be deemed acceptable written consent. Any action so approved shall have the same effect as though taken at a meeting of the directors. Such action shall be subsequently ratified by a vote of the Directors and noted in the meeting minutes of the Board Meeting immediately following the action taken. ARTICLE VI Meetings of Directors Section 1. Regular Meetings. Regular meetings of the Board of Directors may be held monthly at such time and place as shall be determined from time to time by the Board. Notice of regular meetings of the Board of Directors shall be given to each director, by mail, telephone or electronic mail as long as consent is given by the director requesting notice by electronic mail, at least three (3) business days prior to the day named for such meeting. Section 2. Special Meetings. Special Meetings of the Board of Directors may be called by the President, giving no less than three (3) days notice to each director, provided via mail, telephone or electronic mail as long as consent is given by the director requesting notice by electronic mail, which notice shall state the time, place and purpose of the meeting. Special meetings of the Board of Directors shall be called by the President or Secretary in like manner and on like notice on the written request of at least three (3) directors.

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Section 3. Waiver of Notice. Before or at any meeting of the Board of Directors, any director may in writing, waive notice of such meeting and such waiver shall be deemed equivalent to the giving of notice. Attendance by a director at any meeting of the Board shall be a waiver of notice by him of the time and place thereof. If all the directors are present at any meeting of the Board, no notice shall be required and any business may be transacted at such meeting. Section 4. Notice to the Membership. All meetings of the Board of Directors, including any subcommittee or other committee thereof, shall be open to all members of record. Notice of the time, date and place of each meeting of the Board of Directors or of any subcommittee or other committee thereof shall be published where it is reasonably calculated to be available to a majority of the Owners. An Owner may make a request to be notified on a continual basis of any such meetings which request shall be made at least once a year in writing and include the Lot owners' name, address, zip code, and any e-mail address as appropriate. Notice of the time, date, and place shall be sent to any Lot owner requesting notice (i) by first-class mail or e-mail in the case of meetings of the Board of Directors or (ii) by e-mail in the case of meetings of any subcommittee or other committee of the Board of Directors. Notice, reasonable under the circumstances, of special or emergency meetings shall be given contemporaneously with the notice provided members of the Association's Board of Directors or any subcommittee or other committee thereof conducting the meeting. Section 5. Quorum of Board of Directors. At all meetings of the Board of Directors, a majority of the directors shall constitute a quorum for the transaction of business, and the votes of a majority of the directors present at a meeting at which a quorum is present shall constitute the decision of the Board of Directors. If at any meeting of the Board of Directors there shall be less than a quorum present, a sole present director may adjourn the meeting from time to time. At any such adjourned meeting which subsequently reconvenes with quorum present, any business which might have been transacted at the meeting originally called may be transacted at such subsequent meeting without further notice. Section 6. Waivers. Any or all of the requirements of this Article of these Bylaws as to time, place or notice to directors of any meeting of the Board may be waived by the directors, if each director agrees in writing to such waiver. Section 7. Conduct of Meetings. The President shall preside over all meetings of the Board of Directors and the Secretary shall keep a Minute Book of the Board of Directors, recording therein all resolutions adopted by the Board of Directors and a record of all transactions and proceedings occurring at such meetings. Section 8. Fidelity Bonds. The Board of Directors shall obtain adequate fidelity bonds or insurance coverage as is required in the Declaration and by the Code of Virginia. Section 9. Conflict of Interest. In any case where the Association enters into any contract, or transacts any business with any director(s) or his family member, or with any corporation or association of which one or more of the directors of the Board of Directors of the Association or his family member is a stockholder, director, officer, trustee or partner,
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such contract or transaction shall not be invalidated or in any way affected by the fact that such director has an interest if disclosure is made the Board of the Association by the director having such interest, and if the Board, by majority vote of disinterested directors, authorizes, affirms ratifies or approves such contract or transaction; such director may not vote on any such action in which he has said interest as stated above. ARTICLE VII Powers and Duties of the Board of Directors The Board of Directors shall have all of the powers and duties necessary for the administration of the affairs of the Association and may do all such acts and things not explicitly prohibited by Property Owners Act or these governing documents. The Board of Directors shall all have the power from time to time to adopt any Rules and Regulations deemed necessary for the enjoyment of the Association, provided such Rules and Regulations shall not be in conflict with the Property Owners Act, the Declaration or these Bylaws. The Board of Directors may delegate to one of its members the authority to act on behalf of the Board of Directors on all matters relating to the duties of the Managing Agent, if any, which might arise between meetings of the Board of Directors. In addition to the duties imposed by these Bylaws or by any resolution of the Association that may hereafter be adopted, the Board of Directors shall have the power to, and be responsible for, the following: (a) Appointing and removing officers of the Association. (b) Preparing of an annual budget, in which there shall be established the contribution of each Owner to the Common Expenses. (c) Preparing, or causing to be prepared, the annual Federal and State corporate income tax returns, which shall be filed in a timely manner. (d) Making assessments against Owners to defray costs and expenses of the Association, establishing the means and methods of collecting such assessments from the Owners, and establishing the period of the installment payment of the annual assessment for Common Expenses. (e) Providing for operation, care, upkeep, replacement, maintenance and surveillance of all of the Common Areas and services of the Association, including but not limited to altering the use of the Common Areas. (f) Assigning parking spaces. (g) Employing a management agent or manager, at a compensation established by the Board, to perform such duties and services as the Board authorizes. (h) Designating, hiring and dismissing the personnel necessary for the maintenance, operation, repair and replacement of the Common Areas, and providing services
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for the Property, and, where appropriate, providing for the compensation of such personnel and for the purchase of equipment, supplies and material to be used by such personnel in the performance of their duties, which supplies and equipment shall be deemed the common property of the Owners. (i) Collecting the assessments against the Owners, depositing the proceeds thereof in a bank depository which the Board of Directors shall approve, and using the proceeds to carry out the administration of the Property. (j) Adopting and publishing Rules and Regulations respecting the use of the Property, including all Lots, Common Areas, facilities, the personal conduct of members and their guests thereon, and to establish penalties for the infraction thereof. (k) Opening of bank accounts on behalf of the Association and designating the signatories required therefor. (l) Making, or contracting for the making of, repairs, additions, and improvements to, or alterations of, the Property, in accordance with the other provisions of these Bylaws. (m) Enforcing by legal means the provisions of the Declaration, these Bylaws, the Property Owners Act, and the Rules and Regulations for the use of the Property adopted by it, and bringing any proceedings that may be instituted on behalf of the Owners. (n) Obtaining and carrying insurance against casualties and liabilities, in accordance with the Declaration and the Code of Virginia, and paying the premium cost thereof. (o) Paying the cost of all services rendered to the Association not billed to Owners of individual Lots. (p) Borrowing money for the maintenance or renovation of the assets of the Association in the event that the reserves of the Association are insufficient to pay for maintenance or renovation which the Board deems to require immediate action. The Board may, if required by the lender, pledge the assessment income and other assets of the Association as collateral. Such borrowing power shall not extend to the addition of new capital assets unless written consent is obtained from at least a majority of the membership. (q) Selling or transferring Association property, both real and/or personal, in accordance with the Declaration. (r) Keeping books with detailed accounts in chronological order of the receipt and expenditures affecting the Property, and the administration of the Association, specifying the maintenance and repair expenses of the Common Area and any
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other expenses incurred. The said books, vouchers, and the entries thereupon shall be available for examination by the Owners, their duly authorized agents or attorneys, during general business hours on working days. All books and records shall be kept in accordance with generally accepted principles of accounting, and the same may be audited, at the discretion of the Board of Directors, by an outside auditor employed by the Board of Directors who shall not be a resident of the Association or an owner of an Association Lot therein. The costs of such audit, if any, shall be a Common Expense. (s) Establishing a reserve fund for the repair and replacement of the Common Areas as described in the Declaration. (t) Declaring the office of a member of the Board of Directors to be vacant in the event such member shall be absent from two (2) unexcused regular meetings of the Board of Directors. (u) Establishing any such committees as deemed appropriate by the Board of Directors, via policy resolution, to carry out the business of the Association. (v) To do such other things and acts not inconsistent with the Property Owners Act and the Declaration. ARTICLE VIII Officers Section 1. Designation. The principal officers of the Association shall be the President, the Vice President, the Secretary and the Treasurer. The Board of Directors may appoint such other officers as in its judgment may be necessary. All officers shall be members of the Board of Directors. The Secretary and the Treasurer may be the same person. Section 2. Election of Officers. The officers of the Association shall be elected annually by the Board of Directors at the organizational meeting of each new Board of Directors and shall hold office at the pleasure of the Board of Directors. Any vacancy in an office shall be filled by the Board of Directors at a regular meeting or special meeting called for such purpose. Section 3. Removal of Officers. Upon the affirmative vote of a majority of the members of the Board of Directors, any officer may be removed, either with or without cause, and his successor may be elected at any regular meeting of the Board of Directors, or at any special meeting of the Board of Directors called for such purpose. Section 4. Resignation of Officers. Any officer may resign at any time by giving written notice to the Board of Directors, the President or the Secretary. Such resignation shall take effect of the date of receipt of such notice or at any later time specified therein, and,

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unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective. Section 5. Vacancies. A vacancy in any officer position shall be filled by appointment by the Board of Directors. The officer appointed to such vacancy shall serve for the remainder of the term of the officer he replaces. Section 6. President. The President shall be the chief executive of the Association. He shall preside at meetings of the Association and of the Board of Directors, with the exception of committee meetings. He shall have all of the general powers and duties which are incident to the office of president of a Non-Stock Corporation organized under the Non-Stock Corporation Act of the Commonwealth of Virginia, including, but not limited to, the power to appoint committees from among the Owners from time to time as he may in his discretion decide is appropriate to assist in the conduct of the affairs of the Association. He shall see that orders and resolutions of the Board are carried out and shall sign all leases, mortgages, deeds and other written instruments in the name and behalf of the Association. Section 7. Vice President. The Vice President shall take the place of the President and perform his duties whenever the President shall be absent or unable to act. If neither the President nor the Vice President is able to act, the Board of Directors shall appoint some other member of the Board of Directors to act in the place of the President, on an interim basis. The Vice President shall also perform such other duties as shall from time to time be imposed upon him by the Board of Directors or by the President, including but not limited to any administrative duties. Section 8. Secretary. The Secretary shall keep the votes and minutes of all meetings of the Lot Association and of the Board of Directors; he shall have charge of such books and papers as the Board of Directors may direct; he shall keep the seal of the Association; and he shall, in general, perform all the duties incident to the office of secretary of a Non-Stock Corporation organized under the Non-Stock Corporation Act of the Commonwealth of Virginia. Section 9. Treasurer. The Treasurer shall have the responsibility of maintaining Association funds and securities and shall be responsible for keeping full and accurate financial records and books of account showing all receipts and disbursements, and for the preparation of all required financial data; he shall be responsible for the deposit of all monies and other valuable effects in the name of the Board of Directors, or the Managing Agent, in such depositories as may from time to time be designated by the Board of Directors, and he shall, in general, perform all the duties incident to the office of treasurer of a Non-Stock Corporation organized under the Non-Stock Corporation Act of the Commonwealth of Virginia. Section 10. Delegation. In the case of the absence or inability to act of any officer of the Association, the Board may, from time to time, delegate the powers or duties of such officer to any other officer, or any director or other person whom it may select.

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ARTICLE IX Indemnification The directors and officers shall not be liable to the Owners for any mistake of judgment, negligence, or misfeasance, except for their own individual willful misconduct or bad faith. The Association shall indemnify and hold harmless each of the directors and officers from and against all liability to others arising out of contracts made, or other action taken, by the Board of Directors or officers on behalf of the Owners unless any such contract or action shall have been made in bad faith or contrary to the provisions of the Declaration or of these Bylaws. It is intended that members of the Board of Directors and officers of the Association shall have no personal liability with respect to any contract made by them on behalf of the Owners. It is also intended that the liability of any Owner arising out of any contract made, or other action taken, by the Board of Directors or officers of the Association or out of the aforesaid indemnity in favor of the directors or officers shall be limited to such proportion of the total liability thereunder as his vote bears to the total votes of all of the Owners. Every agreement made by the directors or officers or by the Managing Agent, as the case may be, are acting only as agents for the Owners and shall have no personal liability thereunder (except as Owners), and that each Owners liability thereunder shall be limited to such proportion of the total liability thereunder as his vote bears to the total votes of all Owners. ARTICLE X Operation of the Property Section 1. Budget (a) Fiscal Year. The fiscal year of the Association shall consist of the twelve (12) month period commencing on January 1 of each year and terminating on December 31 of that year. The fiscal year may be changed by simple resolution of the Board of Directors without the necessity for amending the Bylaws, from time to time, as the changes may be deemed by the Board of Directors to be in the best interest of the Association. (b) Preparation and Approval of Budget. Each year, on a date determined by the Board of Directors, the Board of Directors shall adopt a budget for the Association containing an estimate of the total amount which it considers necessary to pay the cost of maintenance, management, operation, repair and replacement of the Common Area, and the costs of wages, materials, insurance premiums, services, supplies and other expenses that may be declared to be Common Expenses by the Condominium Association Act, these Bylaws or a resolution of the Association, and which will be required during the ensuing fiscal year for the administration, operation, maintenance and repair of the Property and re1ated services. Such budget shall also include such reasonable amounts as the Board of Directors considers necessary to provide working capital for the Association, a general operating reserve, and reserves for contingencies and replacements. Prior to
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adopting the budget, the Board of Directors shall make available a copy of the proposed budget at the Annual Meeting where the proposed budget may be adopted, or, in the alternative, an owner may obtain a copy at the management office or may request a copy to be sent via electronic mail. The copy of the proposed budget shall be provided in a reasonably itemized form which sets forth the amount of the Common Expenses payable by each Owner. The budget shall constitute the basis for determining each Owners contribution for the Common Expenses of the Association. (c) Effect of Failure to Prepare or Adopt Budget. The failure or delay of the Board of Directors to prepare or adopt the annual budget or adjusted budget for any fiscal year shall not constitute a waiver or release in any manner of an Owners obligation to pay his allocable share of the Common Expenses as herein provided, whenever the same shall be determined, and in the absence of any annual budget or adjusted budget, each Owner shall continue to pay the monthly charge at the then existing monthly rate established for the previous fiscal period until the monthly (or quarterly) payment which is due more than ten (10) days after such new annual or adjusted budget shall have been mailed or delivered. Section 2. Reserves. The Board of Directors shall build up and maintain an adequate reserve fund as provided for in the Declaration. Section 3. Commingling Accounts. Except as otherwise provided, all sums collected by the Board of Directors with respect to assessments against the Owners may be commingled into a single fund. Section 4. Statement of Common Expenses. The Board of Directors shall promptly provide any Owner so requesting the same in writing, with a written statement of all unpaid assessments for Common Expenses due from such Owner. ARTICLE XI Rules and Regulations Section 1. Rules and Regulations. Rules and Regulations concerning the operation and use of the Common Area may be promulgated and amended by the Board of Directors, provided that such Rules and Regulations are not contrary to or inconsistent with the Property Owners Act, the Declaration or the Bylaws. Copies of the Rules and Regulations shall be provided to each Owner and are attached hereto as Exhibit A. Section 2. Charges. The Association shall have the power to assess charges against any Lot Owner for any violation of the Condominium Instruments or of the Rules or Regulations promulgated pursuant thereto for which such Lot Owner or his family members, tenants, guests or other invitees are responsible. Before any such charges may be imposed, the Lot Owner shall be given an opportunity to be heard and to be represented by counsel before the Board or such other tribunal as designated by the Board. The amount of any charges so
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assessed shall not exceed the statutory limit set as determined by Section 55-513(B) of the Code of Virginia. ARTICLE XII Ownership of Lots Section 1. No Severance of Ownership. Except to the extent otherwise expressly provided by the Declaration, these Bylaws or the Property Owners Act, the undivided interest in the Common Area allocated to any Lot shall not be altered, and any purported transfer, encumbrance, or other disposition of that interest without the Lot to which it appertains shall be void. Section 2. Right of Access. An Owner shall grant a right of access to his Lot to the Board of Directors or the Managing Agent, or any other person authorized by the Board of Directors or the Managing Agent, or any group of the foregoing, for the purpose of making inspections or for the purpose of correcting any condition originating in his Lot and threatening another Lot or the Common Area, or for the purpose of performing installations, alterations or repairs to the mechanical or electrical services or the Common Area in his Lot or elsewhere in the Property, or to correct any condition which violates the provisions of any mortgage covering another Association Lot, provided that requests for entry are made in advance and that any such entry is at a time reasonably convenient to the Owner. In case of an emergency, such right of entry shall be immediate, whether the Owner is present at the time or not. ARTICLE XIII Compliance and Default Section 1. Relief. Each Owner shall be governed by, and shall comply with, all of the terms of the Declaration, these Bylaws, and the Rules and Regulations, and any amendments of the same. A default by an Owner shall entitle the Association, acting through its Board of Directors or through the Managing Agent, to the following relief: (a) Legal Proceedings. Failure to comply with any of the terms of the Declaration, these Bylaws, or the Rules and Regulations shall be grounds for relief which may include, without limiting the same, an action to recover any sums due for money damages, injunctive relief, foreclosure of the lien for payment of all assessments, any other relief provided for in these Bylaws, or the Code of Virginia, or any combination thereof, and any other relief afforded by a court of competent jurisdiction, all of which relief may be sought by the Association, the Board of Directors, the Managing Agent, or, if appropriate, by any aggrieved Owner. In the event such legal proceedings ensue against any Owner, such Owner shall automatically become responsible for any costs and actual or contingent attorneys fees incurred as a result of his failure to comply with the terms of the Declaration, Bylaws, or Rules and Regulations. In the event an Owner sues the Association
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and the Association prevails, the Association shall be entitled to the recovery of its costs and actual or contingent attorneys fees incurred in its defense. (b) No Waiver of Rights. The failure of the Association, the Board of Directors, or of an Owner to enforce any right, provision, covenant, or condition which may be granted by the Declaration, these Bylaws or the Rules and Regulations shall not constitute a waiver of the right of the Association, the Board of Directors or the Owner to enforce such right, provision, covenant, or condition in the future. All rights, remedies and privileges granted to the Association, the Board of Directors, or any Owner pursuant to any term, provision, covenant or condition of the Declaration, these Bylaws or the Rules and Regulations shall be deemed to be cumulative, and the exercise of any one or more thereof shall not be deemed to constitute an election of remedies, nor shall it preclude the party exercising the same from exercising such privileges as may be granted to such party by the Declaration, these Bylaws or the Rules and Regulations, or at law or in equity. (c) Abatement and Enjoinment of Violations by Owners. The violation of any Rule or Regulation adopted by the Board of Directors, or the breach of the Declaration, or the breach of any provision of the Declaration, shall give the Board of Directors the right, in addition to any other rights set forth in these Bylaws: (1) to enter the Lot in which, or as to which, such violation or breach exists and summarily to abate and remove, at the expense of the defaulting Owner, any structure, thing or condition that may exist therein contrary to the intent and meaning of the provisions hereof, and the Board of Directors shall not thereby be deemed guilty in any manner of trespass; or (2) to enjoin, abate or remedy by appropriate legal proceedings, either at law or in equity, the continuance of any such breach. ARTICLE XIV Miscellaneous Section 1. Notices. Unless stated otherwise in these Bylaws, all notices, demands, bills, statements or other communications under these Bylaws shall be in writing and shall be deemed to have been duly given if delivered personally, or mailed via United States Mail or electronic mail, (a) if to an Owner via U.S. Mail, at the address of his Lot or at such other address as the Owner may have designated by notice in writing to the Secretary, (b) if to an Owner via electronic mail, at the email address the Owner may have designated by notice in writing to the Secretary to receive electronic communication, or (c) if to the Association, the Board of Directors or the Managing Agent, at the principal office of the Managing Agent or at such other address as shall be designated by notice in writing to the Owners pursuant of this Section. This notice provision does not apply to service of process. Section 2. Invalidity. The invalidity of any part of these Bylaws shall not impair or affect in any manner the validity, enforceability or effect of the balance of these Bylaws.

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Section 3. Inconsistencies. If any inconsistencies between these Bylaws and the Declaration exist, the provisions within the Declaration shall prevail. Section 4. Captions. The captions herein are inserted only as a matter of convenience and for reference only and in no way define, limit or describe the scope of these Bylaws, or the intent of any provision thereof. Section 5. Gender. The use of the masculine gender in these Bylaws shall be deemed to include the feminine gender and the use of the singular shall be deemed to include the plural, and vice versa, whenever the context so requires. ARTICLE XV Amendments to Bylaws Section 1. Amendments. Except as otherwise provided in this Section, these Bylaws may be modified or amended by a vote of a majority of a quorum of members present, in person or by proxy, at a duly called special meeting for the purpose of amending said Bylaws, provided that notice of the proposed amendment was given to each Owner simultaneously with the notice of such meeting. Section 2. Conflicts. No modification or amendment of these Bylaws may be adopted which is inconsistent with the provisions of the Property Owners Act. A modification or amendment, once adopted and recorded as provided for herein, shall then constitute part of the official Bylaws of the Association and all Owners shall be bound to abide by such modification or amendment.

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ADOPTED, and thereby rescinding any previously adopted Bylaws or Amendments thereto, by the Owners of a majority of a quorum of members present at a meeting duly noticed, of Ipswich Townvillas Association, Inc., this ___ day of _______________________, 20___ as evidenced by the signatures of the President and Secretary below. I, ______________________, President of IPSWICH TOWNVILLAS ASSOCIATION, INC., do hereby certify that this amendment was properly noticed and that majority of a quorum of members present at a meeting duly noticed has signed this amendment or ratifications thereof. I further certify that the Association has obtained mortgagee consent and fully complied with 55-515.1 of the Code of Virginia.

By: __________________________ President

COMMONWEALTH OF VIRGINIA CITY OF ________________, TO WIT: I, ____________________, a Notary Public in and for the City aforesaid, in the Commonwealth of Virginia, do hereby certify that _________________________, President, IPSWICH TOWNVILLAS ASSOCIATION, INC., whose name is signed to the above amendment bearing date on the ___ day of ______________, 20___, has acknowledged the same before me in my City aforesaid. Given under my hand this ____ day of ___________, 20___. _______________________ NOTARY PUBLIC My commission expires: _________ My registration number: _________

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I, ______________________, Secretary of IPSWICH TOWNVILLAS ASSOCIATION, INC., do hereby certify that this amendment was properly noticed and that majority of a quorum of members present at a meeting duly noticed has signed this amendment or ratifications thereof. I further certify that the Association has obtained mortgagee consent and fully complied with 55-515.1 of the Code of Virginia.

Attest: __________________________ Secretary

COMMONWEALTH OF VIRGINIA CITY OF ________________, TO WIT: I, ____________________, a Notary Public in and for the City aforesaid, in the Commonwealth of Virginia, do hereby certify that _________________________, Secretary, IPSWICH TOWNVILLAS ASSOCIATION, INC., whose name is signed to the above amendment bearing date on the ___ day of ______________, 20___, has acknowledged the same before me in my City aforesaid. Given under my hand this ____ day of ___________, 20___. _______________________ NOTARY PUBLIC My commission expires: _________ My registration number: _________

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