​​​​​State of the Building
February 17, 2025
D. Gulley

As your outgoing president, it is my happy task to brief the owners on where we are today and what to expect soon.
1. The building is in good shape, with our new elevator and completed
Structural Integrity Reserve Study. This includes budgeting for long-term needs. No large expenditures are projected for a number of years to come.

2. We are now making good use of our common Apartment 107.

3. We introduced a best-practices approach to governance, including improved procedures for contracting and an end to cronyism; maximum transparency to owners; a return to regular audits by our accountants; and proper document control and retention. GRS and an outstanding board were very helpful in this.

4. We introduced owner surveys and made decisions based on the interests of the many, not the noisy few.

5. We introduced improved budgeting, restricted increases even in this inflationary economy, and did not ask for a single special
assessment.

6. Not one single lawsuit “frivolous” or otherwise, was filed or defended by your board. This compares favorably to earlier boards. I attribute this to careful adherence to the law. Legal fees were higher than desired, owing to owner misconduct, contractor misconduct, and the two “intent letters” sent by developers. With the large remediation investments behind us now, here are a couple of items to pay attention to in the future:

1. First, the big enchilada: Expect more developer interest.
a. The current board handled two letters of interest in purchasing
our building. The board followed legal advice, maximizing
transparency without encouraging the developers to spend
more on their current pre-offer. [This is done so they cannot
sue us for false encouragement.]
b. Owners should consider retaining a qualified adviser to brief
us on the in’s and out’s of selling, leading to a more informed
discussion.

2. Second, the unglamorous subject of electricity and water.

The question for owners is whether to address aging infrastructure head- on or wait for problems. Updating the SIRS report offers us that opportunity.

3. Third, further developments in board governance, prompted by
stronger state laws.

The state reminds us that the two biggest risks for communities, such as ours, are hurricanes and financial mismanagement. We’ve experienced both, but fortunately nothing catastrophic. Some past practices will soon be considered a crime. We should further improve document retention and requests, and communications generally. We’ve received advice, and none of the
improvements need to be expensive; we just need to move forward.

4. Fourth, we’re all hoping for progress in terms of landscaping, the
grounds more generally, and our private beach area.

Finally, I should correct some of the misinformation circulated during the election campaign: The elevator replacement was highly successful. The board completed the project with no special assessment. We made sure we had an exceptional amount of interaction with owners. I worked with Steve Pepe to review the contract specifications. Steve’s main interest was in delaying the project another year, increasing the scope of work, and finding his own preferred bidder for a later, more expensive project. Other than that, Steve offered some detailed suggestions, and while most were known, a few were helpful. In contrast to the elevator, the cement project was the biggest and most expensive project in the building’s history. It was an overwhelming responsibility, and we should keep realistic expectations about board performance. While we made progress this project was not completed.
We are still addressing lingering problems, a common situation with projects big and small. As for the recent column remediation: this work was in the original scope of work, and there’s a chance we ended up paying for it twice. As for last March’s column work, the engineer at the time (Marshall) recommended a contractor who bid $129,927. Instead, we went with Coral Sun, who bid $52,539 for the same scope of work, and who did a fine job. Marshall, of course, also supervised the USSI work, and approved a large payment for work that hadn’t been done. Then when we terminated him, he tried to get our building “red tagged” and evacuated. On the heels of this event, another developer came knocking. Had Marshall been successful, a demoralized ownership might have been open to selling on the cheap. We have filed a complaint with the licensing board over this and are asking the engineer to refund money sufficient to cover the legal costs. For now, this expense is behind us. The new board will consider whether to hold out for reimbursement of legal expenses. The upcoming painting contract is another opportunity to further improve the property.
In closing, thanks for your attention to my report of our labors on your behalf.

​D. Gulley

Feb 18, 2025
​Dear Gulley and Board Members,

The REAL State of Our Building

The REAL State of Our Building must be addressed transparently and responsibly. The ongoing mismanagement and neglect have resulted in unnecessary expenses, avoidable repairs, and a decline in the building’s value. This must change immediately.

Leaking Roof
For three years, I have repeatedly pointed out the need for proper sealing of the roof. Yet, the issue remains unresolved. Unfortunately, your continued inaction has caused avoidable damage and remains an urgent matter that requires immediate correction.

Elevator Consultant and Cost Overruns
The consultant you hired for $15,000, a friend of the doctor, made severe miscalculations. The proposed $425,000 plan for a six-story elevator failed to include the replacement of rusted-out door jambs and tracks. Now, correcting this oversight is costing an additional $120,000. I had already obtained a complete proposal from Schindler Elevator Company for $369,000—truthfully priced and fully inclusive of necessary repairs. Your decision to proceed with the doctor’s recommendation was reckless and costly.

Assessment Increases
Raising assessments three years in a row has significantly devalued the building. Not once has the board proposed or implemented cost-saving measures to offset these increases. This is not just incompetence; it is financial negligence.

Painting Contract Mismanagement
The painting contract you signed is a failure of planning and oversight. The decision to exclude balconies and walkways—the most visible and critical areas—demonstrates a complete lack of foresight. Additionally, the railings, which are powder-coated, should not be painted for years, making this an unnecessary expenditure and a waste of funds.

Failure to Address Rust Prevention
Painting without properly sealing balcony railings guarantees that rust will bleed through within months, rendering the entire job ineffective. Any competent decision-maker would recognize that the roof should be repaired before undertaking a major painting project.

Financial Mismanagement and Inexperience
The board's handling of construction projects and financial oversight has been amateurish at best. The last three years have seen excessive and poorly justified expenditures, particularly in legal fees. This reckless spending must end.

Mismanagement of Purchase Offers
Significant mistakes were made in handling offers for the building. The was a lack of transparency in strategic decision-making by not including more details regarding the offers. 

Lack of Transparency and Accountability
Your well-worded letters do nothing to mask the reality of this board’s failure. The refusal to be transparent and truthful about the state of the building is unacceptable. Enough is enough.

This board has proven time and again that it is incapable of properly managing the building. It is time for a leadership change. I urge my fellow owners to demand accountability and consider a new direction—one that prioritizes competence, transparency, and financial responsibility.

Sincerely,
Steve Pepe​

02/18/2025

He just can’t help himself with the “election interference”. There was nothing necessary or even helpful in this message. Clearly, its intent was again to interfere with the election as BOD President and disparage Steve. He did not write this in his capacity as a fellow member. He wrote this in his capacity as the outgoing President . It’s despicable. We have never had anyone behave like this before. Anyone else want to call him out on it this time? 
name hidden, given upon request

02/18/2025

Dear PBSA Neighbors,
I hope everyone is well and enjoying their winter.  I was not going to send am email out to you all because I did not want to talk about certain things but clearly some owners have chosen to act out inappropriately and downright nasty and I feel the need to call them out.  After President Gulley (who calls himself the Sheriff of PBSA) put up so many obstacles for Rick Koch and I to moderate an Owners Candidate Evening we stepped away. Sheriff Gulley thought he won but actually it was a manipulation on my part because he was trying to stop the event altogether and I knew he would say no to be but he would never say no to Liz Sullivan who graciously stepped up to provide the owners with a practice that has been ongoing since the beginning of time.  
Liz ran a calm, respectful and inclusive event that 36 owners, more than the 12 that attended the Board Candidate Event, showed up.  The evening was a hybrid of Zoom and in person attendance and three candidates, all of whom had been on the board before showed up to answer whatever questions were thrown their way.   The questions were not vetted nor rewritten, unlike the Board Event ones were.   Every person at PBSA gets a vote.  Therefore every person at PBSA gets a say.  Not a muted say, not a ‘rewritten’ say but rather an 'owners right' say.  Liz asked that everyone treat all with respect and there was a reminder that the three previous board candidates knew it was a thankless job yet they were prepared to do it again for the betterment of our paradise here.   The evening went along beautifully.  People got to ask questions, candidates got to show their passion for being on the board and it was very well run.  
As I said I was not going to speak about this but then President Gulley sent out ‘his’ ‘State of the Building’ and within all the mumble jumble of the great things he has done, like surveys - that lead no where, the elevator project that was already in process when he became President (and still is not working well) OR how he was going to ruin our season by painting the building while we were all here until some owners spoke up to put a stop to it - he used this ‘State of the Building’ to once again get involved with “election interference”.    It was his State of the Building email that made me speak out.  Gulley used this to slam a candidate and it took me back to the Owners event when certain individuals were swearing and being rude on an unmuted zoom and posed a ‘Gotcha’ question.  Some owners asked why I didn’t mute the three people that were inappropriate and I said that at the owners event everyone gets a say (unlike the Owners monthly meetings where we are constantly shut down) and, owners themselves, should hold themselves accountable to be ‘better’ and respectful.  Clearly the three on the zoom that were rude don’t really hold themselves to any standards, let alone higher standards.
I am not writing this email to influence anyones vote.  Unlike what Lisa and David Gulley and Jay Jordan have done.   We all have a say. We all get to vote for whomever we want . But shame on two board members and the wife of the president (whom I expected more from) trying to use their power to slag a candidate.
David Gulley ran for the board under the guise of bringing transparency to the table and did anything but. It is rich of him to talk about another ex board member and their transparency when he did nothing but hide.  However, he has been transparent about one thing and one thing only - it would be his way or the highway.  We have had NO committees.  The breezeway which was a process of months was not an official committee because the President would not approve it.  It got done because one board member pushed and pushed to make that area more beautiful for all owners.  There has been no events in the lobby.  The President could not even get enough owners to vote for a free putting green that a gracious owner was going to donate.  
I could go on and on but I just want to put everyone back on track. We need two people to join the board (unlike when President Gulley would not assign a 5th person to the board as he was afraid to be challenged - remember that year!), and all five of the candidates have thrown their hat into the ring.  All five deserve our respect.  Speak to them.  Ask them what they will and won’t do.  Don’t listen to an outgoing President whose only fear is that the next board will actually get stuff done.  I for one (of many) will be very happy to see his term end on Thursday. Thank you for your service President/Sheriff Gulley.
I will also ask the three remaining board members to welcome whomever comes to the board.  To work as a UNIT for the owners not as individuals and to please do the one thing that we have asked every board to do before…..Listen to the owners.  It is the owners that make this place a paradise.  
Be well.  Be kind.  Be respectful.
name hidden, given upon request

​

02/18/2025

Thank you XXXX . A very well written, clear and on point letter.
Rich Bolton
410

02/18/2025

Great letter XXXXX,
We echo all of your words. It’s about time we start showing respect to all our neighbors, we are in this together! Let’s make it our paradise and not the hell that we have been experiencing. This is not about me BUT WE. We now have the opportunity to make it right let’s join together and make it happen.
name hidden, given upon request

02/18/2025

Great points XXXX!!

name hidden, given upon request

02/18/2025

Hi, XXXX,

Thank you for pointing out all of the inconsistencies referenced in David Gulley ,State of the Building ,message. I ditto your Be Kind, Be Well, Be Respectful 
name hidden, given upon request

​

 PROPRIETARY LEASE

THIS INDENTURE OF LEASE, made this _________ day of _______________,
195_ between THE PALM BEACH SHORES APARTMENTS, INC., a corporation
organized under the law of the State of Delaware and authorized to do business
in the State of Florida, hereinafter called the "Lessor", and _______________
______________ residing at _________________________________________
______________ hereinafter called the "Lessee".
WHEREAS, the Lessor is the owner of Lots______________________________,
PALM BEACH SHORES, according to the Plat thereof on file in the office of the
Clerk of the Circuit Court, in and for Palm Beach County, Florida, on which
There now stands a five-story apartment building, and has leased
or proposes to lease the apartments in said building to the several members of
the Lessor Corporation by instrument similar to this indenture.
 NOW, in consideration of the mutual covenants and agreements herein
Contained, the Lessor hereby leases to the Lessee and the Lessee hereby hires
from the Lessor that certain space on the _________ floor of said building
known as Apartment __________.
TO HAVE AND TO HOLD said apartment with its appurtenances unto the
Lessee, his legal representatives and authorized assigns on the terms and conditions herein set forth from _____________________ until _January 31, 2056_,
unless sooner terminated as hereinafter provided, at a rental for each year
during said term equal to the Lessee’s proportionate share, as hereinafter
provided, of the aggregate cash requirements of the Lessor as hereinafter defined for such year, together with any other additional expenses as hereinafter
provided.
The cash requirements of the Lessor for each year are hereby defined and
shall be deemed to be such aggregate sum as the Board of Directors of the
lessor by resolutions adopted from time to time shall determine in its judgement
is to be paid by the Lessees under proprietary leases then in force, after deducting any estimated income other than rentals under proprietary leases to
enable the Lessor to pay all estimated expenses and outlays of the Lessor to the
close of such year in connection with the ownership, maintenance and operation
of such land and building, including but necessarily limited to taxes,
assessments, water rates, insurance premiums, operating expenses, and liabilities incurred by the Lessor, interest and amortization on indebtedness, payment
of liens or other charges and of any deficit remaining from a previous period,
the creation of a reasonable reserve or surplus fund, and other corporate purposes.
The Board of Directors of the Lessor may from time to time by resolutions
duly adopted up to the close of the year for which such cash requirements have
been determined, increase or diminish the amount previously determined for
such year. The Board of Directors may include in the cash requirements for
any year any liabilities which accrued or became payable in the previous year,
and also any sums which such Board may deem it prudent to provide as a reserve
against liabilities or expenses then accrued or thereafter to accrue although not
payable in that year.
REPAIRS
MAINTENANCE
The rent payable by the Lessee in and for each year of said term shall
Begin to accrue on the date of commencement of the term herein granted and
Shall be a sum equal to ____________________ percent of the aggregate amount
of the said cash requirements for such year determined as aforesaid, and such
rent, together with any additional rent accruing hereunder shall be payable in
monthly installments in advance on the first day of each month in such installments as shall be required by resolution of the Board of Directors of the Lessor.
The omission of the Board of Directors of the Lessor prior to the expiration
of any year of the term hereof, to fix the rent for that or the next year shall
not be deemed a waiver or modification of any of the provisions of this lease,
or a release of the Lessee from the obligation to pay rent for that or any subsequent year, provided such rent shall ultimately be fixed.
The Board of Directors of the Lessor shall have discretionary power to
prescribe the manner of maintaining and operating the building, and to determine
the cash requirements of the Lessor to be paid by the Lessees as aforesaid. Every
such determination by said Board of Directors shall be final and conclusive as to
all lessees under proprietary leases, and any expenditures made under the direction or with the approval of the said Board of Directors shall, as against such
lessees, to be deemed necessarily and properly made for such purposes.
The Lessor shall on or before March 1 in each year of the term, furnish
to the Lessee a statement as to the amount of rental paid by the Lessee during
the preceding calendar year, which has been used by the Lessor for payment of
taxes on its real estate and interest on its mortgage thereon, if any, and shall
within three months after the close of each fiscal year of the Lessor furnish to
the Lessee a summarized statement of the receipts, disbursements and paid-in
surplus of the Lessor during said fiscal year.
The power to determine the amount of and the required payment of the said
rental shall be possessed only by the Board of Directors of the Lessor elected by
its members, and shall not pass to or be exercised by any creditor, receiver or
trustee of the Lessor or any representative of any of said persons or by any board
of directors elected by any such creditor, receiver or trustee or representative
thereof.
 ARTICLE I.
THE LESSOR COVENANTS WITH THE LESSEE AS FOLLOWS:
 First: The Lessor shall keep in good repair the foundations, sidewalks, walls,
supports, beams, roofs, terraces, gutters, fences, cellars, chimneys, entrances,
and street and court doorways, main halls, main stairways, windows, laundries,
elevators, pumps, and tanks, and all main and principal pipes for carrying water
or gas through the building, and the main drain pipes and electrical conduits,
together with all plumbing, heating and other apparatus intended for the general
service of the building, except those portions which it is the duty of the Lessee
to keep in good repair as provided in Article II hereof. The Lessee shall give
the Lessor prompt notice of any accident or defect known to the Lessee and requiring repairs to be made; and all such repairs shall be at the expense of the
Lessor, unless the same shall have been rendered necessary by the neglect or
carelessness of the Lessee, or any of his family, guests, employees or subtenants,
in which case the expense is to be borne by the Lessee.
Second: The Lessor shall maintain and manage the building providing a
resident superintendent throughout the year, and shall keep the elevator, public
halls and stairways clean and properly lighted. Lessor shall also maintain the
grounds and pool, provided however, that the determination as to the number
of employees requisite to furnish proper care of the building and its appurtenances
and proper service to the Lessees, shall rest in the sole and exclusive judgment
of the Board of Directors of the Lessor.
DAMAGE
TO
BUILDING
BOOKS
OF
ACCOUNT
QUIET
ENJOYMENT
PAYMENT
OF
RENT
ELECTRIC
AND
TELEPHONE
SERVICE
Third: In case the building shall be partly damaged by fire or other cause
it shall be repaired as speedily and as reasonably possible, at the expense of
the Lessor, so as to conform substantially to the plans and specifications under
which the building was completed. In case the damage shall be so extensive
as to render the apartment untenantable; and in case of the total destruction of
the building by fire or otherwise, the rent shall be paid up to the time of such
destruction, and thereupon this lease and all rights and obligations of the parties
hereunder shall wholly cease and expire. In case of such total destruction of
the building and that the Lessor should determine not to replace said building,
then in that event the proceeds from any and all insurance that might be in effect
shall be paid to the Lessees on the same percentage of the whole as the percentage
of rent hereinbefore mentioned.
Fourth: The Lessor shall keep full and correct books of account at such
place as the board of Directors may from time to time determine, and the same
shall be open during all reasonable hours to inspection by the Lessee or his
representative.
Fifth: In every proprietary lease executed by the Lessor there will be
specified the percentage of the cash requirements of the Lessor payable as rent
in relation to the aggregate number of all the proprietary leases to be in force
so as to constitute the sum of 100 per cent of the cash requirements and be the
basis for fixing, as hereinbefore provided, the proportionate share of the aggregate amount of the cash requirements of the Lessor payable as rent by the Lessee.
Sixth: All proprietary leases of apartments in the building hereafter executed shall be in the form of this lease, except with respect to the percentage
of the aggregate sum of the cash requirements of the Lessor to be paid by the
Lessee as rent for use and occupancy by the Lessee. The lessor will not make
or consent to any change or alteration in the terms or conditions of the proprietary lease which shall have been executed by the Lessor (as distinct from the
house rules) unless such change or alteration shall be made pursuant to the
affirmative vote taken at a meeting called for that purpose or written consent
signed by Lessees composed of at least two-thirds of the members of the Lessor
Corporation.
Seventh: The Lessee on paying the rent and performing all of the covenants
and conditions hereof on the part of the Lessee to be performed shall quietly
have, hold and enjoy the apartment without any let, suit, trouble or hindrance
from the Lessor.
 Article II.
THE LESSEE HEREBY COVENANTS WITH THE LESSOR AS FOLLOWS:
First: The Lessee will pay the rent herein reserved to the Lessor on the
terms, at the times and in the manner herein provided, without deduction for
any set-off of claim against the Lessor. If the Lessee shall fail to pay any installment of rent within 10 days from the time same becomes due, the Lessee
shall on demand pay interest thereon at the rate of six per cent per annum from
the date when such installment became due to the date of payment thereof, and
such interest shall be deemed additional rent hereunder.
Second: If the Lessor shall contract for the furnishing of electric current
for the building by the public service corporation, the Lessee will purchase from
the Lessor all electric current that the Lessee shall require, and will pay the
Lessor for the amount consumed as indicated by the matter furnished therefor, at
the same rates charged by said public service corporation for consumption similar to that of the Lessee, and the Lessee shall comply with rules and regulations
similar to those prescribed by said public service corporation. Payment for such
electric current and telephone service shall be made as and when bills therefor
are rendered, and shall include all taxes or imports chargeable to or customarily
collected from users or consumers of such utilities. If at any time such payments are in default, they shall be deemed to be additional rent hereunder. 
RIGHTS ON
DEFAULT
COLLECTION
FROM
UNDERTENANTS
HOUSE
RULES
Third: In the event the Lessor resumes possession of the apartment by
summary proceedings, action of ejectment or otherwise, because of default by
the Lessee in payment of rent, additional rent, or other default, or on expiration
of the term pursuant to a notice given as provided in Article III hereof on the
happening of any event specified in sub-sections (a), (b), (c), (d), (e) and (f)
of paragraph First of Article III, the Lessor may, at its option, either relet the
apartment for the Lessor’s own account or from time to time relet the apartment
as the agent of or for the account of the Lessee. If the Lessor relets the apartment as agent of or for the account of the Lessee, it shall after reimbursing
itself for its reasonable expenses in connection therewith, including a reasonable
amount for decorations, alterations and repairs in and to the apartment, apply
the remaining avails of such reletting to the payment of any sums then due
from the Lessee to the Lessor or which would thereafter have become due from
the Lessee under the provisions of this lease if the Lessor had not so resumed
possession, accounting to the Lessee at the expiration of each of the several
terms of such reletting for the surplus, if any. If at any time or from time to
time before expiration of the term originally leased hereunder, there shall be
a deficiency between the avails of such reletting and such sums as would have
become due hereunder, the Lessee agrees to pay such deficiency on demand. If
the Lessee shall at any time sublet the apartment and shall default for a period
of 10 days in the payment of any rent, the Lessor may, at its option, so long as
such default shall continue, demand and receive from any subtenant of the
Lessee occupying the apartment the rent due or becoming due from such subtenants to the Lessee, up to an amount sufficient to pay all sums due from the
Lessee to the Lessor, and any such payment of such rent to the Lessor shall be
sufficient payment and discharge of such subtenant as between such subtenant
and the Lessee, to the extent of the amount so paid; and any such demand or
acceptance of rent from any subtenant, or from any assignee hereof, shall not
be deemed a consent or approval of any sublease or assignment by the Lessee.
Fourth: The Lessor may from time to time establish such reasonable
house rules as its Board of Directors may deem necessary for the management
and control of the building, and may from time to time alter, amend and repeal
such rules, and this lease shall be in all respects subject to such rules,
which, when a copy thereof has been furnished to the Lessee, shall be taken
to be part hereof, and the Lessee shall obey all such rules and see that they
are faithfully observed by the family, guests, employees and sub-tenants of
the Lessee, it being understood that such rules shall apply to and be binding
on all tenants of the building, whether members of the Lessor or not, but
that the Lessor shall not be responsible to the Lessee for violation of such
rules by any lessee or other person. Without limiting the generality of the
foregoing, such house rules may regulate and control the use of any roof or
terrace appurtenant to the apartment. Such house rules may be amended
from time to time by action of the members of the Lessor Corporation at any
annual meeting or a special meeting called for that purpose.
Fifth: The Lessee shall not occupy or use the apartment, or permit
the same or any part thereof to be occupied or used for any purpose other
than as a private dwelling apartment for the Lessee, the immediate family,
guests and servants of the Lessee, and shall not permit or suffer anything to
be done or kept in the apartment which will increase the rate of fire insurance
on the building or contents thereof, or interfere with the rights of other tenants or annoy such tenants by unreasonable noises or otherwise, or which will
obstruct the public halls or stairways of the building. The Lessee will comply
with all the requirements of the Board of Health and other governmental authorities and with all laws, ordinances, rules and regulations with respect to
the apartment; and if, by reason of the occupancy or use of the apartment by
the Lessee, the rate of fire insurance on the building or its contents shall be
increased, the Lessee shall become personally liable for the additional insurance premiums upon all policies covering the building, and the Lessor shall
have the right to demand and collect the same from the Lessee, as additional
rent.
SUBLETTING
RENEWAL
ASSIGNMENT
RELEASE
OF
LESSEE
ON
ASSIGNMENT
Sixth: A. The Lessees shall have the right to sub-let the whole or
any part of the apartment only upon the terms and conditions stated in the ByLaws adopted by the Lessor Corporation.
Sixth: B. This lease, on January 31, 2056, and at the end of each
term of 99 years thereafter, shall automatically be renewed for an additional
term of 99 years, upon the same terms and conditions herein stated, unless
sooner terminated, as herein provided.
Seventh: Except as provided in Article IV hereof, the Lessee shall not
assign this lease, or any interest therein, and no such assignment shall take
effect as against the Lessor for any purpose, unless and until all of the following conditions precedent have been complied with:
1. An instrument of assignment containing a covenant by the assignee
to perform all covenants and conditions of this lease to be performed by the
Lessee after the effective date of said assignment, must be executed and acknowledged by the assignee and delivered to the Lessor.
2. The assignee must be approved by a majority by the Board of
Directors and members of the Lessor Corporation and shall become a member of
the Lessor Corporation in good standing.
3. All sums due from the Lessee, together with a sum to be fixed by
the Board of Directors of the Lessor to cover reasonable legal and other expenses of the Lessor in connection with such assignment must be paid to the
Lessor.
4. A written consent to such assignment, authorized by resolution of the
Board of Directors or signed by a majority of the members of the Lessor Corporation who then hold proprietary leases in force, must be delivered to the Lessor.
5. A written rejection of such proposed assignment, or a written consent
thereto, must be mailed or delivered to the Lessee requesting same within 30
days of the date of receipt by Lessor of a properly executed application for assignment, containing such information concerning proposed assignee as the Board
of Directors requires of applicants applying initially for membership.
Eighth: Whenever the Lessee shall, under the provisions of this lease, be
permitted to and shall assign the same, and the assignee shall deliver to the
Lessor a writing assuming all of the unfulfilled obligations of the assignor hereunder, the assignor shall have no further liability on any covenants of this lease
and, on the assignment of this lease as herein permitted, the lease shall, at the
option of the Lessor, be surrendered, and a new lease for the remainder of the
term of this lease, in the same form, be entered into between Lessor and
Assignee.
No personal representative or successor of the Lessee, or trustee, or receiver of his property, or anyone to whom the interest of the Lessee hereunder
shall pass by law, shall be entitled to assign this lease or sublet the apartment
or any part thereof, except on compliance with the requirements of this Article
II. The restrictions on the occupancy of the apartment and on assignment of
this lease, are a special consideration and inducement for the granting of this
lease by the Lessor to the Lessee; and in the event of a violation by the Lessee
of the restrictions and covenants herein contained with respect to either subletting
or assignment, this lease may at the option of the Lessor be terminated as hereinafter provided, and the Lessor may cease performance of its covenants contained
in Article I of this lease, and may enjoin and prevent occupancy of the apartment
by anyone other than the Lessee or his immediate family. 
INTERIOR
REPAIRS
ALTERATIONS
REMOVAL OF
FIXTURES
INSTALLED
BY LESSEE
MECHANICS'
LIENS
Ninth: The Lessor shall keep the interior of the apartment in good repair,
The Lessor shall not be held answerable for any repairs in or to the same except
as hereinbefore specifically provided. In case of refusal or neglect of the
Lessee, during ten days after notice in writing from the Lessor, to make such
repairs or to restore the apartment to good condition, such repairs or restoration
may be made by the Lessor, which shall have the right, by its officers or agents,
to enter the apartment for that purpose, and to collect the cost of such repairs
or restoration on demand, as additional rent, and the Lessee agrees to pay same
on demand.
Tenth: The Lessee shall not, without first obtaining the written consent
of the Lessor, make any structural alteration in the apartment or any terrace
or other appurtenance thereto, or any alteration of the water, gas, or other
pipes, conduits or plumbing, or, except as herein authorized, remove any additions, improvements or fixtures from the apartment. If the Lessee shall hereafter
place in the apartment at the Lessee’s expense any additions, improvements or
fixtures, such as mantels, lighting fixtures, refrigerators, cooking ranges,
paneling, or decorations which can be removed without material injury to the
premises, then the Lessee shall have the right prior to the termination of this
lease, to remove same at the Lessee’s own expense, provided: (a) that the
Lessee at the time of such removal shall not be in default in payment of rent
or performance of any provisions of this lease; (b) that on such removal, the
Lessee shall give at least five days written notice thereof in advance to the
Lessor; (c) that the Lessee shall pay the cost of such removal and repair any
damage resulting therefrom; (d) that the Lessee shall replace and reinstall at
his own expense any equipment that was in the apartment when the Lessee entered
into possession or shall replace and re-install substitutes of a kind and quality
customary in buildings of this type and satisfactory to the Lessor.
If the Lessee shall at his own expense have placed in the apartment any
such addition, improvements or fixtures, he shall have the right to remove
same on complying with the provisions of this lease relating to such removal
and replacement and the repair of damage resulting therefrom.
On the expiration of the term hereby granted, or the sooner termination
of this lease, the Lessee shall surrender to the Lessor possession of the apartment with all additions, improvements and fixtures then included therein except
as hereinabove provided.
Eleventh: In case there shall be filed a notice of mechanic’s lien against
the building, purporting to be for labor or material furnished at the building
or the apartment to or for the Lessee or anyone claiming under him, the Lessee
shall forthwith cause such lien to be discharged by payment, bonding or otherwise;
and if the Lessee shall fail to cause such lien to be discharged within ten days
after the filing of such notice of lien, the Lessor may cause such lien to be discharged by bonding, payment, or otherwise without investigation as to the
validity thereof or of any offsets or defense thereto, and shall have the right
on demand to collect, as additional rent, all amounts so paid and all expenses
incurred in connection therewith, including reasonable attorney’s fees and
disbursements, with interest thereon from the times of payment.
RIGHT OF ENTRY
WAIVERS
ATTORNEYS'
FEES
LESSOR'S
IMMUNITIES
Twelfth: The Lessor and its agents shall be permitted to visit and examine
the apartment at any reasonable hour, and workmen may enter at any time when
authorized by the Lessor or its agents, to make or facilitate repairs in any part
of the building and to remove such portions of the walls, floors and ceilings of
the apartment as may be required for the purpose of making such repairs but the
Lessor shall at its own expense restore the premises to their proper and usual
condition. If the Lessee shall not be personally present to permit entry into the
apartment at any time when an entry therein shall be permissible hereunder, the
Lessor or its agents may forcibly enter the apartment without rendering the Lessor
or such agents liable to any claim or cause of action for damages, and without
in any manner affecting the obligations of this lease; and the right hereby
reserved does not impose, nor does the Lessor assume by reason thereof, any
liability whatsoever for care or supervision of the apartment, or of the pipes,
fixtures, appliances or appurtenances therein contained or therewith in any
manner connected, except as may be herein specifically provided.
Thirteenth: The failure of the Lessor to insist, in any instance, on a
strict performance of any of the terms, covenants or conditions of this lease, or
to exercise any right or option herein contained, or to serve any notice or to
institute any action or summary proceeding, or otherwise to act as though this
lease had expired pursuant to the provisions of Article III hereof, shall not be
construed as a waiver or relinquishment for the future of such covenant, or of
such option or right thereafter to serve notice and to have this lease expire
under the provisions of said Article III, but such covenant, option or right shall
continue in full force and effect. The receipt by the Lessor of rent, with knowledge of the breach of any covenant hereof, shall not be deemed a waiver of
such breach, and no waiver by the Lessor of any provision hereof shall be deemed
to have been made unless expressed in writing and signed by an officer of the
Lessor pursuant to authority contained in a resolution of its Board of Directors.
Though consent to an assignment hereof or to a subletting, to be given, no further assignment or subletting shall be made without express consent in writing
as hereinbefore provided.
Fourteenth: If the Lessee shall at any time be in default hereunder, or
if the Lessor shall institute an action or summary proceeding against the Lessee
based on such default, the Lessee will reimburse the Lessor for the reasonable
expense of attorneys’ fees and disbursements thereby incurred by the Lessor,
and the Lessor shall have the right to collect same on demand, as additional
rent.
Fifteenth: The Lessor shall not be liable for any failure of water supply,
electric current, telephone, elevator service, heat, or other service, or for
injury to person or property caused by the elements or by another person in the
building, or resulting from gas, electricity, water, or rain, which may leak
or flow from any part of the building, or from any of its pipes, drains, conduits,
boilers, tanks, appliances or equipment, or from any other place, unless due
to the gross negligence of the Lessor. The Lessor shall not be liable for interference with light or other incorporeal hereditaments. The Lessor shall not be
responsible for any article left with any employee of the Lessor, or for the
loss of any property by theft or otherwise. If the Lessor shall before, during or
after the term of this lease, furnish to the Lessee any storage space, use of
laundry or any other facility outside of the apartment, the same shall be furnished gratuitously by the Lessor, and if any person shall use the same, such
use shall be entirely at the risk of such person, and the Lessor shall not be
liable for any loss of property therein, or for any damage or injury whatever
to person or property therein or in connection therewith. No diminution or
abatement of rent or other compensation, shall be claimed for inconvenience
arising from the making of repairs or improvements to the building or to its
appliances, or from any space taken to comply with any law, ordinance or
order of governmental authority.
NOTICES
CO-OPERATION
EXPIRATION OF
LEASE
ASSIGNMENT OR
SUBLETTING
DEFAULT
IN RENT
LESSEE
BECOMING
INSOLVENT
OTHER
DEFAULTS
OBJECTIONABLE
CONDUCT
Sixteenth: Any notice by the Lessor to the Lessee shall be deemed to be
duly given , and any demand duly made, if sent by registered mail addressed to
the Lessee at the address hereinbefore given for him. Any notice by the Lessee
to the Lessor shall be deemed to be duly given if in writing and delivered to an
officer of the Lessor, or sent by registered mail addresses to the Lessor at the
address given in its last written communication to the Lessee.
Seventeenth: The Lessee shall in good faith endeavor at all times to observe and promote the co-operative purposes for the accomplishment of which
the Lessor was incorporated, both in his relationship with the Lessor and in his
relations with his fellow co-operative lessees.
 ARTICLE III
IT IS HEREBY MUTUALLY AGREED AS FOLLOWS:
First: If on or after the happening of any event mentioned in this paragraph
First, the Lessor shall give to the Lessee a notice stating that the term hereof
will expire on a date at least thirty days thereafter, this lease shall expire on
the date so fixed in such notice, and all right, title and interest of the Lessee
hereunder shall wholly cease and expire, it being the intention of the parties
to create hereby a conditional limitation, and thereupon the Lessor shall have
the right to re-enter the apartment and to remove all persons and property therefrom, either by summary disposes proceedings or other action at law or in
equity, or by force or otherwise, and to repossess the apartment as if this lease
had not been made, and no liability whatsoever shall attach to the Lessor by
reason of the exercise of any such rights of re-entry, repossession and removal.
(a) If at any time there be an assignment of this lease, or any subletting
hereunder, without full compliance with the requirements of paragraph Fifth of
Article II hereof.
(b) If at any time during the term of this lease the Lessee shall cease to
be a member of the Lessor Corporation or if this lease shall pass or be assigned
to anyone not then a member of the Lessor Corporation.
(c) If the Lessee shall be in default for a period of two months in the
payment of any rent or additional rent or any installment thereof.
(d) If the Lessee shall be adjudicated a bankrupt or insolvent or take the
benefit of any insolvency act; or a receiver or trustee of the property of the
Lessee shall be appointed by any Court; or the Lessee shall make a general
assignment for the benefit of creditors; or this lease owned by such Lessee shall
be pledged except with the consent of the Board of Directors of the Lessor.
(e) If the Lessee shall default in performance of any covenant or provision hereof other than the covenant to pay rent, for thirty days after written
notice of such default has been given by the Lessor.
(f) If at any time the Lessor shall determine on the affirmative vote of
two-thirds of the members of the Lessor Corporatiion who are then holding proprietary leases then in force, at a meeting of the members duly called to take
action on the subject, that because of objectionable conduct on the part of the
Lessee, or of a person dwelling in or visiting the apartment, of whatever kind
or character including but not limited to the repeated violation of rules now
or hereafter established in accordance with the provisions of this lease, or
permitting a person of dissolute, lose or immoral character to enter or remain
in the building or apartment, the tenancy of the Lessee is undesirable.
TERMINATION OF
ALL PROPRIETARY
LEASES
CONDEMNATION
SALE OF
ENTIRE
PROPERTY
WAIVER OF
REDEMPTION
RIGHTS
SURRENDER OF
POSSESSION
(g) If two-thirds or more of the Lessees who are members of the Lessor
Corporation and who hold proprietary leases then in force shall, not less than
four months before the intended date of termination, determine to terminate
all proprietary leases. Such determination shall be evidenced by a written
notice to the Lessor, executed by such Lessees, expressing such determination,
or by their vote in favor of such termination taken at a meeting of members
duly called for the purpose. On receipt of such notice or casting of such vote
the Lessor will immediately give to the holders of all proprietary leases then
in force the notice required by paragraph First of this Article to terminate all
proprietary leases as of the date so determined.
(h) If at any time the building or a substantial portion thereof shall be
taken by condemnation proceedings.
(i) If at any time the Lessor shall determine, on the affirmative vote of
two-thirds or more of the members of the Lessor Corporation who own proprietary
leases then in force, at a meeting duly called for that purpose, to sell the entire
property of Lessor above described in which event this lease and all right, title,
interest and estate of the Lessee shall terminate at the time fixed pursuant to
such vote for consummation of the sale of said property, not less than thirty
days after the date of such meeting; and the Lessee shall then surrender this
lease and said premises so as to enable Lessor to deliver good title to any purchaser of said property, free and clear of any estate or interest of such Lessee.
Second: The Lessee expressly waives any and all right of redemption in
case the Lessee shall be dispossessed d by judgment or warrant of any court; the
words “enter”, “re-enter” and “re-entry” as used in this lease are not restricted
to their technical legal meaning; and in the event of a breach or threatened
breach by the Lessee of any of the covenants or provisions hereof, the Lessor
shall have the right of injunction, and the right to invoke any remedy allowed
at law or in equity, as if re-entry, summary proceedings and other remedies
were not herein provided for.
Third: On termination of this lease under any of subdivisions (a), (b),
(c), (d), (e), or (f) of paragraph First of this Article, the Lessee shall remain
liable as provided in paragraph Second of Article II. On the termination of
this lease under the provisions of subdivisions (g), (h), and (i) of paragraph
First of this Article, or on the expiration of this lease the Lessee shall be and
remain liable to pay all rent, additional rent and other charges due or accrued
and to perform all covenants and agreements of the Lessee up to the date of
such termination, and on or before such termination the Lessee shall vacate
the apartment and remove therefrom all property of the Lessee which on such
termination does not become property of the Lessor under the provisions of
paragraph Tenth of Article II, and surrender possession of the apartment to the
Lessor or its assigns, and on demand of the Lessor or its assigns shall execute,
acknowledge and deliver to the Lessor or its assigns any instrument which may
reasonably be required for the surrender of all estate, rights and interest of the
Lessee in the apartment, or in the premises of which it is a part.
Fourth: Upon the termination of this lease under the subdivisions (a),
(b), (c), (d), (e), or (f) of paragraph First of this Article, the Lessee shall tender to the Lessor Corporation his resignation as a member of said corporation.
Whether or not said resignation is tendered to said Lessor Corporation, the
termination of this lease shall set and become a resignation on the part of the
Lessee as a member of the Lessor Corporation, and the Lessor Corporation shall
be authorized to issue a new membership in said Lessor Corporation to the Lessee
taking the apartment designated under this lease, after termination of this
lease, with the present Lessee.
LESSEE'S
OPTION TO
CANCEL
DEPOSITS
REQUIRED
ADDITIONAL
PAYMENTS
BY LESSEE
REMOVAL
OF
FIXTURES
POSSESSION
The Lessor may apply any proceeds received
for a new membership in said Lessor Corporation or for rent of said apartment
from the new Lessee member taking over the apartment covered under this lease
upon termination as hereinbefore set out toward the payment of the Lessee's
indebtedness hereunder, including all interest, attorney's fees and other expenses incurred by the Lessor, and, if the proceeds are sufficient to pay the
same, the Lessor shall pay over any surplus to the Lessee, but if insufficient,
the Lessee shall remain liable for the balance of the indebtedness. On the
issuance of any such new proprietary lease and membership in the Lessor Corporation to the new Lessee, the Lessee's continuing liable hereunder shall cease
and the Lessee shall only be liable for obligations accrued to that time.
 ARTICLE IV.
IT IS FURTHER MUTUALLY AGREED AS FOLLOWS:
First: This lease may be cancelled by the Lessee as of September 1st,
1958 or as of any September 1st thereafter, on complying with all the provisions
of this article, irrevocable written notice of intention to cancel must be served
by the Lessee on the Lessor on or before January 1 in the calendar year in which
such cancellation is to occur. At the time of service of such notice of intention
to cancel there must be deposited with the Lessor by the Lessee:
(a) A duly executed, acknowledged and proper assignment of all right,
title and interest of the Lessee in and to this lease as the Lessor may direct, as
of January 1st of the year of cancellation, free from all subleases, liens, encumbrances and charges whatsoever;
(b) A written statement setting forth in detail such of the additions and
fixtures, such as mantels, lighting fixtures, refrigerators, cooking ranges,
panelling, and decorations, placed in the apartment at the Lessee's expense
as the Lessee may, under the terms of this lease, have the right to remove,
and which he desires to remove.
Second: In the event of giving such notice of intention to cancel, the
Lessee shall (1) subject to the limitations and conditions embodied in paragraph
Tenth of Article II hereof, replace all mantels, lighting fixtures, refrigerators,
cooking ranges, woodwork other than paneling or other fixtures or appurtenances
removed by the Lessee, with others of a kind and quality customary in buildings
of this type and satisfactory to the Lessor, and pay the cost of such replacement;
and (2) Pay the cost of repairing any damage resulting from the removal by the
Lessee of any paneling or other additions, improvements or fixtures the cost
of replacing which is not required to be paid by the Lessee.
Third: All additions, improvements and fixtures which are removable under the terms of this lease and which are enumerated in the statement made as
provided in subdivision (c) of paragraph First of this Article, shall be removed
and possession of the apartment delivered by the Lessee to the Lessor, at least
thirty days prior to the date for cancellation of this lease, and the Lessee shall
deliver possession of the apartment to the Lessor free from all subleases, liens,
encumbrances or other charges and remove therefrom all property of the Lessee
which on such cancellation does not become the property of the Lessor under the
provisions of paragraph Tenth of Article II hereof, and pay to the Lessor all rent,
additional rent and other charges payable under this lease up to and including
the date as fixed for expiration of this lease, and the amounts due shall be
waived if pursuant to the provisions of paragraph Sixth of Article II hereof the
Lessor shall, at least thirty days prior to the effective date of expiration of
this lease, have entered into an agreement with any sublessee whereby said sublessee is permitted by the Lessor to remain in possession of the apartment.
PERMISSION
TO SHOW
AND OCCUPY
PREMISES
CANCELLATION
OF LEASE
RIGHTS ON
LESSEE'S
DEFAULT
TERMINATION OF
MEMBERSHIP
TO WHOM
COVENANTS
APPLY
Fourth: The Lessor and its agents may show the apartment to prospective
tenants from time to time after the giving of notice of the Lessee's intention
to cancel this lease as in this Article provided, and during the period of thirty
days preceding the date fixed for expiration of this lease, the Lessor and its
agents, employees and tenants may enter the apartment, occupy same, and make
such alterations, additions and repairs therein as the Lessor may deem desirable
without diminution or abatement of the rent due hereunder.
Fifth: If the Lessee shall have done the things and made the payments
at the times, in the amounts and in the manner required by this Article, then
on the first day of the month named in the notice of intention to cancel as
the date for cancellation of this lease, this lease shall be cancelled and all
rights, duties and obligations of the parties hereunder shall terminate and expire as of said first day of said month, and the membership of the Lessee in
the Lessor Corporation shall also terminate as of the date of the termination of
this lease, provided however, that the Lessee shall not be released or discharged
from any indebtedness or obligation owing from the Lessee to the Lessor on said
last mentioned date, and provided further, that if the Lessee shall fail to do
any of the things or make any of the payments at the times, in the amounts and
in the manner required by this Article, the Lessor shall have the option (1) of
returning to the Lessee this lease and other documents deposited, and the sums
paid by the Lessee under this Article other than any sum paid as rent under
this lease or as the cost of repairing any damage resulting from removal by the
Lessees of additions, improvements or fixtures, and thereupon the Lessee shall
have determined to have withdrawn the notice of intention to cancel this lease;
or (2) of treating this lease as cancelled as of the first day of the month named
in the notice of intention to cancel as the date for cancellation of such lease
and bringing such proceedings and action as it deems best to inforce the covenanats of the Lessee in this Article contained, and to collect from the Lessee
the payments which the Lessee is required to make under this Article, together
with reasonable counsel fees and costs.
 ARTICLE V.
IT IS FURTHER MUTUALLY AGREED AS FOLLOWS:
First: The membership of the Lessee held in the Lessor Corporation in
conjunction with this lease is held subject to the following conditions agreed
upon with the Lessor and with each of the other proprietary lessees for their
mutual and several benefits:
(1) The Lessee shall be a member in the Lessor Corporation only so long
as he shall hold a proprietary lease in good standing with the Lessor Corporation,
and upon the Lessee's proprietary lease not being in good standing or terminated
in accordance with the terms and conditions of this lease, the Lessee thereby
relinquishes and terminates his membership with the Lessor Corporation.
Second: The references herein to the Lessor shall be deemed to include
its successors and assigns, and the references to the Lessee or to a member of
the Lessor Corporation shall be deemed to include the personal representatives,
legates, distributees and permitted assigns of the Lessee or of such member.
The covenants herein contained shall apply to, bind and enure to the benefit
of the Lessor and its successors and assigns, and the Lessee, his personal representatives, distributes, heirs and assigns, except as hereinbefore stated.
Third: If any clause or provision herein shall be adjudged invalid, the
same shall not affect the validity of any other clause or provision of this
lease.
MARGINAL
HEADINGS
.

Fourth: The marginal-headings have been inserted in the lease merely
for convenience in locating subject matter, and shall not be deemed a part of
this lease.
Fifth: The provisions of this lease cannot be modified, released or
changed orally.
IN WITNESS WHEROF, Lessor has caused this lease to be executed in its
name by its President, and its corporate seal to be affixed, and the lessee (has)
(have) hereunto affixed (his) (their) hand and seal.
THE PALM BEACH SHORES APARTMENTS, INC.
 by
 President

 (Seal)
 (Seal)