POWERS AND DUTIES OF THE BOARD OF DIRECTORS
Section 1. Powers: The Board of Directors shall have power to:
(a) adopt and publish rules and regulations governing the use of the Properties, or any portion thereof, and any facilities thereon and the personal conduct of the Members and their guests thereon, and to establish penalties for the infraction thereof;
(b) suspend the voting rights of a Member during any period in which such Member shall be in default in the payment of any assessment levied by the Association. Such rights may also be suspended for a period not to exceed 60 days, for infraction of published rules and regulations of the Association;
(c) exercise for the Association all powers, duties and authority vested in or delegated to this Association and not reserved to the membership by other provisions of these Bylaws, the Articles of Incorporation or the Declaration;
(d) enter into, make, perform or enforce contracts, licenses and agreements of every kind and description, including without limitation, those certain contracts, agreements
licenses, leases, easements and/or rights-of-way as more fully provided in Article II, Section 2(f) of the Declaration;
(e) provide fox direct payment of assessments to -the Association from Owner's checking, credit or other accounts;
(f) declare the office of a member of the Board of Directors to be vacant in the event such member shall be absent from two (2) regular meetings of the Board of Directors during any one year period; and
(g) employ a manager, an independent contractor, r such other employees as they deem necessary, and prescribe their duties, provided that any agreement for professional management of the Association's business must provide for termination by either party with or without cause and without payment of a termination fee upon not more than ninety (90) days prior written notice, and shall have a maximum term of three (3) years. Further, each and every management contract made between the Association and a manager or managing agent during the period when the Declarant appoints the Board shall terminate absolutely, in any event, not later than thirty (30) days after the termination of the Declarant's reserved right to appoint the Board of Directors as provided in the Declaration.
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