Davilas v. Bader

22 Mass. L. Rptr. 691
CourtMassachusetts Superior Court
DecidedJuly 27, 2007
DocketNo. 061468
StatusPublished
Cited by1 cases

This text of 22 Mass. L. Rptr. 691 (Davilas v. Bader) is published on Counsel Stack Legal Research, covering Massachusetts Superior Court primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Davilas v. Bader, 22 Mass. L. Rptr. 691 (Mass. Ct. App. 2007).

Opinion

Botsford, Margot, J.

The plaintiffs are the owners of a condominium unit at 41 Linnaean Street in Cambridge. The building is a four-stoiy building with multiple condominiums, and is one of two buildings (the other is 43 Linnaean Street) that form part of the Peabody Court Condominium (the condominium). They bring this action for declaratoiy relief against the Trustees of the 41-43 Linnaean Street Condominium Trust (trustees) to challenge the trustees’ interpretation of the trust’s bylaws and the master deed, and in particular to challenge the trustees’ refusal to approve the windows that the plaintiffs wish to install in their condominium unit as replacements for the existing windows.

The parties have filed cross motions for summary judgment. Each side contends that its interpretation of the master deed and bylaws is correct. For the reasons that are discussed below, I conclude that the plaintiffs’ motion should be allowed in part, and the defendants’ denied in part, but that consideration of an additional issue is in order.

Background

The condominium was built in 1922, and originally consisted of apartments; the conversion to a condominium occurred in 1981. The plaintiffs bought their fourth-floor unit in September of 2004. The windows in the plaintiffs’ condominium unit are the original wood windows, installed when the condominium was built. At the time the plaintiffs bought their unit, many of the windows in their unit were in disrepair, and the plaintiffs wanted to replace them. According to the plaintiffs, and not disputed by the trustees, the original type of windows installed in the condominium in 1922 are currently not available in the market.

In February 2005, the plaintiffs purchased new, vinyl windows for their unit. The new windows have white muntins4 (as do the original windows), have the same number of squares (six over six), and are of the same style (double-hung and casement). However, according to the trustees, the vinyl windows have wider frames and sashes than the original windows and accordingly a noticeably smaller glass area, and the muntins are not and do not look the same as the originals. The plaintiffs presented their new windows to the trustees, but the trustees rejected them; since 2000, the trustees have followed a policy that favors unit owners undertaking to refurbish the original windows rather than replace them, especially with vinyl. It appears that before 2000, the trustees’ policy was different, and a fair number of condominium units have replaced the original windows, some of them using vinyl rather than wood windows.

The plaintiffs had a contractor who specializes in window refurbishment. The contractor provided an estimate for the cost of refurbishing thirteen of the plaintiffs’ fourteen windows — the contractor indicated on his estimate that the fourteenth window, a casement window, needed to be replaced. According to the affidavit of the plaintiff Davilas, the estimated refurbishing cost was over twice as expensive as replacing these thirteen windows with the new windows the plaintiffs had purchased, and custom-made new windows would also be “significantly more expensive than non-custom windows.” (Davilas affidavit, ¶ 11.)5

After the trustees declined to approve (grant a waiver for) the plaintiffs’ new windows under Section 9(c) of the master deed, the plaintiffs commenced this action, claiming, inter alia, that the trustees have no authority under the condominium’s master deed or bylaws to require approval of window replacements.

Discussion

There are some governing legal principles that help define the relationship between the owners of a condominium unit and the trustees of the condominium trust or association that both sides in this case accept. These include the following: (1) the owners of a condominium unit are bound by the terms of the master deed and bylaws of the condominium (enforced by the [692]*692trustees of the condominium), but otherwise the owners are entitled to exercise exclusive control over their unit, see, e.g., McEneaney v. Chestnut Hill Realty Corp., 38 Mass.App.Ct. 573, 577-78 (1995); (2) unless a restriction on use is set forth in the master deed or bylaw, the owners are not bound to abide by the restriction, see Johnson v. Keith, 368 Mass. 316, 320-21 (1975); Noble v. Murphy, 34 Mass.App.Ct. 452, 454 n.4 (1993); and (3) insofar as restrictions on use are concerned, any ambiguity in the meaning or scope of the restriction that is set forth in a master deed or bylaw should be construed in favor of the unit owner’s right to be free of the restriction. See Johnson v. Keith, supra, 368 Mass. at 320.

These principles offer some guidance to the parties’ dispute, but do not resolve it. The question here is not whether the plaintiffs are bound by the terms of the master deed and the bylaws of the condominium trust; they are. Indeed, as persons who bought a unit in the condominium when the master deed and bylaws were already in place, they are bound by the terms of these documents, even if there should be “a certain degree of unreasonableness” to them. Noble v. Murphy, supra, 34 Mass.App.Ct. at 459 (quotation and citation omitted). Rather, the question here is, what does the language of the master deed and bylaws mean?6

Two provisions in the master deed are particularly at issue, Sections 9(c) and (d), which provide in pertinent part as follows:

9. Restrictions on Use of Units
The restrictions on the use of the Units are as follows:
(c) In order to preserve the architectural integrity of the building and the Units, without modification, and without limiting the generality thereof, no balcony, awning, screen, antenna, sign, banner or other device, and no exterior change, addition, structure, projection or other feature shall be erected or placed upon or attached to any Unit or any part thereof, no addition to or change or replacement (except, so far as practicable, with identical kind) of any exterior light, door knocker or other exterior hardware, exterior Unit door, or door frames shall be made and no painting or other decoration shall be done on any exterior part or surface of any Unit nor on the interior surface of any window; and
(d) The limitations on use and restrictions set forth in Sections 8 and 9 hereof shall be for the benefit of the owners of the Units and the Trustees of The Peabody Court Condominium Trust, as the persons in charge of the Common elements, shall be enforceable solely by said Trustee(s), and shall, insofar as permitted by law, be perpetual; and to that end, such limitations on use and restrictions may be extended by said Trustees at such time or times and in such manner as permitted or required by law for the continued enforceability thereof. Said restrictions may be waived in specific cases by such Trustees.

As it applies to this case, the language of Section 9(c) is ambiguous. The trustees focus on the language in Section 9(c) that states “. . . no exterior change, addition,... or other feature shall be erected or placed upon or attached to any Unit or any part thereof. . .” In their view, replacing a window is making an “exterior change” that will be “placed upon or attached to” the condominium unit, and therefore is prohibited—unless the trustees should decide, in a particular case, to waive this restriction pursuant to Section 9(d).7

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Related

Board of Managers of the Old Colony Village Condominium v. Preu
27 Mass. L. Rptr. 130 (Massachusetts Superior Court, 2009)

Cite This Page — Counsel Stack

Bluebook (online)
22 Mass. L. Rptr. 691, Counsel Stack Legal Research, https://law.counselstack.com/opinion/davilas-v-bader-masssuperct-2007.