Leo Gadbois, Appellant,

This opinion is nonprecedential except as provided by
Minn. R. Civ. App. P. 136.01, subd. 1(c).

STATE OF MINNESOTA
IN COURT OF APPEALS
A24-0030

Leo Gadbois,
Appellant,

vs.

Irvine Hill Condominium Association,
Respondent.

Filed September 3, 2024
Affirmed
Reyes, Judge

Ramsey County District Court
File No. 62-CV-22-1219

Robert M. McClay, McClay-Alton, PLLP, St. Paul, Minnesota (for appellant)

Jessica C. Richardson, Tomsche, Sonnesyn & Tomsche, PA, Minneapolis, Minnesota (for
respondent)

Considered and decided by Reyes, Presiding Judge; Slieter, Judge; and Kirk, Judge.∗
NONPRECEDENTIAL OPINION
REYES, Judge
Appellant-apartment owner challenges the district court’s grant of summary
judgment to respondent-association, arguing that the district court erred by determining
that the Minnesota Common Interest Ownership Act (MCIOA), Minn. Stat. §§ 515B.1-

∗ Retired judge of the Minnesota Court of Appeals, serving by appointment pursuant to
Minn. Const. art. VI, § 10.
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101–.4-118 (2022 & Supp. 2023), and respondent’s governing documents precluded him
from constructing a solarium on the patio adjoining his apartment. We affirm.
FACTS
In August 2019, appellant Leo Gadbois purchased an apartment 1 in a St. Paul
residential building managed by respondent Irvine Hill Condominium Association (Irvine
Hill). Irvine Hill’s board of directors (the board) operates the building in accordance with
its governing documents, which are the Irvine Hill Declaration (the declaration) and the
Bylaws of Irvine Hill (the bylaws). In July 2021, Gadbois submitted a proposal to the
board to allow him to construct a solarium on the patio adjoining his apartment. The board
denied Gadbois’s proposal on three separate occasions from July to December 2021.
Gadbois sued Irvine Hill, seeking a declaratory judgment that would allow him to
construct the proposed solarium. Upon completion of discovery, the parties filed cross
motions for summary judgment. Following a hearing on the parties’ motions, the district
court issued an order in November 2023 granting summary judgment to Irvine Hill. The
district court reasoned that, under the MCIOA and Irvine Hill’s governing documents,
Gadbois required permission from the board to make alterations to a “limited common
area” such as the patio.
This appeal follows.

1 The MCIOA uses the general term “unit” to refer to the relevant property. We
acknowledge that the term “condominium” generally refers to a unit that is owned rather
than rented. However, because Irvine Hill’s governing documents define the unit as an
“apartment” as noted below, we use that term.
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DECISION
Gadbois argues that the district court erred by granting summary judgment to Irvine
Hill because (1) the MCIOA does not prevent him from making alterations to a limited
common area; (2) the declaration provision granting him an exclusive easement to use the
patio conferred the right to construct the solarium; and (3) ambiguities in the bylaws should
be interpreted against Irvine Hill to allow him to construct the solarium. We address each
argument in turn.
Appellate courts review a grant of summary judgment de novo to determine whether
there are genuine issues of material fact and whether the district court misapplied the law.
Kenneh v. Homeward Bound, Inc., 944 N.W.2d 222, 228 (Minn. 2020). As the nonmoving
party, Gadbois is entitled to have the evidence viewed in the light most favorable to him.
Id. However, “[a] defendant is entitled to summary judgment as a matter of law when the
record reflects a complete lack of proof on an essential element of the plaintiff’s claim.”
Lubbers v. Anderson, 539 N.W.2d 398, 401 (Minn. 1995).
Unless it is inconsistent with the declaration or the bylaws, the MCIOA governs the
respective rights for Irvine Hill and its apartment owners. Minn. Stat. § 515B.1-102(b)(1).
Reviewing the MCIOA presents a question of statutory interpretation which appellate
courts review de novo. Bus. Bank v. Hanson , 769 N.W.2d 285, 288 (Minn. 2009). We
apply the plain meaning of unambiguous statutory language. Borth v. Borth, 970 N.W.2d
699, 702 (Minn. App. 2022).
Similarly, interpreting the declaration and the bylaws presents a question of contract
construction, which we review de novo. Isaacs v. Am. Iron & Steel Co., 690 N.W.2d 373,
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376 (Minn. App. 2004), rev. denied (Minn. Apr. 4, 2005). Unless the contract language is
ambiguous, its plain meaning controls. Hanson, 769 N.W.2d at 288. Contract language is
ambiguous if it is susceptible to more than one reasonable interpretation. Id. If a contract
is ambiguous, its interpretation becomes a question for the factfinder. Baker v. Best Buy
Stores, LP, 812 N.W.2d 177, 180 (Minn. App. 2012), rev. denied (Minn. Apr. 25, 2012).
I. The plain language of the MCIOA and the declaration prohibits Gadbois from
constructing the solarium without the board’s approval.

Gadbois argues that nothing within the MCIOA precludes him from constructing
the solarium because the declaration defines the patio adjoining his apartment as a “limited
common area,” rather than a common area. We are not convinced.
Under the MCIOA, Gadbois’s ownership interest is limited to the boundaries of his
apartment as defined by the declaration. Minn. Stat. § 515B.1-103(35). Paragraph five of
the declaration defines an “apartment” as “the area measured horizontally between the
interior unfinished surfaces of the perimeter walls or interior loadbearing walls and
vertically between the interior unfinished surfaces of the loadbearing floor and ceiling.”
(Emphasis added.) The declaration also states that any outdoor patio adjacent to an
apartment “shall be deemed limited common area.”
The MCIOA states that “all portions of the common interest community other than
the [apartment] units” are considered “common elements” owned by Irvine Hill. Minn.
Stat. § 515B.1-103(7). The MCIOA allows Irvine Hill to adopt rules and regulations in its
governing documents “regulating the use of the common elements,” “regulating changes
in the appearance of the common elements,” and “regulating the exterior appearance of the
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common interest community, including, for example, balconies and patios.” Minn. Stat.
§ 515B.3-102(a)(1) (emphasis added). The MCIOA prohibits unit owners from making
any “alterations” to their unit that “affect the common elements.” Minn. Stat. § 515B.2-
113(a). Under the plain and unambiguous language of the MCIOA, Irvine Hill retained the
exclusive right to make alterations to the common areas, and because the patio adjoining
Gadbois’s apartment is not part of his apartment unit, it is a common area. Therefore,
Irvine Hill, not Gadbois, has the exclusive right to make alterations to the patio.
Gadbois’s argument that the MCIOA and declaration do not apply to his proposal
because the declaration defines the patio as a “limited common area” rather than a common
area is unpersuasive. The MCIOA defines “limited common element” 2 as “a portion of
the common elements allocated by the declaration . . . for the exclusive use of one or more
but fewer than all of the units.” Minn. Stat. § 515B.1-103(20) (emphasis added). Similarly,
paragraph seven of the declaration defines a limited common area as “[a]ny part of the
common areas . . . including . . . an adjoining patio.” Limited common areas are therefore
a subset of common areas under both the MCIOA and the declaration, meaning that they
are governed by the provisions of the MCIOA and the declaration that govern all “common
[areas].” Because the MCIOA and the declaration give Irvine Hill the exclusive right to
alter common areas, and because the patio, as a “limited common area,” is a subset of the
“common areas,” Gadbois does not have the right to alter the patio by constructing the
solarium.

2 We interpret the terms “area” and element” as used in the MCIOA and the governing
documents to be interchangeable terms.
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II. Gadbois’s exclusive easement to use the patio did not give him the right to alter
the patio, a limited common area, by constructing a solarium on it.

Gadbois contends that the declaration provision granting him an exclusive easement
to use the patio is ambiguous and that it should be interpreted against Irvine Hill to allow
him to construct the solarium. We are not persuaded.
When an individual is granted an easement, they receive the right to a limited,
particular use of land that is owned by another. Minneapolis Athletic Club v. Cohler, 177
N.W.2d 786, 789 (Minn. 1970). The sum of the “particular privileges” granted by the
conveying document defines the easement’s scope. Id.
Here, the conveyance in paragraph seven of the declaration provides that:
Any part of the common areas and facilities which is
reasonably necessary for and exclusively serves the enjoyment
and use of a particular apartment, including specifically, but
without limitation, an adjoining patio, deck or balcony, shall
be encumbered with an exclusive easement appurtenant for
such use for which it is designed, in favor of the owner of the
apartment which it exclusively serves.

(Emphasis added.) Gadbois argues that the easement language is ambiguous because the
term “use” is broad and could be interpreted to allow him to alter the patio by constructing
a solarium. This interpretation is not reasonable. Using a patio and making alterations to
a common area are two different privileges, and the scope of an easement is limited to the
“particular privileges” granted by the conveyance. Id. at 789. Here, Gadbois’s conveyance
grants him only the privilege to use the patio, while the MCIOA and the governing
documents explicitly provide Irvine Hill with the sole power to make alterations to
common areas. Gadbois’s argument therefore fails.
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Similarly, Gadbois’s reliance on Apitz v. Hopkins to assert that any “exclusive
easement” is per se ambiguous is unpersuasive. 863 N.W.2d 437 (Minn. App. 2015). In
Apitz, we reversed an order for summary judgment after concluding that a deed which
conveyed “an exclusive easement for ingress, egress and utility purposes” was ambiguous
as to whether the easement owner could also exclude the conveyor from the subject
property. Id. at 438-39. Notably, the easement in Apitz pertained to a lot between two
residential neighbors who owned the dominant and servient estates. Id. at 438.
The easement at issue in this case is readily distinguishable from the one we
concluded was ambiguous in Apitz. Here, Irvine Hill, a condominium association,
conveyed an easement to Gadbois to use the patio adjoining his apartment. Unlike Apitz ,
the nature of the parties’ relationship and the other provisions in the declaration show that
the easement could not be reasonably interpreted to exclude Irvine Hill from access to the
patio given Irvine Hill’s exclusive right to make changes to the patio. See Th ompson v.
Germania Life Ins. Co., 106 N.W. 102, 104 (Minn. 1906) (noting that easement’s “nature
and extent are to be determined by an examination of the agreement creating it”); Cohler,
177 N.W.2d at 789-90 ( “It is well[-]settled that the extent of an easement should not be
enlarged by legal construction beyond the objects originally contemplated or expressly
agreed upon by the parties.”).
Here, the declaration states that “[a]ll . . . structural maintenance of limited common
areas and facilities shall be made by [Irvine Hill].” The bylaws additionally provide that
the powers of the board include “[o]peration, care, upkeep, maintenance, repair and
replacement of the common areas” as well as “[d]etermination of the common expenses
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required for the affairs of [Irvine Hill], including, without limitation, the operation and
maintenance of the common areas.” Irvine Hill’s governing documents show that Irvine
Hill retains the sole power to make alterations to its common areas, which is consistent
with the controlling provisions of the MCIOA. Minn. Stat. §§ 515B.2-113, 515B.3-
102(a)(1). We therefore conclude that Gadbois’s limited easement to use the patio is
consistent with the provisions in both the MCIOA and the governing documents that
preclude him from making alterations to common areas. Because Gadbois fails to present
a reasonable interpretation of the declaration that would allow him to make alterations to
the patio, we conclude that the plain and unambiguous language of the declaration prohibits
Gadbois from constructing the solarium. Hanson, 769 N.W.2d at 288.
III. There are no relevant ambiguities in the bylaws.

Gadbois next asserts that the district court erred by relying on an ambiguous bylaw
provision to grant summary judgment to Irvine Hill. We disagree.
The bylaw provision that Gadbois claims is ambiguous states that:
Without the prior written consent of the Board of Directors, no
apartment owner shall make any addition, alteration or
improvement in or to an apartment or engage in any other
activity that would or might jeopardize or impair the safety or
structural soundness of the property, or impair any easement.

(Emphasis added.) However, this bylaw provision is irrelevant to the issue because it
involves alterations to an apartment, not to limited common areas such as the patio.
Moreover, we conclude that the district court properly based its order on the provisions in
the MCIOA and the governing documents that reserve the right to make alterations to
common areas to Irvine Hill. Because Irvine Hill retained the exclusive right to make
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alterations to the common areas under the plain language of the MCIOA and the governing
documents, the district court did not err by granting summary judgment to Irvine Hill.
Affirmed.