Club Rules and Policies

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With our Members first, RBCC will always strive to be the foremost private country club on the Delmarva Peninsula. We are committed to providing a welcoming environment while enjoying our scenic location, amenities and programs. We show appreciation and support to the dedicated Talon Tribe members that are second to none and aspire to be the employer of choice.

VISION STATEMENT MISSION STATEMENT

As stewards of Rehoboth Beach Country Club, we ensure our multi-generational Members a stronger future through encouraging enduring friendship, maintaining sound fiscal management, celebrating old and new traditions and inspiring innovation. We deliver the musthave membership experience at the most desired waterfront destination.

CORE VALUES

STEWARDSHIP

We embrace the idea that we, as Members, have a responsibility to care for the well-being of RBCC today and for the future. We take these responsibilities seriously and drive excellence in everything we do. We expect our leaders to be accountable and insist these individuals lead by example.

CARING

Caring is a powerful word. When we care, we engage, commit, are attentive, kind, honest, respectful and responsive. We have integrity and a passion for good. When we care, others want to be around us and importantly, caring inspires more care!

COMMUNITY

With outstanding stewardship and true caring, we create a sense of community. This reaches across everyone – Members, families, leadership and the Talon Tribe. Together, we have a strong sense of purpose and enjoy each other’s company. We communicate fully and respect others‘ differences and points of view.

VISION

Vision is powering up our imagination to create a mental picture that guides us to something new, innovative and sustainable for RBCC’s future. Having vision is forward thinking, exciting and should benefit the greater good for all Members, our campus and the Talon Tribe.

Clubhouse: 302-227-3811

Golf Shop: 302-227-3616

rehobothbeachcc.com

EXECUTIVE

COMMITTEE

SHARON COVINGTON

President

JOHN CARUSO

Vice President, Strategic Planning Co-Chair

ED BROWN

Secretary

JOHN MCCOOEY

Treasurer, Finance Chair

WILLIAM BOOTH

Executive At Large, Governance Chair

BOARD OF DIRECTORS

ANDREW METZ

Recreations Chair

DANIEL COAR

Legal Affairs Chair

DANIEL LUCKENBAUGH

Membership Chair

JAMES A. HORTY, III

Clubhouse Chair

JEFFREY GOSNEAR

Strategic Planning Co-Chair

KAREN SCHNEIDERMAN

Centennial Chair

MIKE MCGUINESS

Golf Chair

PHILIP MORSE

Racquets Chair

CERTIFICATE OF AMENDMENT AND RESTATEMENT TO THE CERTIFICATE OF INCORPORATION OF REHOBOTH BEACH COUNTRY CLUB, INC.

BE IT RESOLVED, that the Articles of Incorporation of this corporation be amended and restated as follows:

FIRST: NAME. The name of the corporation is REHOBOTH BEACH COUNTRY CLUB, INCORPORATED.

SECOND: REGISTERED OFFICE AND AGENT. The Registered Office of the Corporation in the State of Delaware is located at Bald Eagle Point on Rehoboth Bay, P.O. Box 39, Rehoboth Beach, Sussex County, Delaware, 19971, and the name of the Registered Agent at such address is the Corporation itself

THIRD: DURATION The duration of the Corporation is to be perpetual

FOURTH: NATURE OF THE BUSINESS. The nature of the business and the objects and purposes proposed to be transacted, promoted and carried on are to do any and all things to engage in any lawful act or activity for which a corporation may be organized under the General Corporation Law of the State of Delaware including, but not limited to, the operation of a Country Club for the pleasure and recreation of its members.

FIFTH: STOCK The Corporation is authorized to issue only one class of stock

1 The amount of the total authorized capital stock of the Corporation is Six Hundred Thousand Dollars ($600,000 00) divided into Six Thousand (6,000) shares of common stock having a par value of One Hundred Dollars ($100.00) each.

2.The holder of each such share of stock shall be entitled to one noncumulative vote per share at all meetings of the stockholders.

3.The Board of Directors may, at any time it deems advisable to do so, establish a sinking fund to be used to purchase stock from stockholders who (a) die without providing for the transfer of his shares to a successor eligible for membership in accordance with the By-Laws, or (b) own more than five (5) shares of stock and wish to reduce their holdings of stock to not less than five (5) shares

4 No Person shall be a Regular Member (as defined in the By-Laws) of Rehoboth Beach Country Club unless said person owns at least five (5) shares of the stock of the Corporation

SIXTH: BOARD OF DIRECTORS. The affairs of the Corporation are to be conducted and the business of the Corporation managed by a Board of Directors made up of Governors and Officers (which may also be known as the Board or the Board of Governors} of not less than nine (9) members, the number to be determined by the By-Laws of the Corporation. The members of the Board shall be elected by the stockholders in accordance with the ByLaws The Board shall have the power to fix salaries, wages, and benefits of its employees and agents The members of the Board and the officers of the Corporation shall serve without pay; however, reimbursement of reasonable expenses incurred by members of the Board and officers of the corporation may be made upon approval of the Board.

SEVENTH: BY-LAWS. The By-Laws of the Corporation may be amended by the stockholder members by an affirmative majority vote of the outstanding shares of stock entitled to be voted or may be amended by a twothirds (2/3) vote of the entire Board.

CERTIFICATE OF AMENDMENT AND RESTATEMENT TO THE CERTIFICATE OF INCORPORATION OF REHOBOTH BEACH COUNTRY CLUB, INC. (CONTINUED)

EIGHTH: AMENDMENT OF CERTIFICATE OF INCORPORATION. The Certificate of Incorporation may be amended only by an affirmative majority vote of the outstanding shares of the stock entitled to be voted.

NINTH: DIRECTORS LIABILITY. Pursuant to 8 Del. C. Section 102, there shall be no personal liability of the Directors to the Corporation or its membership for monetary damages for breach of fiduciary duty as a Director; provided, however, that such elimination of liability of a Director shall not apply (i) for any breach of a Director’s duty of loyalty to the Corporation or its members, (ii) for acts or omissions not in good faith or which involve intentional misconduct or a knowing violation of the law, (iii) under 8 Del ,C Section 174, or (iv} for any transaction from which the Director derived an improper personal benefit

TENTH: INDEMNIFICATION. This Corporation shall indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative (other than an action by or in the right of this Corporation) by reason of the fact that he is or was a director, officer, employee or agent of this Corporation, or is or was serving at the request of this Corporation as a director, officer, employee, or agent of another corporation, partnership, joint venture, trust or other enterprise, against expenses (including attorneys’ fees), judgments, fines and amounts paid in settlement actually and reasonably incurred by him or in connection with such action, suit or proceeding if he acted in good faith and in a manner he reasonably believed to be in or not opposed to the best interests of this Corporation, and with respect to any criminal action or proceeding, had no reasonable cause to believe his conduct was unlawful. The termination of any action, suit or proceeding by judgment, order, settlement, conviction, or upon a plea of nolo contendere or its equivalent, shalI not, of itself, create a presumption that the person did not act in good faith and in a manner which he reasonably believed to be in or not opposed to the best interests of this Corporation, and, with respect to any criminal action or proceeding, had reasonable cause to believe that his conduct was unlawful

BYLAWS OF THE REHOBOTH BEACH COUNTRY CLUB

PREAMBLE

Our Club's Bylaws define our Members, committees, governors, and staff's roles, rights, and obligations. The Bylaws govern the Club's operation's process and procedures and seek to ensure fairness in all proceedings. These Bylaws are considered a living document to be reviewed periodically and revised as necessary. Changes made to the Bylaws will be posted on the Club's website at https://www.rehobothbeachcc.com

ARTICLE I-- GENERAL

1.1. NAME. The corporate title of the Association shall be "Rehoboth Beach Country Club, Incorporated" and may be referred to herein as "the Club" or "Rehoboth Beach Country Club "

1.2. PURPOSE. The purpose of Rehoboth Beach Country Club, Inc. (the "Club") is to own and operate a private nonprofit social Club for the pleasure, recreation, and benefit of its Members, as is permitted for a nonprofit corporation exempt from taxation by being described in Section 501(c)(7) of the Internal Revenue Code. The Corporation may exercise all powers and rights conferred upon it under the Delaware General Corporation Law provisions. Provisions for the regulation of the internal affairs of the Corporation, except as provided in the Certificate of Incorporation, shall be determined and fixed by the Club Bylaws as duly adopted and amended from time to time

1.3. RESTRICTIONS. The Corporation shall not possess or exercise any power or authority either expressly, by interpretation, or by operation of law that will prevent the Club any time from qualifying and continuing to qualify as a nonprofit corporation described in Section 501(c)(7) of the Code, or in corresponding provisions of subsequently enacted federal income tax laws; nor shall it engage, directly or indirectly, in any activity which, in the opinion of the Board of Governors, would cause the loss of its legal status as a Section 501(c)(7) nonprofit corporation.

1.4. PRINCIPAL OFFICE. The location of its principal office shall be at the Club's Clubhouse, 221 West Side Drive, Rehoboth Beach, Delaware 19971, and the agent therein or in charge thereof shall be the Club itself

ARTICLE II-- MEMBERSHIP AND STOCK

2.1 MEMBERSHIP CATEGORIES

2.1.1. CATEGORIESOF MEMBERSHIP. The Club has four principal categories of Membership which are: (1) Regular Members; (2) Social Members; (3) Clubhouse Members; and (4) Honorary Members. Other Memberships are subsets of the above, including (i) Legacy Regular 21-34 Members; (ii) Legacy Social 21-34 Members; (iii) Regular 2134 Members; and (iv) Senior Members No Person younger than twenty-one (21) years of age shall be eligible to become a Club member

2.1.1.1. REGULAR MEMBERS. No Person shall become a Regular Member (as defined in these Bylaws) of the Club unless such person owns at least five (5) shares of the capital stock of the Corporation. Regular "Stockholder" Membersshall be entitledto use all Club Facilities subject to the Membership Category Club Rules.

2.1.1.2. SOCIAL MEMBERS shall be entitled to use all the Club Facilities, except the Golf Facilities, subject to the Membership Category Rules. In addition, a Social Member shall be permitted to play a round of golf six times per calendar year, subject to the Membership Category Club Rules.

2.1.1.3. CLUBHOUSE MEMBERS shall be entitled to use the Clubhouse Facilities, subject to Membership Category Club Rules. Clubhouse Membership is available only to Regular or Social Members on a downgrade of membership as provided in these Bylaws

2.1.1.4. HONORARY MEMBERS. On rare occasions, the Board may designate a person for Honorary Membership for their service and contribution to the Club or the Sussex County community Honorary Members shall be entitled to the use of such Club facilities, as the Board determines, subject to the Membership Category Rules. Honorary Members are not required to pay any annual dues or initiation fees or own any Club stock. However, they must pay for all goods and services as prescribed by the Board. Honorary Members do not count against any Membership cap. Honorary Memberships shall not be assignable or transferable and shall automatically terminate upon the death of the Honorary Member or when terminated by the Board.

2.1.1.5.

OTHER MEMBERSHIPS.

2.1.1.5.1 LEGACY

REGULAR 21 TO 34-YEAR-OLD

MEMBERS shall be between twenty-one (21) to thirty-four (34) years of age and be the child or grandchild of a then-current Member in Good Standing who has been a Member for at least five years. A duly nominated and elected Legacy Regular Member shall pay the then-current initiation fee, all dues, assessments and food and beverage minimum of a Regular Stockholder Member less thirty-four percent (34%). Members in this category may pay their initiation fee and stock purchase requirement on their nomination and election to Legacy Regular Membership or pay in five (5) consecutive equal installments beginning at the date of their nomination and election In all circumstances, the initiation fee and stock must be paid in full by age thirty-five If any Legacy Regular 21 to 34 Member resigns their membership before the age of thirty-five or is terminated by the Club, such Member shall nonetheless remain liable for the unpaid balance of their Initiation Fee and any other indebtedness Legacy Regular 21-34 will enjoy the rights and privileges of Club Facilities on such terms and conditions as determined by the Board of Governors in the Membership Category Club Rules. Upon the full payment of their initiation fee and fulfillment of the Club's stock purchase requirement, the Legacy Regular Membership shall transfer to Regular Membership, regardless of whether the Regular Members cap is filled. The thirty-four percent (34%) reduction will continue until reaching the age of thirty-five.

2.1.1.5.2 LEGACY SOCIAL 21 TO 34 MEMBERS shall be between twenty-one (21) to thirty-four (34) years of age and be children or grandchildren of a then-current Member in Good Standing who has been a Member for at least five years A duly nominated and elected Legacy Regular Member shall pay the then-current initiation fee, all dues, assessments and food and beverage minimum of a Regular Stockholder Member less thirty-four percent (34%). Members in this category may pay their initiation fee on their nomination and election to Legacy Social Membership or pay in five (5) consecutive equal installments beginning at the date of their nomination and election. In all circumstances, the initiation fee must be paid in full by age thirty-five. If any Legacy Social 21 to 34 Member resigns their membership before the age of thirty-five or is terminated by the Club, such Member shall nonetheless remain liable for the unpaid balance of their Initiation Fee and any other indebtedness Legacy Social 21-34 will enjoy the rights and privileges of Club Facilities on such terms and conditions as determined by the Board of Governors in the Membership Category Club Rules Upon the full payment of their initiation fee, the Legacy Social Membership shall transfer to Social Membership, regardless of whether the Social Members cap is filled. The thirty-four percent (34%) reduction will continue until reaching the age of thirty-five.

2.1.1.5.3

REGULAR

21 TO 34 MEMBERS shall be between twenty-one (21) to thirty-four (34) years of age, who are not children or grandchildren of a current Member and who have been nominated and elected to membership in the Club as a Regular 21 to 34 Member by the Board according to the Club's Membership Policies and Procedures. A duly nominated and elected Regular 21 to 34 Member shall pay the then-current initiation fee, annual dues, annual capital dues, annual golf assessment, and the annual food and beverage minimum of a Regular Stockholder Member less twenty-five percent (25%). Members in this category may pay their initiation fee and stock purchase requirement on their nomination and election to Regular 21 to 34 Membership or pay in five (5) consecutive equal installments beginning at the date of their nomination and election In all circumstances, the initiation fee and stock must be paid in full by age thirty-five If any Regular 21 to 34 Member resigns their membership before the age of thirty-five or is terminated by the Club, such Member shall nonetheless remain liable for the unpaid balance of their Initiation Fee and any other indebtedness. Regular 21 to 34 Members shall be entitled to the use of all Club facilities, including the golf course, tennis/pickleball courts, fitness center, swimming pool, Clubhouse, and dining and banquet services, subject to such rules and regulations as prescribed by the Board of Governors for this specific Membership category. Upon the full payment of their agreed-on initiation fee and fulfillment of the Club's stock purchase requirement, the Regular 21 to 34 Membership shall transfer to Regular Stockholder Membership, subject to the quota and waiting list requirements for Regular Stockholder Members The twenty-five (25%) reduction in annual dues, assessments, and the food and beverage minimum of a Regular Stockholder Member will continue until reaching the age of thirty-five (Revised by Board of Governors vote on May 24, 2022 )

2.1.1.5.4 SENIOR MEMBERSHIPS. Any Regular Member in Good Standing reaching seventy-five (75) years of age who has been a Member of the Club for at least twenty-five (25) years shall receive the option to transfer to the Senior Regular Membership and their Operating Dues will be reduced by twenty percent (20%) from the Regular Member Operating Dues. Senior Regular Members will enjoy the rights and privileges of Club Facilities on such terms and conditions as determined by the Board of Governors in the Membership Category Club Rules Senior Regular Members who opt-in to this category must sign the then-current Senior Regular Change of Status documents

2.2 GRANDFATHERING PROVISIONS

2.2.1. GRANDFATHERING OF JUNIOR MEMBERS. The Junior Member class of membership is no longer available after December 31, 2020. Current Junior Members are grandfathered in their status until they reach age 35. Such Members shall become Regular Stockholder Members upon full payment of all stock, initiation fees, and other charges.

2.2.2. GRANDFATHERING OF SPECIAL REGULAR MEMBERS. The Special Regular class of membership is no longer available after December 31, 2020 Current Special Regular Members are grandfathered in their status until they reach age 40 Such Members shall become Regular Stockholder Members upon full payment of all stock, initiation fees, and other charges.

2.3.1. MEMBERSHIP QUALIFICATIONS. Nominees for Club Membership shall be at least twenty-one (21) years of age, financially qualified, of good character, and compatible with the present membership taken as a whole. All nominees shall comply with the procedures and requirements of the Membership Committee and the Board. Club policy is not to refuse membership to an otherwise qualified nominee based on gender, race, religion, ethnic background, age, disability, national origin, color, or sexual orientation As a private Country Club, the Board of Governors retains the right to accept or reject any nominee at its sole and absolute discretion The decision of the Board on any nomination shall be final and non-appealable

2.3.2. MEMBERSHIP NOMINATION. The preferred avenue to membership is for the prospective nominee to know someone who has been a member in good standing of RBCC for at least one year and who can function as their sponsor. The sponsor must know the prospective nominee well enough to ensure they share in the values and culture of RBCC. It is the sponsor’s responsibility to guide the prospective nominee through the Proposal for Membership Process. If a prospective member cannot identify a sponsor, they shall contact the Membership Director who will guide them through the process Upon receipt of all online documentation and payment of the application fee, the Membership Director shall contact the prospective nominee and sponsor (as applicable) to schedule opportunities to meet with three or more members of the Membership Committee (Revised by Board of Governors vote on August 23, 2022.)

2.3.3. MEMBERSHIP AGREEMENT. Each proposal for membership submitted to the Club for consideration shall be accompanied by:

A completed and executed MEMBERSHIP NOMINATION FORM and other documents as required in the membership packet

A Membership Agreement as prescribed by the Board of Governors signed by the nominee acknowledging receipt of and their agreement to accept and abide by the following:

1 The Rehoboth Beach Country Club's Articles of Incorporation and Bylaws

2.The Club's Rules and Regulations.

3.The Club's Schedule of Dues and Charges. and

4.Such other documents as the Membership Committee may determine.

A non-refundable nomination processing fee if required by the Board of Governors.

Within thirty days (30) of completing the membership process, including the executed MEMBERSHIP NOMINATION FORM, MEMBERSHIP AGREEMENT, and interviews, the membership Committee shall determine the person’s qualifications for membership and report its findings and recommendations to the Board (Revised by Board of Governors vote on January 24, 2023 )

2.3.4.

ELECTION TO MEMBERSHIP.

The Board shall consider the Membership Committee’s recommendation and the supporting information for the election or non – election of a nominee to Membership in the Club. Should the Board, by a two-thirds (2/3) majority, approve the nominee for membership, there shall be twenty – eight (28) day posting period on the Club’s website. After the posting period, the nominee is accepted for full membership unless the Board rescinds its decision based on the information obtained. (Revised by Board of Governors vote on January 24, 2023 )

2.3.5. MEMBERSHIP ENROLLMENT. After a nominee has been elected to membership, the Club shall send the Member-elect a notification letter, including the MEMBERSHIP AGREEMENT co-signed by the Club. In addition, the Member-elect shall also provide the Club with the name of their spouse/ partner and the names and birthdates of all children of the Member-elect who will be expected to use the Member's Club membership privileges. Upon the Club's receipt of the Member's acceptance of the MEMBERSHIP AGREEMENT signed by all parties and the Memberelect's payment of the required Initiation Fee, along with applicable fees, dues, and any stock purchase requirement, the Member-elect shall be enrolled on the Club's Membership Roll and shall enjoy the use and enjoyment of all the rights and privileges of the Member's category of membership as provided in these Bylaws.

2.4 MEMBERSHIP POLICIES

2.4.1. MEMBER OF THE CLUB. A Member of the Club means a person who the Board has approved and elected to Membership in the Club, has entered into the Membership Agreement with the Club and has paid the applicable initiation fee, stock requirements, dues, and other Club charges and assessments, who has not died or resigned from the Club, whose membership has not been terminated, and whose name and address appear in the Club's records of current Memberships

2.4.2. MEMBERSHIP NUMBER. The Board of Governors may set Membership limits and other qualifications for each category of membership and delegate authority to the Membership Committee to administer the Board's policies. In addition, the number of memberships may be limited in the sole discretion of the Board of Governors by a two-thirds (2/3's) vote of the entire Board.

2.4.3. WAITING LIST. The Board may set membership levels and overall membership levels for each category In addition, the Club may maintain a Wait List(s) for membership The Club may charge a deposit to secure a person's position on the Wait List for Membership at its discretion Other nominees for membership shall be placed on the waiting list for their membership category and shall rank in order as of the date of their completed, executed, and accepted Nominating Form and Membership Agreement.

2.4.4. NON-ASSIGNABILITY AND NON-TRANSFERABILITY. A Member may not assign or transfer any Membership or share of Club stock to any person except as permitted by the Club's Certificate of Incorporation or these Bylaws

2.4.5. SPOUSAL AND FAMILY PRIVILEGES. Membership entitles the Member and their Immediate Family to use the Club's facilities under the Member's Membership category. A Member's Immediate Family includes the Member's legal Spouse ("Spouse") and their unmarried children and stepchildren who are under the age of 23 and living at home, serving in the military, or attending school on a full-time basis ("Children"). A Member's Spouse and Children shall collectively be referred to as the Member's "Family." Any person's enjoyment of family privileges under this Section is subject to these Bylaws' terms, conditions, restrictions, and any other rules adopted by the Board of Governors. A child's family privileges shall unconditionally terminate at the age of twenty-three (23). Upon termination of their family privilege status, a Member's child may seek to become a Member under Article II, Section 2 1 1 5 1 Legacy Regular or Section 2 1 1 5 2 Legacy Social, or subject to Article IX's guest policy with all restrictions applicable In addition, on written notice to the Club of at least seven days in advance, a Member may suspend the family privileges described in this Section, as they may relate to one or more family members. The Club shall use reasonable efforts to effect a requested suspension. The Member, however, shall be financially responsible for paying any charges or other indebtedness of their Spouse and Children under this Section, including any unauthorized use of the Club by their suspended family member, notwithstanding that the Club has received the Member's Notice of family suspension.

2.4.6. FAMILY PRIVILEGES REGISTRY. Members shall annually be required to provide the Club with their Spouse's name and the names and birthdates of all children who will be expected to use their Club membership privileges to use the Club's facilities under the Spousal and Family Privileges Section of these Bylaws. In addition, a Member may designate their grandchildren under the age of twenty- three (23) for "charging" privileges following rules determined by the Board of Governors to be appropriate for using the Club's facilities and purchasing food and beverages

2.4.7. DESIGNATED COMPANION. A “Designated Companion" is a person at least eighteen (18) years of age who is not a family member, Spouse, or partner of a registered domestic partnership/civil union with the Member and who has a continuing relationship with an unmarried Member of the Club. Upon written request by a Member to the Membership Committee and furnishing such information as the Board requires including proof of cohabitation, the Board of Governors, in its sole discretion, may approve the application by a two-thirds (2/3) vote for Designated Companion The Member is limited to one Designated Companion at a time and shall be fully responsible for the Designated Companion as they would be for a family member The Designated Companion shall not succeed to any other right or privilege, or the continued use of the Club facilities on the resignation or death of the Member or the termination of the Member's membership in the Club, or any other right not explicitly permitted herein. A Member may not request a change in the designation of a Designated Companionmore than once in a two-year time frame. It shall be the Member'sobligation and responsibility to notify the Club in writing of any termination of the Member's relationship with their Designated Companion. Failureto do so promptly may result in the suspension of the Member's membership privileges.

2.4.8. RESIGNATION. A Member, which includes their Family, may resign from the Club at any time by giving written notice of resignation to the Club's General Manager/COO The resignation shall be effective no later than the first day of the calendar month immediately following the month in which the Club received such notice The resignation shall not relieve the Member of any obligations incurred or commitments made before the resignation. Members who resign shall lose all rights, privileges, title, and interest in Club property as of their resignation date. In addition, the stock of the Member shall be automatically canceled upon the date of resignation.

2.5. TRANSFER OF MEMBERSHIPS

2.5.1.

SPOUSAL TRANSFER.

Upon the written request of a Member in good standing and subject to the Membership Committee's prior approval and a two-thirds (2/3's) affirmative vote of the entire Board of Governors, a Member may transfer their Club Membership, including any Club stock, to their then-current Spouse Any transfer request may not be permitted again for at least twelve (12) months following the initial spousal transfer and subsequent transfer. A transfer of membership shall automatically terminate the Transferor's rights and privileges as the Club Member, but not as a family member of the Transferee. The Transferee shall execute a Membership Agreement acknowledging their written acceptance of their duties, obligations, and requirements as the new Club Member.

2.5.2. CHANGE IN MEMBERSHIP CATEGORY. A Member may elect to change membership from one category to another upon thirty (30) days' written notice to the Board of Governors but may not be requested again for at least 12 months following any permitted change otherwise approved by the Club. Any request for a change in Club membership category shall be subject to (i) the approval of the Membership Committee; and (ii) except in the case of a downgrade, i e , from Regular to Social, or from Social to Clubhouse, the availability of openings, as determined by the Club, in the new category of Club membership sought by the Member; and (iii) the payment of such fees for any such change of membership category that is then applicable as determined by the Club.

2.5.2.1. MEMBER CATEGORY UPGRADE. A Member will be allowed to upgrade in the Membership category (Example: Social to Regular) if there is a then-current vacancy in the category, subject to waiting list priorities and requirements; otherwise, the Member shall be placed on the waiting list for such upgrade. The new category of membership's annual dues will be applicable, and any incremental initiation fee and stock purchase requirements will also apply If any, the amount of money owed will be the difference between the initiation fee previously paid and owed by the Member and the then-current initiation rate for the upgraded Membership category

2.5.2.2. MEMBER CATEGORY DOWNGRADE. A Member may be allowed to downgrade to a lower membership level (Example: Regular to Social; Social to Clubhouse) whether there is a vacancy in the category and without regard to or subject to waiting list priorities and requirements. The annual dues for the new category of membership will be applicable. The Member who has downgraded to a lower membership level shall not request to return to an upgraded member category for one year. The Members will be allowed to retain their shares of capital stock in the Corporation. In no event or circumstance will any Member be entitled to a refund of any the portion of any Initiation Fee previously paid by such Member in connection with a change in the Member's category of membership

2.5.3. MARRIAGE. The marriage of a Member shall not constitute a change in the Member's Membership category. The Spouse of the Member shall be entitled to all the Member's membership privileges as provided in Section 2.3.5 of these Bylaws (Spousal and Family Privileges) effective upon the marriage date. The Club Membership Director shall be promptly notified in writing of any change in a member's marriage status for information and accounting purposes.

2.5.4. SEPARATION, DIVORCE, OR ANNULMENT. When a Member is separated from their Spouse by a court decree of separation, becomes divorced, or their marriage has been annulled, all Club members and Club stockrelated rights, benefits, and privileges shall be limited solely to the Member After the date of the court decree of any separation, annulment, or divorce, the following options shall be available to the Member and the Former Spouse.

2.5.4.1.

TRANSFER OF MEMBERSHIP AND STOCK.

If current on all Club fees, dues, and charges, the Member may request that their membership and any Club stock be transferred to their Former Spouse. Such request must be made in writing, made within sixty (60) days of the final court action, and state that the Member agrees: to resign from membership on such date as the Board approves the transfer, to pay all outstanding Club fees, dues, and charges accrued as of such date, and transfer to the Former Spouse any Club stock, and include the written consent by the Former Spouse to transfer of the membership to them, along with a promise to pay any outstanding Club fees, dues and charges that may be then or in the future outstanding under the Former Member's and the new Member's accounts. Such resignation shall become effective immediately upon Board approval without further action. In addition, the Transferee shall execute a Membership Agreement acknowledging

their written acceptance of their duties, obligations, and requirements as the new Club Member. Upon such transfer of membership and stock, the new Member shall have all the rights, privileges, and membership obligations in the relevant category irrespective of any waiting list priorities or requirements.

2.5.4.2. SPOUSAL INTEREST UPON SEPARATION, DIVORCE, OR ANNULMENT.

In the case where the Membership and Club stock held by the former Member spouse will not be transferred to the former Non-member Spouse, the former Non-member Spouse may apply for membership in the Club within sixty (60) days of the final court action at one-half of the initiation fee then in effect for the membership category or lesser membership category which their former Member Spouse initially or then currently held. The Membership Committee shall process the request without regard to the Waiting List provisions of Sec. 2.4.3. Upon payment of the then applicable initiation fee and Club stock fee, the Former Nonmember Spouse shall become a new Member having all the rights, privileges, and obligations of membership in the category approved.

2.5.5.

DEATH OF MEMBER.

Upon the death of a Member in good standing ("Decedent Member"), and subject to the election and conditions provided herein, their membership shall pass to such Member's surviving Spouse ("Surviving Spouse") without any requirement that the Surviving Spouse pay any additional Initiation Fee that may apply to the Decedent Member's membership category. The Surviving Spouse shall have sixty (60) days from the date of the Decedent Member's death to notify the Club in writing that the Surviving Spouse agrees to succeed to the Deceased Member's Membership. If the Club does not receive such notice from the Surviving Spouse within such sixty (60) day period, the absence of such notice shall be deemed to constitute a decision by the surviving Spouse not to succeed to the Deceased Member's Membership. If the Deceased Member's Spouse does not survive the Deceased Member or does not elect to succeed in the Deceased Member's Membership, the Deceased Member's Membership shall be deemed resigned as of the date of the Decedent Member's death In the event of the Surviving Spouse's remarriage, they shall be entitled to retain the Decedent Member's Membership Upon the death of the Surviving Spouse (the "Second Decedent Member"), the Spouse of the Second Decedent Member shall continue to have the same privileges that applied to the Second Deceased Spouse without any requirement that the Spouse of the Second Decedent Member pays any additional Initiation Fee that might otherwise apply to the Second Decedent Member's membership category if they meet all the requirements of a nominee for club membership as determined by the Board of Governors.

2.6. DUES, CHARGES, AND INITIATION FEES

2.6.1. BOARD PROCEDURES. At least thirty (30) days before the end of each fiscal year, the Board of Governors shall set the annual dues, monthly assessments, if any, including food and beverage minimum, for each category of membership, and guest fees for the next fiscal year. The amount of any annual dues shall be determined by the affirmative vote of two-thirds (2/3) of the entire Board, and any increase in such dues from the prior fiscal year shall not exceed ten (10%) percent of the then-current dues rate except as provided in Section 2.6.2 below. The Board shall maintain and publish a current list of fees, dues, assessments, if any, and other charges that shall be made available to Members at the Club's business office and posted on the Member's Section of the Club's website All monetary transactions between the Member and the Club shall be charged to the Member's Account except as expressly provided by the Board's Club Rules and policies

2.6.2. LIMIT ON ANNUAL DUES ADJUSTMENT. No dues increase greater than ten (10) percent, fiscal year over the prior fiscal year shall be permitted unless approved by a majority vote of the stockholder members attending in person or by proxy at an Annual or Special Meeting of the Club's shareholders, where at least forty (40) percent of the Club's stock is represented in person or by proxy and notice setting forth the location, date, time, and the proposed dues increase which is the subject of the meeting has been provided to all shareholders at least thirty (30) days in advance

2.6.3. PAYMENT DUE DATE. Dues are payable monthly but may be paid one year in advance at the Member's election with the Board of Governors' approval.

2.6.4. DUES PRORATED. New Members, upon admission, shall owe annual dues, capital dues, golf assessments, and the annual food and beverage minimum prorated based on the number of months remaining in the Club's fiscal year, including the month of entry

2.6.5. FOOD AND BEVERAGE MINIMUM. The Board of Governors may establish food and beverage minimums where by the members may be required to purchase food and beverages up to a certain amount or pay the unused minimum as a forfeiture fee.

2.6.6. INITIATION FEES. The Initiation Fee to be paid by newly elected Members shall be established from time to time by the Board of Governors by the affirmative vote of two-thirds (2/3's) of the entire Board. Funds arising from Initiation fees shall be used at the Board's discretion to improve the Club facilities, furniture, artwork, and fixtures, including installation charges for such facilities and improvements Any person elected to membership who shall fail to pay the required initiation fee in full shall forfeit all membership rights and privileges

2.6.7. CLUB BORROWING AND ASSESSMENTS. The Board of Governors shall not have the authority or power to approve or incur any long-term debt totaling, in the aggregate, over five hundred thousand dollars ($500,000) or enter into any agreement for a debt term longer than five (5) years, or levy any membership assessment of any amount, for any fiscal year, unless approved by a majority of the Club's stock represented by the stockholder members attending in person or by proxy at an Annual or Special Meeting of the Shareholders, where at least forty (40) percent of the Club's stock are represented in person or by proxy, and notice setting forth the location, date, time and proposed action(s) which are the subject of the meeting has been provided to all shareholders at least thirty (30) days in advance

2.6.8.

MEMBER OBLIGATION.

Every Member shall continue to be liable for the timely payment of all dues, fees, and other Club charges in the event the operation of the Club's Facilities is suspended for a period or becomes unavailable for membership use due to repairs, maintenance, renovation, or fire, casualty, general health risks such as a pandemic, or other similar occurrences beyond the Club's control. No dues or fees shall be refunded unless otherwise provided by the Board of Governors. In addition, the Member shall be financially responsible for paying any charges or other indebtedness of their Family or Guests under Section 2 4 5 Section8 1 and Section 9 1 of these Bylaws

2.6.9.

LEAVES OF ABSENCE.

In the event circumstances occur that create a hardship for a Member beyond her or her reasonable control and that substantially restricts the Member’s ability to use the Club’s Facilities, the Board, in its discretion, may place the Member on a Leave of Absence status consistent with the Club’s then-current Leave of Absence Policy, effective on the first day of the month following the Board’s decision. Leave of Absence is intended to be for a significant personal event or military service, and not as a convenience to the Member. During any

period of Leave of Absence status, no Member or his or her Family shall be permitted to use the Club Facilities, except as the guest of another Member for dining only or with written permission of the General Manager and no more than one in any calendar month. During a period of Leave of Absence, a Member shall pay such dues and other amounts, if any, as the Board shall determine from time to time The Board may revoke a Leave of Absence at any time

2.7. STOCK

2.7.1. STOCKHOLDER MEMBERS RIGHTS: The holder of each share of the Corporation's stock shall be entitled to one noncumulative vote per share at all stockholders' meetings and to vote such share(s) to elect the Board of Governors as well as to vote on all matters duly brought before the Corporation's Membership at any Annual or Special Meeting, as provided in the Articles of Incorporation and these Bylaws. In addition, all shareholders have the right to run for the office of Governor and serve on specific committees described in Article VI, Committees

2.7.2. STOCK TRANSFERABILITY. The capital stock of this Corporation shall not be transferable other than to the then Spouse of a member as described in Section 2.7.2.1 and Section 2.7.2.2 below; shall have no redemption rights, and shall be automatically canceled, if not transferred to the Spouse, upon the resignation of a stockholder's membership in the Club. No stockholder shall have the right to transfer their stock to their Spouse where such Member is subject to a disciplinary proceeding or termination. Stock and Memberships can only be transferred following the Club's Certificate of Incorporation procedures, these Bylaws, and the General Corporate Law of Delaware.

2.7.2.1. SPOUSAL

TRANSFER

OF STOCK. A Member who voluntarily transfers their membership to their Spouse according to section 2 4 1 must also transfer their stock to such Spouse

2.7.2.2.

DEATH

OF

STOCKHOLDER

MEMBER. Upon the death of a stockholder member, the decedent's membership will automatically pass to the deceased Member's surviving Spouse without paying any additional Initiation Fee. In addition, the decedent's stock ownership shall pass to the decedent's surviving Spouse, either under the intestacy laws or under the decedent's will. Within thirty (30) days of the death of the shareholder Member, the Club shall advise the decedent's Spouse that they have the option, exercisable within sixty (60) days of such notice, to (a) have the descendant's stock transferred to their name and to continue membership in the Club in the decedent's category of membership, subject to their obligation to assume the full payment of the dues and charges for this membership category; or (b) voluntarily relinquish their right to stock ownership and resign from the Club. If a Spouse does not survive the deceased Member, the membership will be deemed resigned as the descendant's Member's death. However, in no event may a membership or stock be devised or bequeathed by will or pass by intestate succession to anyone other than a member's then Spouse. If the eligible Spouse does not notify the Secretary of their decision within 60 days, the Club's offer of continuing membership shall be withdrawn, the stock will be canceled, and the membership will be deemed resigned.

2.7.3.

TERMINATION OF MEMBERSHIP.

Any Member whose membership shall have been terminated under Article X's provisions shall immediately and automatically forfeit their membership and any stock in the Club and have no rights or privileges Within five (5) days after the termination becomes effective, their stock shall be canceled.

2.7.4. CANCELLATION. Upon the date of death, resignation, or termination of a stockholder Member's membership in the Club, all Club stock issued in the name of such stockholder Member shall be canceled except as otherwise provided in these Bylaws.

ARTICLE III--MEETINGS AND VOTING

3.1. PLACE OF MEETINGS. All meetings of the Stockholder Members shall be held at any place in the State of Delaware as may be designated by the Board of Governors unless the Board of Governors determines that a meeting of stockholders will be held exclusively using remote communication rather than a physical place. The stockholders' meeting shall be held at the Corporation's registered office without any such designation.

3.2. DATE OF ANNUAL MEETING. The Annual Meeting of the stockholders and the election of the Board of Governors shall be held on such date, time, and place in the State of Delaware as may be designated by the Board of Governors each year Governors shall be elected at the meeting, and any other proper business may be transacted

3.3. NOTICE OF ANNUALMEETING. The Club Secretary shall give, or cause to be given, a notice of the Annual Meeting and Board of Governors election to all stockholders indicating the meeting's date, time, and place. Notices shall be sent by first-class mail to all stockholders at their address in the Club's records and may also be given electronically to any Member who has consented to receive notices by electronic transmission and has provided an email address to the Club for such purposes. The notice shall be given not less than 30 days or more than 60 days before the Annual Meeting date In addition, notice shall be prominently posted at the Clubhouse and on the Club's website

3.4.

SPECIAL MEETINGS.

The President or a majority of the Board of Governors may call a Special Meeting of the Club's Stockholder Members at any time. Also, the President of the Board of Governors shall call a Special Meeting of the stockholders of the Club on the written request in the form of a petition signed by ten (10) percent or more of stockholders who are eligible voting Members under the Club's Certificate of Incorporation and these Bylaws. A petition by stockholders for a Special Meeting shall state the purpose or objectives of the Special Meeting and why the meeting is considered necessary No subject shall be considered at the Special Meeting unless stated in the petition Within five (5) days of receipt of a proper Stockholders' Petition requesting a Special Meeting, the President, on behalf of the Board of Governors, shall fix the time and place of the Special Meeting The meeting date shall be set not less than 30 days or more than 45 after receiving the Stockholders' Petition At least twenty (20) days before that, a notice of each Special Meeting shall be posted on the Club bulletin board, and the Secretary shall give, or cause to be delivered, a notice to all stockholders indicating the time and place of the Special Meeting and containing a statement of the purpose(s) for which the Special Meeting is called. Notices shall be sent by first-class mail to all stockholders at their address in the Club's records and may also be given electronically to any stockholder who has consented to receive notices by electronic transmission and has provided an email address to the Club for such purposes

3.5. QUORUM. The holders of thirty-three and one-third percent (33 1/3 %) of the shares of stock issued and outstanding and entitled to vote under these Bylaws, present in person or represented by proxy, shall

constitute a quorum at all meetings of the stockholders for the transaction of business except as otherwise provided by statute or by the certificate of incorporation. If such quorum is not present or represented at any meeting of the stockholders, the Members entitled to vote at the meeting may adjourn the meeting, without further notice, to another place, date, or time, until further notice a quorum shall have been obtained When a quorum is once present, it is not broken by the subsequent withdrawal from any stockholders' meeting

3.6. STOCKHOLDER VOTING. Except for the election of Governors, where a plurality shall be sufficient, whenever any corporate action is to be taken by vote of the stockholders, a majority of votes cast by stockholders, in person, or by proxy or mail-in ballot at any duly called Annual or Special Meeting of the stockholders at which a quorum of stockholders is present either in person or by proxy, is necessary for the passage of any motion or approval of the action, except as expressly provided in the Articles of Incorporation, in these Bylaws, or by the provisions of the Delaware General Corporation Law.

ARTICLE IV--GOVERNMENT

4.1 BOARD OF GOVERNORS.

4.1.1. AUTHORITY. The Board of Governors shall have general management, control, and oversight of the business, property, activities, and affairs of the Club. It may exercise all powers concerning it, except as are reserved to the membership by these Bylaws, the Articles of Incorporation, or the law. The Articles of Incorporation provide that the affairs of the Corporation are to be conducted and the business of the Corporation managed by a Board of Governors of not less than nine (9) Members or the number determined by the Club's Bylaws

4.1.2. EXECUTION

OF CONTRACTS.

The Board of Governors may authorize any Officer or Officers, or agent or agents, to enter any contracts or execute any instrument in the name of and on behalf of the Corporation as a Club; such authority may be general or confined to specific instances, except as otherwise provided in these Bylaws. Unless so authorized or ratified by the Board of Governors or within the agency power of an Officer, no Officer, agent, or employee shall have any power or authority to bind the Corporation by a contract or engagement, pledge its credit, or render it liable for any purpose or any amount.

4.1.3.

CONFIDENTIALITY.

Directors and Officers have a fiduciary obligation not to disclose Confidential Information they receive from their service as Members of the RBCC Board of Governors All material non-public information relating to the Club's business shall not be disclosed to the public unless the Club President or Board of Governors authorizes disclosure and use of such information. Confidential Board Information that is unauthorized for disclosure to Members includes, but is not limited to, membership applications, communications about legal matters under litigation, Member disciplinary actions, and employee personnel records. This should not in any way restrict the Board's obligation under its Duties of Loyalty and Care obligations and RBCC's Core Values to keep Members sufficiently informed to know how the Club is managed and to understand the Club's finances.

4.1.4.

CONFLICT OF INTEREST.

The Board of Governors shall adopt a Conflict-of-Interest Policyrequiring that any transaction or vote involving a potential conflict of interest shall be approved only when a majority of disinterested directors determine that it is in the best interest of the Club to do so. The minutes of meetings at which such votes are taken shall record such disclosure, abstention, and rationale for approval Each Governor shall certify at the beginning of each Club administrative year that they understand and agree to abide by their obligations and responsibilities according to the Club's Conflict of Interest Policy Each Officer, Governor, and Member of a Committee with Board delegated powers shall annually sign a statement which affirms such person:

a.Has received a copy of the Conflict-of-Interest Policy.

b.Has read and understood the policy.

c.Has agreed to comply with the policy and Understands the Club is incorporated as a nonprofit Club described in Section 501(c)(7) of the Internal Revenue Code. To maintain its federal tax exemption, it must engage primarily in activities that accomplish one or more of its tax-exempt purposes The Board of Governors shall provide for the conduct of periodic reviews to ensure implementation and enforcement of its Conflict-of-Interest Policy to conform to federal and state laws applicable to tax-exempt organizations

4.1.5.

THE NUMBER OF DIRECTORS AND TERM.

The number of directors constituting the entire Board of Governors shall be at least nine (9) and not more than fourteen (14). Each shall serve three-year terms with the exact number of directors (Governors) to be fixed from time to time within such limit by a duly adopted resolution of the Board of Governors or stockholders. No reduction of the authorized number of directors (Governors) shall have the effect of removing any director before such director's term of office expires. Unless they resign, die, or are removed, each Governor shall hold office until a successor is duly elected If appointed to fill an unexpired term as an interim (acting) Governor due to a Board vacancy, the interim Governor shall be appointed to serve until the next Annual Meeting and Election of Board of Governors as provided in Sec 4 1 10 of these Bylaws

4.1.6. TERM LIMITS. No Governor may serve more than two (2) consecutive three (3) year terms in addition to a previous unexpired term. Governors who become ineligible because of these limits shall be ineligible to serve as a Governor for three (3) years.

4.1.7. STAGGERED TERMS. The terms of service shall be staggered, and as far as possible, Governors shall be elected so that the terms of office of one-third (1/3) of the members of the Board of Governors shall expire each year

4.1.8. COMPENSATION. No member of the Board of Governors or Officers shall receive remuneration for official services but may be reimbursed for reasonable expenses incurred if approved by the Board of Governors. A member of the Board who receives reimbursement from the Club for services performed is precluded from voting on matters about their payment.

4.1.9. RESIGNATIONSAND REMOVAL. Governors' resignations are effective upon receipt by the Secretary (or by the President or other Officer if the Secretary resigns) of written notification In addition, any andall of the Governors may be removed for cause by a majority vote of the stockholders

4.1.10. VACANCIES. In case of a vacancy in the Board of Governors, because of resignation, death, or removal before the expiration of their term of office, the Board of Governors shall appoint a Stockholder Member as success or as an interim Governor to serve until the end of the term of their predecessor or the next Annual Meeting of the Club, whichever is earlier, when the stockholders shall elect a Stockholder Member for the remainder of the unexpired term

4.1.11. MEETINGS. The Board of Governors shall meet regularly at the Clubhouse, and meetings may be called at the discretion of the President or the written request of three Governors. All members of the Board may participate in a meeting by conference telephone or video or similar communications equipment, so long as members participating in such meeting can hear one another, and such participation shall constitute presence in person at the meeting. Whether regular or special, a notice of the meeting shall be provided at least five (5) days in advance and state the date, time, and place of such meeting. For special meetings, the notice shall state the purpose of the meeting, and the date, time, and place of such meeting The presence of any Governor at a meeting, in person or by conference telephone, without objection to the lack of notice of the meeting, shall waive notice by such Governor

4.1.12. QUORUM AND VOTING. Unless a higher proportion is required by law, seven (7) Board Members shall constitute a quorum for the transaction of business. Unless otherwise stated in these Bylaws or required by law, all actions shall be by a majority vote of those present at a meeting at which a quorum is present shall be the act of the Board of Governors.

4.1.13. EMERGENCY POWERS. In the event of an emergency, i e , where a quorum of the Board of Governors cannot readily be assembled because of some catastrophic event, the Board of Governors may exercise emergency powers according to these Bylaws and Board approved Club Policies

4.1.14. INSPECTION. Every Governor shall have the right to inspect the Club's books and records for purposes reasonably related to the Governor's position as director. A Governor's request for inspection shall state a proper purpose relevant to the Governor's performance of their duties as a director. Requested books and records may be inspected and copied at any reasonable time in the Club's business offices.

4.1.15. ANNUAL REPORT. At each Annual Meeting, the Board of Governors shall submit a comprehensive report of the Club's affairs, including a discussion of the Club's accomplishments, membership levels and recruitment, Committee activities, and details on long-range organizational plans and capital improvements maintenance projects. The report shall be printed and distributed to the Members at least seven business days before the Annual Meeting.

4.2 OFFICERS.

4.2.1. OFFICERS. The Club's officers shall be a President, a Vice President, a Secretary, and a Treasurer The President, Vice President, Secretary, and Treasurer must be current members of the Board of Governors

4.2.2. SUBORDINATE OFFICERS. The Club may also have, at the discretion of the Board of Governors, an assistant secretary and an assistant treasurer as the business of the Club may require, each of whom shall be appointed by the Board, hold office for such period, have such authority, and perform such duties as provided in these Bylaws or as the Board of Governors may determine.

4.2.3. ELECTION OF

OFFICERS.

The Officers of the Club, except such Officers as may be appointed under the provisions of Sections 4.2.2 and 4.2.4 of these Bylaws, shall be elected at an organizational meeting of the Board of Governors as soon as practicable after each annual meeting, but in no case later than ten (10) days after the Annual Membership Meeting,

4.2.4. TERM LIMITS. The President and Vice President may not serve more than two (2) terms of one (1) year in each office. The terms of the Secretary and Treasurer shall be limited to no more than three (3) consecutive one (1) year terms. Officers who become ineligible because of these limits shall be ineligible to serve as officers for three (3) years. A two-thirds vote of the Board may make exceptions to the term limits of the Secretary and Treasurer, but no person shall serve as a Club Officer in each of these positions for more than six (6) consecutive years. Any vacancy in any office arising from any cause may be filled for the unexpired portion of the term by the Board or by a majority vote of the Board to elect a new Officer for a term as provided in Section 4.2 of these Bylaws.

4.2.5. REMOVAL Subject to the rights of an Officer under any contract of employment, any Officer may be removed from office, either with or without cause, by an affirmative vote of the majority of the Board of Governors at any regular or special meetings of the Board.

4.2.6. RESIGNATION. Any Officer may resign at any time by giving written notice to the Secretary of the Club (or the President or other Officer if the Secretary is resigning). Any resignation shall take effect at the date of receipt of the notice or at any later time specified in the notice. Unless otherwise specified in that notice, the acceptance of the resignation shall not be necessary to make it effective.

4.2.7. POWERS AND DUTIES. Subject to the control of the Board of Governors, all Officers shall have such authority and shall perform such duties as may be provided by the Bylaws or by resolution of the Board An Officer shall discharge their duties in good faith, with the care an ordinarily prudent person in a like position would exercise under similar circumstances and in a manner, the Officer reasonably believes to be in the best interest of the Club.

4.2.8. PRESIDENT. The PRESIDENT shall preside at all meetings of the Board of Governors, Executive Committee, and all Membership meetings Have general supervision, direction, and control of the business and other officers of the Club Have the broad powers and duties of management usually vested in the office of President of a nonprofit social club, and have such other powers and duties as may be prescribed by the Board of Governors or these Bylaws

4.2.9. VICE PRESIDENT. In the absence of the President, or in the events of the President's inability or refusal to act, the VICE PRESIDENT shall perform the duties of the President and shall have all the powers of and be subject to all restrictions upon the President. In addition, the Vice-President shall perform such other duties and have such other powers as the Board of Governors may from time to time prescribe or as the President may from time to time provide, subject to the authorities and supervision of the Board of Governors

4.2.10. SECRETARY. The SECRETARY shall keep or cause to be kept under their supervision at the executive offices of the Club, agendas, and minutes of the Board of Governors, the Executive Committee, and any Board directed Committees responsible for filing reports to the Board of Governors. At a minimum, Board and Executive

Committee meeting minutes shall contain the names of those in attendance, any resolution approved or disapproved, and a summary of business discussed at the meeting. The Secretary may delegate any of their duties to the General Manager/COO, as the Board of Governors approves. The Secretary shall give, or cause to be given, a notice of all meetings of the stockholders and the Board of Governors required to be provided by law or these Bylaws The Secretary shall keep, or cause to be kept, at the business offices of the Club, a share register, or a duplicate share register, showing the names of all stockholders and their addresses, the number of shares held by each, the number and date of certificates evidencing such shares, and number and date of cancellation of every certificate surrendered for cancellation. They shall keep the seal of the Corporation, if one be adopted, in safe custody and shall have such other powers and perform such other duties as may be prescribed by the Board of Governors or by these Bylaws.

4.2.11. CLUB MINUTES. The Club shall keep correct and complete books and records of account and shall keep minutes of the proceedings of its Members, Board of Governors, and the Executive Committee Stockholder Members shall have a right to inspect the Club's stock ledger, a list of its stockholders, and other Club books and records for proper purposes In addition, any Stockholder Member on five (5) days written request to the General Manager/COO may inspect the minutes of the Club's stockholders' proceedings, record its stockholders' registration, and make copies at the Stockholder Member's own expense. The reference to minutes available for Member inspection is limited to stockholder meeting minutes, Board of Governors meeting minutes, but not Executive Committee minutes and does not include legally privileged communication or data classified as confidential including, but not limited to, membership applications, discussion about legal matters under litigation, Member disciplinary actions, and employee personnel records.

4.2.12. TREASURER. The Treasurer shall, in general, have all duties incident to the position of Treasurer, including the custody of all funds and securities of the Club, shall Chair the Audit-Finance Committee, shall be responsible for the receipt and disbursement of all monies of the Club, and shall perform such other duties as may be assigned by the Board of Governors. In addition, the Treasurer may delegate any of the following duties to the General Manager/COO, Director of Finance, or other Club employee as approved by the General Manager/COO.

a.Preparation of Financial Reports. The Treasurer shall oversee the keeping of regular books of account and all the Club's financial records and shall supervise the development of and submittal to the Board of Governors of any proposed budgets and financial statements In addition, the Treasurer shall oversee the monthly preparation of an unaudited financial report following generally accepted accounting principles exhibiting the Club's receipts and expenditures, cash on hand, and existing debts, and shall report at each regular meeting of the Board as to the financial health of the Club

b.Administration and Collection. The Treasurer shall cause to be collected, invested, or disbursed under the direction of the Board of Governors, all monies of the Club. In addition, it shall be their duty to collect funds due to the Club from the issue of shares, initiation fees, dues, Member charges, and all amounts due as payments from others.

c.Financial Advisor. Provides information to the Audit-Finance Committee on the Club's finances and budget At the Annual Stockholders Meeting, the Treasurer shall give the membership at least seven (7) business days before the meeting a report containing the audited financial statements for the Club's most recently completed fiscal year and an unaudited interim period financial statements for the first quarter of the Club's current fiscal year The books of account of the Treasurer shall be open at all reasonable times to any Member of the Board of Governors.

4.2.13. GENERAL MANAGER/COO. The Board of Governors may hire a General Manager/Chief Operating Officer (COO) of the Club. The General Manager/COO reports to the Club's Executive Committee and administers all policies directed by the Board of Governors. Unless otherwise by contract or law, these Bylaws provide the Board may remove the General Manager/COO at any time with or without cause at a meeting called for that purpose The duties of the General Manager/COO include management of the Club's daily business affairs and the responsibility for directing the work of the Club's employees

a.Financial. The General Manager/COO shall administer and manage all Club operations within the budget and general policy promulgated by the Board of Governors.

b.Staffing. The General Manager/COO shall be responsible for establishing specific personnel policies, hourly wages, job descriptions, and personnel procedures under the guidance and approval of the Board of Governors. In addition, the General Manager/ COO shall be responsible for hiring, terminating, and supervising all Club personnel. However, the prior approval of the President and coordination with the Committee Chairperson is required for the recruitment of or the firing of Executive Staff personnel reporting to the General Manager/COO

c Coordination. The General Manager/COO shall coordinate the various activities of the Club to achieve sound financial operations and to achieve the appropriate coordination and cooperation with the various departments of the Club to ensure maximum Membership satisfaction. In addition, they shall communicate with Club Members, Committee Members, the Board of Governors, and staff members as necessary to achieve policies consistent with the Club's Guiding Principles and Core Values.

d.Administration. In their official capacity, the General Manager/COO shall attend all meetings of the Board and all committee meetings at their discretion. The General Manager/COO is not a member of the Board of Governors and will only attend executive sessions of the Board if invited by the President In addition, the General Manager/COO shall make reports as directed by the President to the Board and at Annual and Special Meetings as to the administration of the Club

4.2.14. PAST-PRESIDENT. Upon completing their elected term as President, the Club's President shall be designated by the Board as the IMMEDIATE PAST-PRESIDENT for a two-year (2) term or until the immediate successor President replaces them in that capacity, whichever occurs first. Unless continuing as a currently elected Governor, the IMMEDIATE PAST PRESIDENT is invited to attend but not required to participate in all meetings of the Board of Governors but shall not engage in Board executive sessions, have any voting powers on Board matters, or exercise any official executive authority A vacancy in this position does not require the Board to fill the position

ARTICLE V-- ELECTIONS

5.1

PURPOSE.

It is the intent of the provisions of this Article to manage the amount of campaigning and electioneering for Board of Governor positions within reasonable limits and to promote and maintain a spirit of collegiality amongst Club Members. The Board of Governors may provide additional voting instructions to achieve these goals.

5.2.1 REQUIREMENTS FOR NOMINATION TO THE BOARD OF GOVERNORS. Minimum qualifications required for consideration by the Nominating Committee for the selection of any stockholder member to be a nominee for candidacy for election to the Board of Governors are: (a) the Member must be a stockholder member for at least three (3) continuous years and be in good standing, and (b) have served on a Club's standing committee for at least ten (10) months within the last five (5) years. Good standing shall mean a stockholder is current on all obligations owed to the Club and not otherwise under suspension. (Revised by Board of Governors vote on May 24, 2022.)

5.2.2. BOARD ACTIONS. At the April Board of Governors meeting before the next Annual Membership Meeting, the Board shall identify skill set needs and specify the number of openings on the Board of Governors to be voted on at the Annual Membership Meeting to serve three-year (3) terms as provided in these Bylaws; or to serve unexpired terms of interim Governors as provided in these Bylaws

5.2.3. NOTICE OF

BOARD ELECTION AND REQUEST

FOR

QUALIFIED NOMINEES.

Within 7 (seven) business days after the April Board of Governors meeting, the Board of Governors shall cause a written notice to be sent to all Club Members and posted on the Club's website providing: (a) the date and place of the Annual Stockholders Meeting and election to Board of Governors, (b) the number of Board positions open for Governors to serve threeyear terms and the number of Board positions open for terms less than three (3) years because of a Board vacancy; (c) a listing in alphabetical order the names of the members of the Nominating Committee and its chairperson; and (d) the following provision displayed prominently: "All qualified Stockholder Members are invited to request consideration of their nomination to the Board of governors by sending a letter of interest to the Leadership Development Committee at the Club's address or an email to the Leadership Development Committee Chair requesting the Committee's consideration of their nomination for a Board position ” The communication should contain the date of their Club membership and the dates of their committee service.

5.2.4. IDENTIFICATION AND RECRUITMENT OF NOMINEES. Within fifteen (15) business days of the Club's posting on its website of the Notice of Board Election and Request for Qualified Nominees, any Stockholder Members interested in being candidates for election to the Board of Governors or any Members interested in recommending a Stockholder Member(s) shall submit their request in writing to the Leadership Development Committee Requests for consideration should be mailed to the attention of the Leadership Development Committee, Rehoboth Beach Country Club, 221 West Side Drive, Rehoboth Beach, DE 19971, or electronically transmitted as directed by the Leadership Development Committee The Leadership Development Committee shall also recruit candidates for nomination to the Board based on criteria established by the Committee or the Board, considering the profile of the Board in terms of diversity, age, skills, and experience, as well as current and future Board needs.

5.2.5.

EVALUATION OF NOMINEES' QUALIFICATIONS

. The Leadership Development Committee shall then meet and formally evaluate all nominees proposed. The Committee shall conduct all necessary and appropriate inquiries into the backgrounds and qualifications of Board candidates The Committee may use in-person interviews, written questionnaires, or other reasonable means to screen nominees The Committee will select as many or more nominees as there are openings on the Board The Committee shall maintain the minutes of its meetings and make periodic reports to the Board The deliberation of the Committee shall be treated as confidential

5.2.6

NOTICE OF COMMITTEE ACTIONS.

At least seven (7) weeks in advance of the Annual Meeting and Board election, the Leadership Development Committee Chair shall notify the Board and the Club's Stockholder Members of the Committee's actions in approving the names of candidate nominees for the forthcoming Board of Governors election In addition, the Notice shall be posted on the Club's website and sent to the Membership

5.2.7 STOCKHOLDER PETITION NOMINEES.

Twenty-five (25) Stockholder Members or more, who are not currently on the Board of Governors, may nominate a stockholder as a candidate for the Board of Governors. Stockholders nominated by the petition process must be a Stockholder Member of the Club in good standing. The petition of stockholder nomination must be submitted and signed with the required stockholder signatures to the Club Secretary at least five (5) weeks before the Annual Membership Meeting. The Secretary or Chairman of the Nominating Committee shall determine if each potential candidate's petition meets the requirements of at least 25 Stockholder Members' signatures and the requirement of being a Stockholder Member in good standing. Upon determination of the prescribed qualifications being met, the Secretary shall at least five (5) weeks before the Annual Meeting send a Notice to all stockholders' last known address either by first-class mail or electronically by advising them of the names of all qualified stockholders who are approved as nominees under these provisions of these Bylaws. This information shall also be posted on the Club's website and throughout the Clubhouse. No nominator who has signed a petition shall be permitted to withdraw their signature, and no other nominations will be accepted.

5.3. ELECTIONS.

5.3.1

BALLOT PROCEDURES.

At least twenty-five (25) days before the Annual Meeting of the Membership and the election of the Board of Governors, the Secretary of the Club shall cause the names of all nominees to be printed in alphabetical order on one ballot or proxy form and shall indicate the Article and Paragraph of the Bylaws under which the persons are nominated either under Article 5.2.8 (Nominating Committee nominees) or Article 5.2.10 (Stockholder Petition nominees) The Ballot, proxy and accompanying nominee information shall be deposited as a package in the United States mail, postage prepaid, or commercial delivery at least twenty (20) days before the Annual Meeting date directed to the stockholder at their address of record. The Notice accompanying the Ballot shall state the date, time, and place of the meeting and items on the agenda The Ballot or proxy shall be marked, signed, returned by mail, or otherwise received at the Club before the meeting and the time agreed for closing the polls (Revised by Board of Governors vote on May 24, 2022 )

5.3.2. EQUAL TREATMENT. All nominees for election to the Board of Governors shall be accorded equal treatment and exposure in all Club notices and publications, including the notice accompanying the ballot. In addition, each candidate shall be granted the opportunity in the election information circular or mailing from the Club to the stockholders and Club Members to provide a bio statement of not more than 250 words, including a personal photo, areas of the Board's qualifications, education and professional credentials, and other relevant organizational experience

5.3.3. ELIGIBLE VOTING MEMBERS. All stockholders have a right to vote on all matters that common stockholders can vote on under the Club's Certificate of Incorporation, Bylaws, and the General Corporation Law of Delaware

5.3.4. CONFIDENTIALITY. All proxies, ballots, and voting tabulations identifying individual stockholders entitled to vote at any annual or special meetings of the Corporation and how such holders voted shall be kept permanently

confidential. They shall not be disclosed to any entity or person, including the directors, officers, employees, or stockholders of the Corporation, except when the law requires disclosure.

5.3.5.

INDEPENDENT THIRD-PARTY ADMINISTRATOR

To ensure a fair election of nominees to the Board of Governors and that everyone running in the election has a fair and equal chance of winning, the Board of Governors shall appoint "independent third parties" to ensure the integrity of the Club's voting process The responsibility of the "independent third parties" is to administer the election process to ensure that ballots and proxy ballots are provided only to stockholders who are eligible to vote as of the record date set for the stockholder vote, collecting all ballots and proxies, monitoring the authenticity and validity of the proxies cast. All proxy cards and ballots returned to the Independent Party for tabulation shall be kept confidential not to identify individual stockholders but are available for inspection by the independent judges of election or independent third parties in vote tabulations. Notwithstanding the preceding, the tabulator of the vote may report to the Corporation the aggregate number of shares voted for any matter and whether (but not how) a stockholder has voted An independent third party includes anyone who is not a member of the current Board of Governors, the Nominating Committee, or a candidate for the Board, or related to a member of the Board or candidate for the Board; and may include, but not limited to, any impartial employee or Club Member, a licensee of the Delaware Board of Accountancy, or a well-qualified professional third-party election management firm.

5.3.6. PROXY VOTES. Stockholders can vote their proxies via mail, the internet, or by attending the Annual Meeting.

5.3.7. MARKING BALLOTS. Every vote on a valid ballot should be counted if the voter's intent is clear no matter what mark ("X," "filled-in box," "checkmark," etc ) is used to indicate the voter's choice Voters need not vote for all open positions or questions Only the votes cast will be counted If a voter makes a mistake in voting for a position on the ballot, such as voting for too many candidates for a given open position, only the vote(s) for that position should be voided.

5.3.8. JUDGES. The Executive Committee shall appoint three (3) impartial Stockholder Members as Election Judges who, on election day, will coordinate with the "independent third party" to oversee the onsite voting process and to inspect the counting and tabulation of the stockholder votes following the Club's Confidential Voting Policy so that all ballots are kept confidential so as not to identify individual stockholders Judges shall determine whether the number of votes by ballot or proxy complies with the requirements of Section 3 5 of these Bylaws to meet the quorum requirements for conducting a meeting of the stockholders and so report to the presiding Officer of the Annual Meeting. Any election of Governors ballots and proxies timely cast marked "withhold" or otherwise indicating authority to vote is withheld shall not count against a candidate but shall count toward the quorum requirement. Judges shall not be anyone who is a member of the current Board of Governors, a candidate for the Board, or related to a member of the Board or a candidate.

5.3.9. ELECTION OF BOARD

MEMBERS.

A plurality of votes shall determine the Board of Governors elections The number of candidates necessary to fill the vacancies on the Board receiving the highest number of votes at the Annual Meeting of the stockholders for each designated term shall be declared elected

5.3.10. RESULTS. After the counting and tabulating the votes, the election results shall be promptly reported to the presiding Officer of the Annual Membership Meeting, who will promptly report the results. In addition, they shall be recorded in the minutes of the next scheduled Board Meeting. The Board shall retain ballots and proxies for 90 days after the Board of Governor's election.

5.3.11. TIE VOTES. A run-off election shall be held between only candidates tied for the open seat. Nominations are not reopened. Until the tie is resolved, the other newly elected Governors shall immediately begin serving their terms.

5.3.12. SEATING NEW GOVERNORS. The newly elected Governors shall be recognized immediately and, upon adjournment of the Annual Meeting, shall assume the duties of Club Governors The responsibility of the Nominating Committee shall terminate as of this event unless extended by a vote of the Boardof Governors.

ARTICLE VI--COMMITTEES

6.1 COMMITTEES.

Per the Delaware General Corporation Law, the Board of Governors shall establish Board Committees and Advisory Committees collectively referred to as "Standing Committees " All Standing Committees will develop and recommend policies governing their respective areas for Board approval and implementation

6.1.1. BOARD COMMITTEES The Board of Governors shall establish standing committees that fall into one of the following categories: Strategic, Operational, Independent and Ad Hoc.

6.1.2. SUBCOMMITTEES. The Board of Governors may authorize Subcommittees of the Standing Committees to assist and report to the Standing Committee or directly to the Board as the Board may direct. In addition, the Chair of a Standing Committee may recommend the creation of a Subcommittee to the Board to assist the Committee in its work Further, a Subcommittee may also include other Club members, including spouses, provided they have expertise relevant to the Standing Committee's Charter and responsibilities

6.1.3. ADVISORY CAPACITY. The Standing Committees and Subcommittees, except the Executive Committee and the Leadership Development Committee, will act only in an advisory capacity, making recommendations to the Board. The Committee and individual members thereof have no independent power or authority. Except as otherwise provided in these Bylaws, committees will act by a majority vote of the committee members. All Committee action shall be subject to reporting and approval by a majority of the Board of Governors at the Board's next meeting

6.1.4. MEMBERSHIP. All Standing Committees shall be composed of Club Members in good standing Except as provided in these Bylaws, where the specific appointment of Directors and Stockholder Members to a designated committee is required, non-directors and non-stockholders may serve on a Standing Committee. Annually the Governance Committee shall send out a notice requesting new Members from the Club's general membership to complete the necessary application to serve on Committees. In addition, current Committee Members must also submit to the Governance Committee a completed application to continue membership on a specific Committee or interest in joining another Committee. The Governance Committee shall provide its recommendations for Committee appointments to the President, subject to the majority vote of the Board of Governors The President shall be an ex officio non-voting member of all Committees appointed by the Board of Governors except for the Grievance Committee and the Leadership Development Committee The General Managers/COO is an ex officio non-voting member of all Committees

6.1.5. LIMITS ON COMMITTEE SERVICE. No Member shall chair more than one (1) committee at a time. No Member or Spouse of a Member may serve on more than one (1) committee at a time. Board Members are exempt from the limits on Committee service.

6.1.6. COMMITTEE TERMS. Committee terms are considered to run from October 1 to September 30 Members are appointed to a Committee for a two (2)-year term of service on that given Committee A term may be shortened to one (1) year to ensure Committee Members’ terms are staggered for continuity. Members may not serve more than three (3) consecutive two (2)-year terms on a given Committee. A Member of any Committee may be removed from the Committee for sufficient cause by vote of the Board of Governors.

6.1.7. COMMITTEE RESPONSIBILITIES. It is the responsibility of each Committee and Committee Member to act in the best interest of all the Club Members regardless of personal preferences and help guide the Board of Governors to decisions regarding Club policy and Club Facilities for the mutual benefit of all Members Committee Chairs are asked to ensure that any Committee member does not miss more than three (3) meetings in a one-year term If they do, the Chair may ask the member to step down from the Committee

6.1.8. STANDING

COMMITTEE

CHAIRS. Within thirty (30) days after the Annual Membership and Election of Governors (or at any time in the event of a Committee vacancy), the Board of Governors, by a majority vote of the Board then in office, shall appoint the Chairpersons of Standing Committees. The President may not chair any committee except the Executive Committee. A Member serving as a chair of a committee shall serve a one (1)-year term as Chair and may be reappointed as Chair, subject to any term limit applicable to their service on such Committee Committee chairs shall serve a maximum term of three (3) years as the Chair of any Standing Board Committee or other Committee authorized by the Board and shall roll off the Committee for at least one (1) year to allow broad participation of Club Members on Committees Exceptions to the term limit of three (3) years may be made by a majority vote of the Board of Governors on the recommendation of the Governance Committee. Still, no person shall serve as a committee chair for more than five (5) consecutive years.

6.1.9. STAFF SUPPORT. The General Manager/COO shall appoint a staff member for administration and coordination purposes with each Committee.

ARTICLE VII--FISCAL YEAR AND AUDITED FINANCIAL STATEMENTS

7.1 FISCAL YEAR The fiscal year of the Club shall be from the first day (1st) of April to the thirty-first (31st) day of March of any year.

7.2. AUDITED FINANCIAL STATEMENT. The Club's accounts shall be audited each year by an independent certified public account (CPA) selected by the Board of Governors on the recommendation of the Finance and Audit Committee. On the 90th day after the end of the Club’s most recent fiscal year, the Club’s audited financial statement for the prior year shall be finalized and made available to the stockholders

ARTICLE VIII--CLUB CHARGES AND MEMBER PAYMENTS

8.1. MEMBERS’ RESPONSIBILITY. Members are responsible for paying all dues and charges, including the charges of family members and guests, upon receipt of their monthly statement (Revised by Board of Governors vote on February 28, 2023 )

8.2. MANAGEMENT RESPONSIBILITY. The Club's Director of Finance or other staff member designated by Club management shall develop and maintain a Club Collection Policy to provide an internal financial control system to track the collection of dues, assessments, late fees, and interest on delinquent accounts. This Collection Policy shall be developed in consultation with the Club's Finance and Audit Committee or other Standing Committees. The Finance Director or the GM/COO shall report a repeated violation of the Club Collection Policy to the Board of Governors. The Board of Governors may, at its discretion at any time limit, or entirely withdraw the credit which may be extended to any Club Member This Policy shall be reviewed by the Board from time to time as necessary to reflect developments affecting the Club's collection process and finances (Revised by Board of Governors vote on February 28, 2023 )

8.3. STATEMENT ADDRESS. Each Member must file with the Club a current postal mailing or an email address to which monthly statements are to be sent. Members shall be deemed to have received mailings from the Club five (5) days after being sent to the address on file with the Club.

8.4. MONTHLY STATEMENTS. An itemized statement of all dues, assessment, and current charges will be mailed or transmitted electronically to each Member monthly on or before the fifth (5th) day of the month (‘the Billing Month”) immediately succeeding that in which charges were incurred and are due upon presentation In most cases, the Monthly Statement will reflect the next month’s dues and last month’s payments and charges Also, statements can be found on the Club’s website.

8.5. DELINQUENCY. Any Member who has not paid in full before the first day of the month immediately following the Billing month shall be considered delinquent. Delinquent accounts shall be assessed interest at 1.5% per month. The Member's delinquency status shall be reported on their monthly Statement of charges. (Revised by Board of Governors vote on February 28, 2023 )

8.5. SUSPENSION. Any Member whose account remains unpaid in full, on the first day of the month immediately following the Billing month, shall be notified by Club management that their membership privileges will be suspended if payment is not received by the end of the month. Any member whose account remains unpaid in full, on the first day of the second month immediately following the Billing month, shall be notified by Club management that their membership privileges are now suspended and will be terminated if payment is not received by the end of the month. Suspension of a Member suspends all membership privileges, including the use of the Club facilities of the Member and Family Membership privileges. A suspension shall not relieve a Member of their obligation to pay dues or other charges assessed during the suspension period If suspended, the reinstatement of the Member's privileges shall only occur if the Member signs a Member in Good Standing Contract which includes but not limited to (A) the Member agrees to enrollment in the Club's auto payment program for at least 12 months and (B) the payment in full of all charges those billed as well as those for the current month, including any finance charges assessed and reinstatement fees.. The Club may, at its discretion, determine not to seek the suspension of the privileges of Membership or use of privileges. However, such a determination shall not be deemed a waiver of the right to seek the suspension of Membership privileges at a later

date or against any other Member Any Member's account suspended for delinquency for a second time in a rolling-twelve-month period shall immediately receive a letter of warning signed by the Club President stating that their membership privileges will be terminated for repeated multiple delinquencies if payment in full is not received by the Club within ten (10) days; otherwise, their Membership is terminated and not subject the disciplinary procedures of Article X.

8.7. FORFEITURE. Should a Member's outstanding indebtedness remain unpaid in full on the first day of the third month immediately following the Billing month or thirty (30) days following the date of suspension, the Member shall be notified by certified mail that their Membership has been revoked and forfeited. Such forfeiture shall not prejudice or affect in any manner the right of the Club to collect such delinquent indebtedness A membership terminated for nonpayment or termination because of multiple reoccurring delinquency suspensions may be reinstated only by the approval of the Board of Governors Forfeiture of Membership terminates and releases all privileges of the Member and the family privileges of the Member's spouse and children.

8.8. REINSTATEMENT AUTHORITY. Any Member terminated from Membership under these provisions may apply in writing to the Board of Governors for reinstatement on the condition that the Member has paid in full all accrued indebtedness to the Club, including charges assessed during their period of suspension and termination. In addition, the Board may, by a vote of two-thirds (2/3’s) of the entire Board, reinstate, modify, extend, reduce, or terminate a Member sanctioned under this Article and may, at its discretion, assess a fee, not to exceed $500, as a condition of reinstatement

8.9. MEMBER INDEBTEDNESS LIMIT. Any party or event charged to a Member account in which the aggregate charges exceed twenty-five hundred dollars ($2,500) may be billed immediately at the General Manager's discretion. The bill shall be due in ten (10) days.

ARTICLE IX--GUESTAND NON-MEMBER USE OF CLUB

9.1. GUEST POLICY. Guests shall be welcome at the Club when accompanied by a sponsoring Member The Board shall establish guest fees and the circumstances under which guests may use the various Club Facilities from time to time All guest fees shall be charged to and be the responsibility of the sponsoring Member Guests shall be subject to these Bylaws and Club rules, as amended from time to time. The sponsoring Membershall always be responsible for the conduct, charges attributable to, and actionsof the Member’s guest.The Member may befined, suspended, or otherwise disciplined as provided in these Bylaws for improper conductby the Member’s guest. Only Members in good standingmay sponsor guests. Guest privileges only extend to the use of the sponsoring Members’ Membership category and class rights. The Boardmay establish restrictions on guest usage to protect the usage and access rights of the Members No Member to whom the privileges and use of the Club have been denied and no former Member expelled from the Club under these Bylaws shall be entitled to guest privileges without the prior approvalof the Board of Governors

9.2. NON-MEMBER FUNCTIONS. The use of the Club Facilities benefits Members' social and recreational interests and their guests. However, in consultation with the House Committee, the Board of Governors may apply procedures, requirements, conditions, and other qualifications for the use of the Club’s Facilities and services by non-members or organizations, associations, or committees not composed of Members The request for the Clubhouse Facilities or other Club Facilities such as the golf course, swimming pool, or tennis/pickleball courts will require the prior approval of the General Manager/COO The Board of Governors consent shall be necessary for the use of a significant portion of any of these Facilities, which in the judgment of the General Manager/COO, will significantly restrict Member’s access to and enjoyment of the Club Facilities. In such cases, a letter of request must be filed with the Club stating the date, time, and the approximate number of people attending the event, and the application shall be approved by the Club President and the General Manager/COO, after which a contract shall be entered into following the Club’s policies and procedures. All food and beverages must be purchased through the Club. No outside catering is allowed. Due to the demand for Club Facilities, Members’ requests for the use of the Club Facilities for events, including weddings, banquets, or reception, shall receive a priority over the applications of a non-member

ARTICLE X--GRIEVANCE PROCEDURES AND MEMBERSHIP DISCIPLINARY ACTIONS

10.1.GRIEVANCE PROCEDURES.

10.1.1. MEMBER GRIEVANCE. The Club’s Grievance Policy (CGP) provides any Member with the right to file a grievance to resolve interpersonal conflict issues between a Member and another Member following that Policy’s procedures A grievance action may also involve the Member’s immediate family or a Member’s guest In the case of a staff issue with a Member, the staff should report their grievance to the GM/COO The GM/COO will then consider submitting a written grievance to the Grievance Committee If a Member has a grievance with staff, the General Manager/COO will handle the grievance in consultation with the President. The basis for any such grievance must be Club and membership related. The grievance should be fact-based, deal with a significant event, and only be filed as a last alternative. According to this Article, the complainant should give serious thought and discretion before filing a formal grievance. Grievances shall be held in confidence except to the extent necessary to resolve them.

10.2. DISCIPLINARY PROCEDURES

10.2.1. BOARD AUTHORITY. Members are responsible for their conduct and the conduct of their family members and guests. Accordingly, the Board of Governors shall at all times have the authority acting under and consistent with these Bylaws to take formal “Disciplinary Action” against any Member or upon a reasonable, good faith finding by the Board that the conduct of the Member, their family or guest constitutes: (a) an infraction of a Club Bylaw or regulation; or (b) conduct prejudicial to the best interest of the Club, its Members, or its employees, which conduct is demonstrably adverse to their welfare, safety, harmony, or reputation. The “Disciplinary Action” sanctions that the Board may consider shall range from a verbal warning or written reprimand to an assessment of a fine, suspension, or termination of Club Membership The basis for the alleged offense shall have occurred within ninety (90) days or less of filling any Board disciplinary action Nothing contained herein shall bar the Club from seeking damages or injunctive or other appropriate relief against any Member, former Member, or their family member(s) or guest(s) for damage to or loss of the Club’s property.

10.2.2. BOARD ACTION. In making any recommendation for an offense requiring “Disciplinary Action,” the Board of Governors shall afford deference to the Grievance Committee’s recommendations. However, the Board reserves the discretionary authority to (a) solicit input as to all relevant facts and circumstances of the alleged conduct; (b) determine the appropriateness of the “Disciplinary Action” being recommended relative to the nature and seriousness of the offense; and (c) seek consistency with the Club’s Bylaws and with the prior disciplinary actions involving similar conduct and violations If the allegation is determined by a majority vote of the Board to be lacking, the allegation shall be dismissed. While the matter is pending before the Board, the Member shall enjoy all the Club’s privileges to which the Member was entitled before initiation of this disciplinary matter.

10.2.3. QUALIFICATIONS.

10.2.3.1. If the matter is an Emergency Suspension, as provided in Section 10.3, immediate action may be taken.

10.2.3.2 In cases where a Board Governor is (i) either the complainant or the accused Member, or (ii) a family member of a Governor is the complainant or the accused party, the Board Member may be heard as a witness but shall not participate in either the Board’s deliberations or voting on the matter.

10.2.4. NOTICE REQUIREMENTS. Upon the Board’s determination, there is evidence that “Disciplinary Action” is warranted by the facts; the Board shall provide the Member with written notice. In addition, if the accused individual is a family member or a guest, the Member shall receive notice. Such notice shall be given no less than three (3) days following the Board’s decision advising the Member of the nature of the complaint and that they are entitled to an opportunity to appear before the entire Board or to submit a written explanation as to why they, their family member, or guest, should not be the subject of disciplinary action for the alleged behavior giving rise to the complaint

10.2.5. REQUEST FOR DISCIPLINARY MEETING. The notice provided to the accused offender shall provide the opportunity to request a Disciplinary Meeting with the entire Board of Governors by submitting a written request to the Club President within (10) days from the Club’s mailing notice of Disciplinary Action.

10.2.5.1. SCHEDULING OF MEETING. If a Disciplinary Meeting is requested, the Club’s President or their designee, within thirty days (30) days from the notice of Disciplinary Action, shall decide upon the time ,date, and place for the Disciplinary Meeting with the Board

10.2.5.2. ADVISORY NOTICE CONTENT. No less than twenty (20) days before the scheduled meeting, the Member shall receive in writing from the Club an Advisory Notice of the Disciplinary Meeting’s date, time, and place with the Board. The Club shall also provide the Member with adequate information to fully prepare a response to the alleged behavior complaint, including the complainant’s name or names.

10.2.6. DISCIPLINARY MEETINGS. Disciplinary Meetings shall be conducted only at a duly convened meeting of the Board of Governors at a meeting scheduled under the Section’s notice provisions. During such meetings, the accused Members, on behalf of themselves or behalf of a family member or guest, shall be provided thirty (30) minutes to respond orally to the allegations regarding the disciplinary complaint and, as the case may be, the behavior of their family member or guests, and to explain why the range of Disciplinary Actions being considered by of the Board is inappropriate or unwarranted To the extent that the accused is interrupted by the Board’s questions, the Board shall grant the accused an additional fifteen (15) minutes to complete their remarks. The Board shall have discretion in allowing anyone other than the accused Member to attend the Disciplinary Meeting.

10.2.7. BOARD

DECISION.

Following such meeting, the Board shall, within five (5) days, prepare a written report of their findings and conclusions, setting forth the disciplinary action(s), if any, imposed by the Board and the reasons therefor. The Member shall be promptly informed by the Club of the Board’s action, including, if any, the disciplinary sanction(s) imposed, along with a copy of the Board’s findings and conclusions Unless specified, the Board’s actions shall be considered final as of the written notice date All Disciplinary Meeting findings and decisions shall be incorporated into the Member’s personnel file and Board minutes per Section 4 2 11 of these Bylaws.

10.2.8. CONFIDENTIALITY. Member disciplinary actions are classified as confidential information and shall not be subject to review by any Member other than the accused Member and those involved in the disciplinary process. All individuals involved in Disciplinary Meetings shall be informed of the need for privacy in administering the disciplinary process. Records to it shall be securely maintained to assure confidentiality to the greatest extent possible Club employees, directors, or Officers may not remove any confidential information from the Club’s office or duplicate confidential personal information unless authorized by the Member in writing or by legal court order

10.2.9. SUSPENSION AND TERMINATION. For any disciplinary matter not involving delinquency or nonpayment, the Board’s discretion to impose the sanctions of suspension and termination of a Member or their family or guest(s) shall be subject to the following voting requirements:

10.2.9.1. SUSPENSION. Only by a vote of two-thirds (2/3’s) of the entire Board may a Member or their family be suspended Suspension of a Member suspends all membership privileges, including the Club facilities’ use by the Member and the Member’s immediate family members that aren't separately Members during the suspension period The Member or their family member shall be promptly advised of the Board’s decision, which shall be delivered to the Member following the provisions of Section 10 2 5 Dues and obligations shall accrue during such suspension and be paid in full before reinstatement of full privileges.

10.2.9.2. TERMINATION. Only by a vote of two thirds (2/3) of the entire Board may the Board terminate the Membership of any Member upon reasonable and good faith findings that:

The conduct of the accused Member, their family member, or guest is a serious infraction of a Club’s Bylaw or regulations

The behavior is so egregious that the facts do not warrant a lesser sanction

The continued participation by the Member is not in the best interest of the Club and the furtherance of its purposes. Termination of a Member terminates all rights and privileges of the Member and their immediate family. The Member shall be promptly advised of the Board’s decision under Section 10.2. A terminated Member or their immediate family that are not separately Members shall not have access to the Club facilities. The terminated Member shall only be eligible for reinstatement to the Club under the Club’s Reinstatement Policy and the provisions of Section 10.2.9of these Bylaws.

10.3. EMERGENCY SUSPENSIONS

10.3.1. EMERGENCY SUSPENSION. Notwithstanding any other provisions of this Article and these Bylaws, immediate suspension of the Member’s on-premises privileges may be imposed when the General Manager/COO (or designee) or the Executive Committee determines that the conduct of a Member or their family members or guests constitutes:

a.An immediate and unreasonable infringement of, or threat to, the safety or quiet enjoyment of the Club Facilities by other Club Members or guests or to Club personnel.

b A safety or fire hazard to Club Members or Club property; or

c A threat of material damage to or destruction of Club facilities or property In such circumstances, the Membership rights and privileges of the Member and their family shall be suspended for up to seven (7) days without further action by the Board or the Club. In addition, the Club shall transmit to the affected Member in writing its decision explaining the reasons for suspending the Member, their family members, or their guest(s). Such a decision shall be maintained in the Member’s file and remain in effect for three years.

10.3.2. The Board may take additional disciplinary action as circumstances warrant, including suspension of all Membership privileges, by a two-thirds (2/3’s) vote of the entire Board Governors at a regular or special Board meeting In such cases, all membership privileges are suspended pending a Disciplinary Meeting as provided in these Bylaws

10.3.3. A Member suspended under these Emergency Suspension provisions shall have the right to appeal the suspension. The Board must receive a written notice of appeal within ten (10) days after the suspension date to perfect this right. If such suspension is appealed, the Board shall comply with these Bylaws' Notice and Meeting requirements.

10.4.1. PROCEDURE. The Club’s Reinstatement Policy provides that no earlier than twelve (12) months after the date of the Board’s action terminating a Member’s membership, upon a written request for review by the Board of Governors, the Board by a two-thirds (2/3’s) of the entire Board vote at a regular or special Board meeting may grant a former member “guest privileges” per the Reinstatement Policy In addition, after a prescribed period as set forth in the Reinstatement Policy, the Governors, by a two-thirds (2/3’s) vote of the entire Board, may reinstate a person’s membership in the Club.

ARTICLE XI--INDEMNIFICATION

11.1. RIGHT TO INDEMNIFICATION. The Club shall indemnify any person to the fullest extent permitted by the Delaware General Corporation Law, as it presently exists or may hereafter be amended, who is or was a party or is threatened to be made a party to any threatened, pending, or completed action, suit, or proceeding either civil, criminal, administrative, or investigative by reason of the fact that they were a Governor or Officer of the Club against expenses including attorney’s fees, judgments, fines, and amounts paid in settlement actually and reasonably incurred by them in connection with such action, suit or proceeding to the extent that such person is not insured or otherwise indemnified; provided, however, that such indemnification shall not be given if a court of competent jurisdiction should determine that the conduct of which complaint is made or charged is the result of gross negligence or the willful, intentional or malicious act of such personor persons. In addition, the Club may indemnify its Committee members, employees, and agents of the Club to the same extent and in the same manner, as is provided above in this section for Governors and Officers, by adopting a resolution by a majority of the Members of the Board of Governors identifying by name or by position the Committee Members, the employees or agents entitled to indemnification

11.2. INDEMNIFICATION IS NOT EXCLUSIVE. The preceding indemnification shall not be deemed exclusive of any other right to which one indemnified may be entitled, both as to action in their official capacity and as to action in another capacity while holding such office, and shall inure to the benefit of the heirs, executors, and administrators of any such person.

11.3. INSURANCE AND OTHER INDEMNIFICATION. The Board shall have the power to purchase and maintain, at the Club’s expense, insurance on behalf of the Club and others to the extent that power to do so has been or may be granted by statute and give other indemnification to the extent not prohibited by law

12.1. AMENDING THE BYLAWS. The Stockholder Members may amend the Bylaws by an affirmative majority vote of the outstanding shares of stock entitled to be voted or amended by a two-thirds (⅔) vote of the entire Board.

12.2. AMENDING THE CERTIFICATE OF INCORPORATION. The Certificate of Incorporation may be amended by an affirmative majority vote of the outstanding shares of stock entitled to be voted

10.4.1. PROCEDURE. The Club’s Reinstatement Policy provides that no earlier than twelve (12) months after the date of the Board’s action terminating a Member’s membership, upon a written request for review by the Board of Governors, the Board by a two-thirds (2/3’s) of the entire Board vote at a regular or special Board meeting may grant a former member “guest privileges” per the Reinstatement Policy In addition, after a prescribed period as set forth in the Reinstatement Policy, the Governors, by a two-thirds (2/3’s) vote of the entire Board, may reinstate a person’s membership in the Club.

ARTICLE XI--INDEMNIFICATION

11.1. RIGHT TO INDEMNIFICATION. The Club shall indemnify any person to the fullest extent permitted by the Delaware General Corporation Law, as it presently exists or may hereafter be amended, who is or was a party or is threatened to be made a party to any threatened, pending, or completed action, suit, or proceeding either civil, criminal, administrative, or investigative by reason of the fact that they were a Governor or Officer of the Club against expenses including attorney’s fees, judgments, fines, and amounts paid in settlement actually and reasonably incurred by them in connection with such action, suit or proceeding to the extent that such person is not insured or otherwise indemnified; provided, however, that such indemnification shall not be given if a court of competent jurisdiction should determine that the conduct of which complaint is made or charged is the result of gross negligence or the willful, intentional or malicious act of such personor persons. In addition, the Club may indemnify its Committee members, employees, and agents of the Club to the same extent and in the same manner, as is provided above in this section for Governors and Officers, by adopting a resolution by a majority of the Members of the Board of Governors identifying by name or by position the Committee Members, the employees or agents entitled to indemnification

11.2. INDEMNIFICATION IS NOT EXCLUSIVE. The preceding indemnification shall not be deemed exclusive of any other right to which one indemnified may be entitled, both as to action in their official capacity and as to action in another capacity while holding such office, and shall inure to the benefit of the heirs, executors, and administrators of any such person.

11.3. INSURANCE AND OTHER INDEMNIFICATION. The Board shall have the power to purchase and maintain, at the Club’s expense, insurance on behalf of the Club and others to the extent that power to do so has been or may be granted by statute and give other indemnification to the extent not prohibited by law

12.1. AMENDING THE BYLAWS. The Stockholder Members may amend the Bylaws by an affirmative majority vote of the outstanding shares of stock entitled to be voted or amended by a two-thirds (⅔) vote of the entire Board.

12.2. AMENDING THE CERTIFICATE OF INCORPORATION. The Certificate of Incorporation may be amended by an affirmative majority vote of the outstanding shares of stock entitled to be voted

ATTIRE

DRESS CODE AND CLUBHOUSE GUIDELINES

Rehoboth Beach Country Club’s dress code is meant to enhance all members’ experiences while being respectful of the diversity of our membership. Members, their families, and guests, shall abide by these guidelines. As a premier golf, racquets, swim and social club, all attire at RBCC should be tasteful and reflective of a country club setting. The following dress code applies to all members, guests, visitors, and spectators of RBCC for the entire property

In general, golf shirts or collared shirts are required for gentlemen while in the Clubhouse and on the 1925 Terrace Shirts designed to be worn untucked are acceptable inside the Clubhouse. Ladies may wear sleeveless shirts with collars or stylish non-collared shirts.

When wearing fitness and swim attire, Members and guests are required to use exterior side entrances to access the locker rooms.

Dress/dark wash denim attire is acceptable in all venues except the 1925 Room Denim attire includes jeans, shorts, skirts, jackets, and shirts Distressed denim (including jeans with holes or tears) is not permitted to be worn on Club property

Gentlemen’s hats are allowed on the 1925 Terrace and Bayside Patio.

Swim attire, swim coverups and bare feet are permitted only in the pool facility, pool snack shack and the pool changing area. For safety reasons, non-slip footwear is required in all tiled areas. Children under 16 should utilize the pool changing areas and must be accompanied by an adult if entering the men’s or women’s locker rooms. Swim coverups are acceptable on the Bayside Patio until 5PM All swim attire should be appropriate for RBCC’s family friendly Club and grounds

Attire displaying messaging, slogans, or images that contain political, religious, or controversial statements is not acceptable on Club property. We must remain respectful of our diverse membership.

The dress code guidelines may be relaxed or revised for an event or venue and notification of such will be communicated by the General Manager or designee. Exceptions to the dress code may be discussed with the General Manager in advance

All electronic devices, including mobile phones, iPads, children’s toys, and games, etc , must be switched to silent/vibrate while inside the Clubhouse or outside on the 1925 Terrace or Bayside Patio

BAYSIDE GRILL AND BAYSIDE PATIO - CASUAL DINING

Members will appreciate the casual, informal atmosphere of the Bayside Grill and Bayside Patio. In the Bayside Grill there are plenty of TVs for viewing pleasure or enjoy watching pizzas being made while sitting at the counter.

The Bayside Patio has ample seating, two fire pits and outdoor games that will appeal to all ages Casual attire consistent with the dress code as stated in the General Clubhouse Guidelines is welcome Dry swim attire, with appropriate coverups, is permitted on the Bayside Patio until 5PM

1925 ROOM- REFINED DINING

The 1925 Room is a refined dining area where the atmosphere is tranquil, and members will be able to enjoy quiet conversation and a relaxed environment. Proper decorum is expected of all diners in the 1925 Room.

In the 1925 Room, the attire is smart casual. For gentlemen, long pants and collared shirts are preferred and dress shorts are acceptable. Comparable attire for ladies is suitable. Closed toe shoes for gentlemen and sandals for ladies are acceptable.

1925 TERRACE - ADULT DINING AND FIRE PIT LOUNGE AREA

On the 1925 Terrace, collared shirts, shorts and long pants for gentlemen and slacks/shorts/skirts/dresses for ladies are acceptable

EAGLES NEST BAR AND 19TH HOLE BAR - ADULT DINING

These venues are designed as gathering and dining areas for adult members and their guests, age 21 and older. The 19th Hole Bar is also available for private parties.

Collared shirts, shorts and long pants for gentlemen and slacks/shorts/skirts/dresses for ladies are acceptable

GOLF ATTIRE

Men (ages 18 and over):

Collared shirt required.

Mock turtlenecks & blade collars are permitted.

All tops must always remain tucked in.

Soft spike and spikeless golf shoes only.

Headwear must be worn with brim forward

Headwear must be removed once indoors

See also, “prohibited attire”

Women (ages 18 and over):

Collared shirt recommended.

Mock turtlenecks are permitted.

Tops designed to be tucked in must always remain tucked in.

Soft spike and spikeless golf shoes only.

Headwear must be worn with brim forward

Headwear may be kept on indoors

See also, “prohibited attire”

Juniors (ages 17 and under):

Collared shirt required

Mock turtlenecks are permitted

Tops designed to be tucked in must always remain tucked in

Soft spike and spikeless golf shoes only.

Headwear must be worn with the brim forward and removed once indoors.

See also, “prohibited attire” (note: sneakers are permitted)

Prohibited Attire:

Jeans/denim of any color/style, sneakers (except for juniors), tee shirts, bathing suits, tank tops, halter tops, jogging suits, sweatpants, cargo shorts, and/or cut-offs.

Shorts/skorts/skirts (any bottom) covering less than half of a person’s thigh.

Golf shoes with metal spikes.

Men (ages 18 and over)

RACQUETS ATTIRE

All collared, mock, and dry-fit tennis shirts, shorts, and pants with small logos.

Shoes specifically designed for Har Tru tennis courts.

Head wear worn with brim facing forward.

Women (ages 18 and over)

All collared, mock, and dry-fit tennis shirts, dresses, skirts, shorts and pants with small logos

Shoes specifically designed for Har Tru tennis courts

Head wear worn with brim facing forward

Juniors (ages 17 and under)

All collared, mock, and dry-fit tennis shirts, dresses, skirts, shorts and pants with small logos.

Shoes specifically designed for Har Tru tennis courts.

Head wear worn with brim facing forward.

Strictly Prohibited:

Jeans/denim of any color/style, t-shirts, bathing suits, halter-tops, cargo shorts, cut-offs, and non-tennis tank tops

Any footwear that is not specifically designed for Har Tru tennis courts.

RECREATIONS ATTIRE

Proper gym attire is required. Shirts and athletic shoes are required at all times. Pool clothing including sandals and flip-flops is not appropriate attire

All swimmers must wear bona fide swimming attire Cutoffs, gym shorts, Brazil/French-cut, thong style and/or revealing swim wear are not permitted Incontinent (either temporary or permanent) patrons must be clothed in snugly-fitting waterproof pants (double-lined rubber or plastic) designed to prevent the introduction of urine and fecal matter into the pool. This waterproof pant should be worn over a properly fitted swim diaper. Swim diapers (i.e., “Little Swimmers”) alone are not sufficient. Disposable diapers are never allowed in any pool

CLUB RULES AND REGULATIONS

It is the intent of the management of the Club to limit these Rules and Regulations (“Rules”) to the minimum required for the mutual enjoyment of the Club by all its members and their guests

The obligation of enforcing these Rules for the good of all members is placed primarily in the hands of a carefully selected and trained staff whose principal responsibility is to assure you of all the courtesies, comforts, and service to which you, as a member of Rehoboth Beach Country Club, are entitled.

It is further the responsibility of the membership of the Club to know these rules and to cooperate in the enforcement thereof

GENERAL CLUB RULES

1. The hours of operation at Rehoboth Beach Country Club will be established and published by the Rehoboth Country Club, Inc. (the “Club”), doing business as the Rehoboth Beach Country Club, considering the season of the year and other circumstances. The Club reserves the right to close the Club Facilities to hold special events. Certain areas of the Club Facilities may be closed from time to time for maintenance, repairs, and improvements.

2 Club members and their guests shall abide by all Rules of the Club as they maybe amended from time to time

3 Small group functions shall be permitted with the permission of the General Manager

4 Performance by entertainers will be permitted on the property of the Club only with the permission of the General Manager and the Board

5. All state and local laws concerning the sale of alcoholic beverages will be strictly enforced. Alcoholic beverages will not be served or sold to any person not permitted to purchase the same under the laws of the state of Delaware or sold for consumption off the Club’s premises. The Club reserves the right to refuse to serve alcohol to anyone.

6. All food and beverage, including alcoholic beverages, consumed on the Club facilities must be furnished by the Club

7 Employees are not permitted to cater and deliver food or alcoholic beverages to locations away from the immediate area of the Clubhouse

8 Commercial advertisements or solicitations shall not be posted or circulated in the Club without the prior approval of the General Manager.

9. It is contrary to the policy of the Club to have the facilities used for functions or fund-raising efforts for the benefit of a political cause, except as specifically permitted by the General Manager and the Board. The Club facilities shall not be used in connection with organized religious services unless approved by the General Manager and the Board.

10 Dogs, and other pets, with the exception of seeing-eye dogs, are not permitted on the Club Facilities unless otherwise approved by the General Manager Members are responsible for damage caused by an animal owned by the member or under the member’s control

11. Members and their guests may not abuse or embarrass any of the Club’s employees, verbally or otherwise. All service employees are under the supervision of the General Manager, and no member or guest shall reprimand or discipline any employee or send any employee off the Club facilities for any reason. Any employee not rendering courteous and prompt service should be reported to the General Manager immediately.

12. Self-parking is permitted in areas identified as such. No parking will be permitted on the grass areas. “No Parking” and “Golf Cart Parking” signs must be observed

13 Smoking is not permitted in any area of the Clubhouse Designated member smoking area is located on the Patios outside of the Club

14. Firearms and other weapons of any kind are not permitted on the Club facilities at any time.

15. The roster of members of the Club shall be considered the property of the Club, and shall not be used or given to anyone by a member of the Club for any reason whatsoever, and may be furnished to a member of the Club in the sole discretion of the Club. Unauthorized release of the membership roster is viewed as a very serious breach of Club policy. Violations will be reviewed by the Club, and may result in immediate expulsion or other appropriate disciplinary action.

16 All complaints, criticisms, or suggestions relating to the operations of the Club must be in writing, signed and addressed to the General Manager

17 Violation of any of these Rules or conduct in a manner prejudicial to the best interests of the Club shall subject the person in violation to the disciplinary action deemed appropriate by the Club.

18. Use of the Club facilities may be restricted according to the season, and room charges may vary according to season.

19. Members are not allowed in employee only areas. Please contact the General Manager if you need access to these areas.

20 Children under the age of 16 must be accompanied by an adult in the locker rooms

21 Cellular phones are prohibited in the Clubhouse, Golf Course, Fitness Center,and Tennis Courts for voice transmission However, they can be used for texting in all areas of the Club Any member or guest can use their cellular phone in the Club’s parking lot, the North and South Veranda off the front of the Clubhouse, and the Halfway House.

22. The Club is not responsible for lost or stolen articles. If any articles are found by an RBCC employee, the Club will retain such property for 30 days; members should contact the Clubhouse regarding any misplaced items. Items whose owners cannot be identified will be donated to charity. RBCC will make reasonable efforts to identify the owners of any lost property.

23 The 19th Hole and Eagles Nest bars are an “adults only” area No one under the age of 21 is permitted

RESERVATIONS & CANCELLATIONS

Please cancel your reservation 72 hours or more in advance. This will ensure those that may be waiting for a spot will be accommodated. Any cancellation within 72 hours of the event, or a no show, will have the amount of the event charged to their account We will be sure to note that the 72-hour cancellation policy applies to an event by stating it on any advertisement or promotional material

HOUSE CHARGE

For the convenience of the members, a house charge, as determined from time to time by the Club, will be added to all food and beverage sales. A member may add an additional gratuity by signing the chit invoice and including the amount of gratuity the member deems appropriate. If service does not meet RBCC standards, members are encouraged to please contact the General Manager promptly.

CHILDREN

Members are responsible for the conduct and safety of their children and the guests’ children Children under 12 must be supervised at all times by an adult while at the Club

MEMBERSHIP CATEGORIES

No person younger than twenty-one (21) years of age shall be eligible to become a Club Member

Regular Member. No person shall become a Regular Member (as defined in these Bylaws) of the Club unless such person owns at least five (5) shares of the capital stock of the Corporation. Regular "Stockholder" Members shall be entitled to use all Club Facilities, including the golf course, tennis/pickleball courts, fitness center, swimming pool, Clubhouse, and dining and banquet services, subject to such rules and regulations as prescribed by the Board of Governors.

Social Member. Social Members shall be entitled to use all of the tennis/pickleball courts, fitness center, swimming pool, Clubhouse, and dining and banquet services the Club Facilities, expect the Golf Facilities, subject to the Club Rules In addition, a Social Member shall be permitted to play a round of golf six times per calendar year.

Clubhouse Member. Clubhouse Members shall be entitled to use the Clubhouse Facilities, dining, and banquet services only. Clubhouse Membership is available only to Regular or Social Members on a downgrade of membership as provided in the Bylaws.

Honorary Member On rare occasions, the Board may designate a person for Honorary Membership for their service and contribution to the Club or the Sussex County community Honorary Members shall be entitled to the use of such Club facilities, including the golf course, tennis/pickleball courts, fitness center, swimming pool, and the Clubhouse dining and banquet services, as the Board determines. Honorary Members are not required to pay any annual dues or initiation fees or own any Club stock. However, they must pay for all food, beverage, and other charges goods and services as prescribed by the Board. Honorary Members do not count against any Membership cap. Honorary Memberships shall not be assignable or transferable and shall automatically terminate upon the death of the Honorary Member or when terminated by the Board

Senior Regular Membership. Any Regular Member in Good Standing reaching seventy-five (75) years of age who has been a Member of the Club for at least twenty-five (25) years shall receive the option to transfer to the Senior Regular Membership and their Operating Dues and Renovation Assessment will be reduced by twenty percent (20%) from the Regular Member Operating Dues. Senior Regular Members will enjoy the rights and privileges of Club Facilities with a limitation on weekend golf play (Friday – Sunday) of after 1pm from May 15 to September 15. All Senior Regular Members will be allowed to participate in Club tournaments. Senior Regular Members who optin to this category must sign the then current Senior Regular Change of Status documents. The Senior Regular membership will be capped to 10 percent of the Regular Membership and move to a waiting list once the category is capped

Legacy Regular 21 to 34 Membership. Legacy Regular 21-34 shall be between twenty-one (21) to thirty-four (34) years of age, and be the child or grandchild of a then-current Member in Good Standing who has been a Member for at least five years. A duly nominated and elected Legacy Regular Member shall pay the then-current initiation fee, all dues, assessments and food and beverage minimum of a Regular Stockholder Member less thirty-four percent (34%). Members in this category may pay their initiation fee and stock purchase requirement on their nomination and election to Legacy Regular Membership or pay in five (5) consecutive equal installments beginning at the date of their nomination and election. In all circumstances, the initiation fee and stock must be paid in full by age thirty-five If any Legacy Regular 21 to 34 Member resigns their membership before the age of thirty-five or

is terminated by the Club, such Member shall nonetheless remain liable for the unpaid balance of their Initiation Fee and any other indebtedness. Legacy Regular 21-34 will enjoy the rights and privileges of Club Facilities on such terms and conditions as determined by the Board of Governors including a limitation on weekend golf play (Friday – Sunday) of after 1pm from May 15 to September 15. All Legacy Regular Members will be allowed to participate in Club tournaments Upon the full payment of their initiation fee and fulfillment of the Club's stock purchase requirement, the Legacy Regular Membership shall transfer to Regular Membership, regardless of whether the Regular Members cap is filled The thirty-four percent (34%) reduction will continue until reaching the age of thirty-five.

Legacy Social 21 to 34 Membership. Legacy Social 21-34 shall be between twenty-one (21) to thirty-four (34) years of age and be children or grandchildren of a then-current Member in Good Standing who has been a Member for at least five years. A duly nominated and elected Legacy Regular Member shall pay the then-current initiation fee, all dues, assessments and food and beverage minimum of a Regular Stockholder Member less thirty-four percent (34%) Members in this category may pay their initiation fee on their nomination and election to Legacy Social Membership or pay in five (5) consecutive equal installments beginning at the date of their nomination and election In all circumstances, the initiation fee must be paid in full by age thirty-five If any Legacy Social 21 to 34 Member resigns their membership before the age of thirty-five or is terminated by the Club, such Member shall nonetheless remain liable for the unpaid balance of their Initiation Fee and any other indebtedness.

Legacy Social 21-34 will enjoy the rights and privileges of Club Facilities on such terms and conditions as determined by the Board of Governors including no golf access. Upon the full payment of their initiation fee, the Legacy Social Membership shall transfer to Social Membership, regardless of whether the Social Members cap is filled The thirty-four percent (34%) reduction will continue until reaching the age of thirty-five

Grandfathering of Junior Members. The Junior Member class of membership is no longer available after December 31, 2020 Current Junior Members are grandfathered in their status until they reach age 35 Junior Members will enjoy the rights and privileges of Club Facilities on such terms and conditions as determined by the Board of Governors including a limitation on weekend golf play (Friday – Sunday) of after 1pm from May 15 to September 15. All Junior Golf Members will be allowed to participate in Club tournaments. Such Members shall become Regular Stockholder Members upon full payment of all stock, initiation fees, and other charges.

Grandfathering of Special Regular Members. The Special Regular class of membership is no longer available after December 31, 2020 Current Special Regular Members are grandfathered in their status until they reach age 40 Special Regular Members will enjoy the rights and privileges of Club Facilities on such terms and conditions as determined by the Board of Governors including a limitation on weekend golf play (Friday – Sunday) of after 1pm from May 15 to September 15. Such Members shall become Regular Stockholder Members upon full payment of all stock, initiation fees, and other charges.

GOLF RULES AND REGULATIONS

The following Rules and Regulations have been adopted by the Board of Governors to assure the safety and enjoyment of the membership The Golf Professional Staff is directed to enforce the Rules and Regulations and to report to the Board through the Green or Golf Committee Chairman any repeated violations. A reported or repeated violation by a member, or guest of a member, may result in suspension of privileges.

The following Rules of Golf Etiquette shall be observed:

Allow faster groups to play through

Repair all divot holes in the fairways by replacing the divot or using the divot mix

Rake sand traps and leave the rake outside of the trap

After exiting a sand trap, clean the bottom of your golf shoes before walking on the green.

Repair all ball marks; yours and others.

If you sit down for lunch at the Halfway House or Clubhouse, you lose your position, and may only resume play when a gap occurs.

Observe appropriate prompts on the carts and course signage to help protect the course.

Refrain from the use of abusive and profane language

Use the ashtrays that are provided for cigarettes and cigars

Dispose of your broken tees Please use the provided broken tee boxes on the par 3’s

While driving a golf cart, maximize the use of the cart path Once entering the fairway, remain in the fairway as much as possible (limiting traffic in the rough) until exiting onto the cart path at the appropriate locations.

Power Carts:

Are to be utilized by not more than two individuals and two golfbags. Are limited to a maximum of two carts per group

Exception: Approved five-some requiring a third cart

Are to be driven by individuals who are 16 years of age or older

Must return to the cart path at the appropriate location.

Must not ride in obvious wet or puddled areas.

Must stay on cart path near all teeing grounds.

Must not ride in or through any newly sodded areas. (marked or unmarked)

Regarding cart restrictions, must obey determined by course superintendent and golf professional. Cart Path Only, 90 Degrees, or Fairway Only

Rules for Accessibility:

The accessibility rule seeks to balance the physical limitations of our members while protecting the fragile green side turf and slopes. Any violation of the rules listed below may result in loss of privileges: Regarding Cart Restrictions, must obey decision determined by course superintendent and golf professional. Cart Path Only, 90 Degrees, or Fairway Only

When “Cart Path Only” restrictions are enforced for one or both nines, you must stay on the cart path unless specific instructions state otherwise.

The preset GPS system will permit carts to within 10 yards of the greens before automatically shutting down.

Must keep cart off all slopes and mounds

Must not ride in obvious wet or puddle areas

Must stay on cart path near all teeing grounds

Must not ride in or through any newly sodded areas (marked or unmarked).

We ask that you register for the accessibility status upon your first round of the season.

Starting

Times, Event Registration, Lesson Booking

Procedure:

Log on to the Club website. (www.rehobothbeachcc.com)

Once on the Club’s homepage, you will be able to access the tee sheet through member central, or by navigating to the golf page.

Event information and registration is available through the club website. While in the golf page you will be able to access men’s ladies, and mixed tournament directories.

Lesson booking for our lead golf instructor is available through the tee time system under “lessons”.

Parameters:

Starting times are taken January through December

Starting times are available 10 days in advance beginning at 7:30am

All “X” that are used as player placeholders when a time is created will automatically drop 4 days prior to the starting time Once the holds are dropped the time is open for members to add The member is responsible to add member names to the starting times prior to the holds automatically dropping The Golf Shop is not responsible for changing foursomes if “holds” drop and are filled with other members

Prearranged times may be given in advance of any restriction by the Golf Professional or Golf Chairman for unusual circumstances.

Lottery System:

Lottery system is in place Friday, Saturday & Sunday, peak season only (Monday Holidays also included).

Members must submit a lottery request through the club website or, by calling the Golf Shop.

Lottery requests can be submitted 2 weeks in advance.

Lottery requests will close at 11AM on the Monday before the given weekend.

Starting times are drawn and finalized by 12:00PM.

Email confirmations will be sent to all members within the given tee sheet

RBCC Tee

Time Cancellation Policy:

1 It is the responsibility of each individual Member to contact the Golf Shop or remove their name using their computer or mobile device if they are unable to make their starting time This policy is in place every day of the week All cancellation inquiries are at the discretion of the Golf Professional and/or Golf Committee

2 If you are unable to make your starting time, you must contact the Golf Shop by 8:00pm the night before your starting time. If you are unable to remove your name using your computer or mobile device, please contact the Golf Shop. If it is after hours, please leave a message regarding the cancellation and the Golf Shop will remove the time upon opening.

3.Failure to follow the above policy will result in a $25.00 cancellation fee for all members of the starting time.

4.If a Member were to have guests and they no show/no call, a $50.00 cancellation fee will be charged for the guests.

5.If a cancellation of a group occurs after 8:00pm the night before and the starting time gets re-booked by another member group, the cancellation fee is waived.

6.A repeat offender (2 time offender of the cancellation policy) results in the loss of advance starting privilege for a period of one week plus the $25.00 cancellation fee. This member will have the ability to make a starting time “day of” only

7 A repeat offender (3 time offender and up) results in the loss of advance privilege for a period of 3 weeks plus the $25 00 cancellation fee This member will have the ability to make a starting time “day of” only

8 Any member who does not adhere to the cancellation policy will receive a letter from the Golf Committee stating the loss of advance starting time privileges

9 If course conditions cause a member group to cancel their time, including but not limited to, “Cart Path Only”, “extreme heat”, or additional “weather related” circumstances The cancellation will not result in a cancellation cart fee charge to their account.

Member Group Requests:

Any Golfing Member(s) that wish to request group starting times can request a maximum of three consecutive starting times. (Each starting time must include at least one Member.) As in previous years, requests of this nature will receive the nearest time(s) that are available.

Club Use Policy for Children:

An adult must accompany children under the age of 10 on the golf course including practice areas

Parents of children under the age of 21 are responsible for their children’s behavior and any damages they may cause to Club property

Juniors over the age of 18 may play in Club Events Juniors under the age of 18 must have a handicap index of 7 0 or less for men and 12 0 or less for women to compete in the Club Championship

Guest & Social Restriction:

A guest or Social Member may only make use of the course six times per person on the Membership per calendar year at the current guest rate. Social golf rounds are limited to 1:00pm or later. Select (Non-member tournaments) outings do not count against this limit. The Golf Committee or the Golf Professional may allow additional times at their discretion without interfering with the intent of this rule. Social members may not host guests for golf.

No more than one guest is permitted on Memorial Day, July 4th, and Labor Day weekends, i.e.; one couple may bring a guest couple. Immediate family members are exempt.

Fivesomes:

Fivesomes are not permitted before noon and any time on holidays Prior to teeing off, any group that wishes to play in a 5-some is required to make such announcement to one of the Golf Professionals and/or Starter Properly registered 5-somes must adhere to posted pace of play guidelines If determined by the Golf Staff, to restore proper pace of play a given 5-some will be required to form a single group of 4 or less In addition, it may be required that hole(s) are skipped Unannounced 5-somes are not permitted and will be required to form a single group of 4 or less

Competitive events will be governed in accordance with the Rules of the United States Golf Association. The golf course and improvements thereon are for the purpose of playing the game of golf. Thus, fishing, hunting, dog walking, jogging, bicycle riding, etc., are prohibited. Ball hawking is prohibited. Searching for your ball is permitted without undue delay of play.

Unaccompanied Guest Policies and Procedures:

In a given season a Golfing Member may sponsor a maximum of eight (8) unaccompanied guests on any given day.

All unaccompanied groups must complete a guest privilege form prior to arriving on property.

Social Members will not be permitted to sponsor unaccompanied guests to play golf.

It is at the Golf Professional’s discretion to the day and time an unaccompanied guest can have a tee time The sponsoring member can request arrangements up to fourteen (14) days in advance Monday and Wednesday afternoons, will be the most opportune times for guests

The Club has established an unaccompanied guest fee of $315 for greens and cart fee per guest

All guest fees will be charged to the sponsoring Members account The Club will not accept cash or credit cards for golf

During the months of June, July, and August members may host up to a maximum of 7 guests (2 starting times) per day. During all other months, Golfing Members may host up to a maximum of 11 guests (3 starting times) per day. All guests will be charged the appropriate season’s guest fee. (Peak or Off Season) Any such requests should be made a minimum of two weeks in advance and will be scheduled at the discretion of the Golf Professional.

Hole-In-One:

Hole-in-one Definitions:

The hole-in-one must be made at Rehoboth Beach Country Club

Outside events and Member-Guests are covered by the fund for the 2nd party only

A complete 9- or 18-holes must be played for the hole-in-one to be valid

The hole-in-one must be witnessed by at least one other person within your twosome, threesome or foursome

A guest playing with a Member qualifies as a witness.

A child (at least 10 years old) playing with adult Member qualifies as a witness.

A hole-in-one on the 19th hole is valid so long as the playing of the 19th hole is only after a completed 9- or 18-hole round and made on the first attempt.

Hole-in-one Insurance Fund:

The Hole-in-one Insurance Fund was created to generate a pool of money that would be used to provide complimentary drinks for all Regular Golfing Hole-in-one Members in celebration of a Member’s unique accomplishment.

Every year, in April, the Club will charge every Regular Membership a $10 fee for the fund and give Member’s 30 days (April 30th) to opt out on the Member’s website under Member Central or by contacting the Membership Department Members can choose to opt out only once during the month of April and must do so every consecutive year

The Hole-in-one Insurance Fund is reconciled after each celebration When required, the Hole-in-one Insurance Fund will be replenished by automatic assessment in the amount needed to replenish the fund to each participating membership account RBCC staff will determine the amount of assessment needed and this amount will be added to the Member’s monthly club statement.

Minimum age is 21 to be a Hole-in-one Member.

The Hole-in-one Insurance Fund is maintained and managed by RBCC staff.

Hole-in-one

Insurance Parties:

Only RBCC Regular Golfing Hole-in-one Members (including spouses and designated companions) are eligible to have their drinks covered by the Hole-in-one Insurance Fund. Regular Golf Members who decide to opt out, nonregular Golf Members, and all guests will not be covered by the fund except as noted below for the day of celebration.

Once the hole-in-one is confirmed by the Golf Shop, a member of the Professional Staff will contact the F&B Director

On the day of the hole-in-one, once the F&B Director has been contacted, the hole-in-one Member will be provided a drink credit of up to $350 to be used to purchase celebration drinks for their friends and golfing guests as designated by the Member The day ofcelebration shall last for up to 2 hours from the time the Member arrives in the Clubhouse If the Club is closed, only the second celebration will apply The RBCC Regular Golfing Hole-in-one Member may choose to use the $350 credit towards Golf Shop merchandise as opposed to celebration drinks

The Member has 30 days from the date of the hole-in-one to schedule the celebration with the F&B Director and host the event (club schedule permitting).

This celebration will take place in the 19th Hole Bar only and will be for two hours in duration.

Up to two drinks will be included in the Hole-in-one Insurance Fund for every RBCC Regular Golfing Hole-in-one Member (including spouses and designated companions) during the duration of the two-hour celebration.

The celebration will not be advertised by the Club but will remain the golfer’s responsibility to invite Members to the celebration and inform the Club of the estimated number of attendees. The celebration will be for RBCC Members only. Members who are not part of the hole-in-one fund can still be invited, but they will pay for all drinks served.

No premium alcohol will be served for the scheduled celebration.

Member Event Purchasing Policy:

All member event Tee Gifts, Prizes, and Trophies must be purchased through the Rehoboth Beach Country Club Golf Shop With the following exception: A committee may purchase only tee gifts or prizes through outside vendors if the Rehoboth Beach Country Club Golf Shop does not have a provider for such items that are essential to the given event (i e Tee Gift that coincides with a given theme for a Member-Guest ) Note: Any prize payout in the form of gift certificates must be through the Rehoboth Beach Country Club Golf Shop.

Spectator Policy: No spectators are permitted on the course, unless otherwise permitted.

Practice Facilities:

The green committee recommends that all practice sessions be held by utilizing the back driving range and all warmup sessions prior to play utilize the front driving range. Practice is confined to areas so designated. Range balls are not to be utilized other than in practice areas. Please be aware of play holes 1 and 10 while utilizing the practice range and use proper etiquette for errant shots. If your standard miss is in the direction of areas where a cart may be stopped on holes 1 & 10 please wait until the carts have moved before resuming your practice or warm up session

Pairings Policy:

When feasible, prior to 2:00pm and between May 1 and September 30, the Starter and Golf Shop Staff have the authority and obligation to pair singles, twosomes, and/or threesomes into threesomes/foursomes to maintain pace of play, maximize starting times, and promote member interaction For all other starting times, on the same day of play, members may join any group that is not filled.

Reciprocal Policy:

For outside events, such as charity tournaments we host, when our schedules allow, we have a reciprocal arrangement with King’s Creek Country Club and Peninsula Country Club. All reciprocal arrangements must be made through the RBCC Golf Shop. This season’s reciprocal play will be announced later, and each reciprocal day will be available to view on the tee sheet.

Caddies:

Caddies are available on a limited basis Please contact the professional staff for more information

Local Rules:

USGA RULES APPLY

French Drains are ground under repair

Boundaries:

The boundary on hole #18 is defined by the right side of the cart path and the white stakes where the cart path is not present.

The course-side edge of any fence defines the boundary of the course (Holes #7, #8, #9)

Penalty Areas:

When playing the 4 hole, the yellow penalty area on hole #5 is to be played as a red penalty area. th

DROP AREA: An optional drop area is marked by a white circle on hole #13. You may not improve your lie when taking relief within this area.

Bunkers: Any areas of sand that have been raked are considered to be a part of a bunker.

Immovable Obstruction near putting green and on the line of play: Ball in General Area. The player may take relief under Rule 16.1b if an immovable obstruction is:

On the line of play, and is:

Within two club-lengths of the putting green, and

Within two club-lengths of the ball

Exception – No Relief If Line of Play Clearly Unreasonable. There is no relief under this Local Rule if the player chooses a line of play that is clearly unreasonable

Embedded Ball Rule. Through the green, a ball which is embedded in its own pitch mark, may be lifted without penalty, cleaned and dropped as near as possible to where it lay but not nearer the hole.

All RBCC ornamental flower beds are treated as Ground Under Repair. (Rule #25)

All un-mown wild grass areas are to be treated as lateral penalty areas.

Fans – Are played as a TIO. It is normally allowed when there is physical interference or line of sight interference from the TIO.

Interference under this Local Rule means that the player has:

Physical interference

Line of sight interference, or

Both physical and line of sight interference

AERIFICATION HOLES:

Ball in General Area. The player may take relief under Rule 16 1b If the ball comes to rest in another aeration hole the player may take relief again under this Local Rule

Ball on Putting Green. The player may take relief under Rule 16 1d

But interference does not exist if the aeration hole only interferes with the player’s stance or, on the putting green, on the player’s line of play

Lost Ball: When a player’s ball has not been found or is known or virtually certain to be out of bounds, the player may proceed as follows rather than proceeding under stroke and distance. For two penalty strokes, the player may take relief by dropping the original ball or another ball in this relief area (see Rule 14.3)

Tapping down spike marks is permitted.

Competition Scores:

By Committee decision, in addition to any outside stroke play events (USGA, GAP/DSGA, MSGA, etc.) all Club events in which individual stroke play is conducted must be posted as “Competition Scores”. The Handicap Chairperson and Golf Committee will determine any additional events that require a Competition Scores to be posted.

Inclement Weather Warning:

Thor Guard Lightning Prediction System: Stop play if you feel in danger at any time All play and outdoor activities are required to suspend play at the sound of the automatic siren (one long blast) and cannot resume until after the sound of the all clear automatic siren (three short blasts)

PACE OF PLAY

Rehoboth Beach Country Club’s pace of play policy requires that all eighteen- and nine-hole rounds be completed within four- and two-hour time periods, respectively. At the direction of the Board and Golf Committee, the Golf Staff will enforce this policy using Starters, Player Assistants, and Golf Professionals. The Board and Golf Committee thank all members and guests in advance for their cooperation.

To improve all member and guest experience on the Golf Course, the Golf Committee has developed the following policy regarding the pace of play on the golf course:

A player assistant will help monitor the pace of play on the golf course. If a group falls behind the player assistant has the right to address the group and make it known where they are in relation to their pace of play. The player assistant will ask the group to catch up on their time which could include skipping a hole. In the absence of a player assistant, the professional staff will monitor the pace on the course

Initial Pace Warning Letter: If a group does not regain proper placement on the course and plays their round over four hours and twenty minutes, a letter will be sent from the Golf Committee as an initial warning to each member of the group

Second Pace Warning Letter: Any member receiving a second letter from the Golf Committee, due to a second round over four hours and twenty minutes, will result in the committees right to limit the time-of-day members in violation can schedule a starting time (Ex. After 1:00PM).

In general, and part of Golf Etiquette, when possible, a slower group should defer their position to a faster group allowing the faster group to “play through.” This offer should be made at the earliest and most appropriate opportunity. (Even if the expected pace of play is being upheld by the slower group.)

Please also consult with our PGA Professionals about the many helpful ways to speed up play The intent of this program is to make the game of golf more enjoyable for all members and guests

SOCIAL MEMBER GOLF RULES

Social Members receive six rounds of golf per year per person on the membership account These six rounds are non-transferable One round can be 9 holes or 18 holes Select (non-member tournaments) outings do no count against this limit

Tee times must be scheduled with the Golf Shop after 1pm, unless playing with a Regular Member One of the six rounds is still considered a Social Member round if playing as a guest of a Regular Member

Social Members do not have guest privileges for Golf

Social Members pay greens fees

Use of the driving range is permitted an unlimited amount of times at $10 per visit. Call or check in at the Golf Shop prior to heading out to the Driving Range.

Social Members are permitted to take lessons and participate in clinics. Contact the Golf Shop or Lead Instructor

Chris Gray, chris@rehobothbeachcc.com, for more information.

Use of the Performance Center is permitted. Contact the Golf Shop to schedule your block of time.

GOLF COMMITTEE STATEMENT OF STANDARD PRACTICES

The golf committee works towards maintaining an enjoyable round of golf for all members of RBCC To create the pleasant RBCC experience, we ask that all members adhere to the following standards:

Proper etiquette, including appropriate dress of all members and guests while on property and respectful language is expected is expected. See RBCC website (club info > Club Policies) for further details regarding golf rules and dress code.

Pace of Play is four hours. It is the responsibility of each member to play and properly position themselves on the golf course to finish in the provided time. The course marshal will help in cases where a member or group is not maintaining the standard.

Members are expected to repair divots and pitch marks to maintain the best conditions on the course.

Members shall adhere to policies enforced by the staff in a respectful manner.

Proper steps in accordance with club policies will be followed for nonobservance of club rules and practices. Variations in standard maintenance practices for the care of the golf course and surrounding Club grounds are the sole responsibility of the Green Superintendent The Green Superintendent will be aware of, and alert to scheduled golf activities He will adjust the course maintenance schedule, as necessary, to provide minimal disruption of play on a day-to-day basis It is understood that there will be times during scheduled golfing activities that the Green Superintendent and his assistants must direct additionally course maintenance activities These activities include, but are not limited to, mowing, watering, ongoing repair activities on closed holes, and any other maintenance work deemed necessary by the Green Superintendent Assignment of course work activities is the direct responsibility of the Green Superintendent and his assistants. Please be reminded that Club Members may not stop or redirect maintenance activities by grounds keepers at any time.

Membership Privileges

RACQUETS RULES & REGULATIONS

Racquet Courts are for the private use of Members and not open to the public Guests are permitted to participate in racquet sports if accompanied by a Member

Reservation of Courts

RACQUET SPORTS HOURS AND FEES

Guest fee: $20/guest

Courts Open: 8am- Sunset weather permitting

The racquet courts must be reserved through the ForeTees online court reservation system or at the Racquet’s Shop.

To book or view court times, please go to ForeTees on the Club’s website at www.rehobothbeachcc.com or download the mobile application on your telephone/tablet. You can seek assistance from the Club’s Communications Director or Racquet’s Shop staff.

Courts can be reserved for 30 minutes, 60 minutes, 90 minutes and 120-minute blocks.

Members can use the courts without a reservation but must terminate play immediately when a reservation arrives.

Members must check in at the Racquet’s Shop before playing.

Cancellation

Cancellation should be made as soon as the Member is aware they will not be playing to release the court to others that may be waiting for court time

Court Etiquette

Players must arrive on time for their reserved court and vacate it promptly at the end of their reservation to allow the next players to start on time.

Players should conduct themselves with sportsmanship by respecting opponents and adhering to the rules of the respective racquet sport.

Excessive noise, swearing and disruptive behavior should be avoided.

Be courteous to those who are playing.

Pick up all equipment and trash from your area before leaving the court.

Court Usage

Children under the age of twelve (12) are not allowed on the courts without adult supervision, unless otherwise permitted by the Racquet’s Shop

The Director of Racquets is authorized to implement temporary rules as they may be necessary during inclement conditions and peak periods of play

Courts are for racquet sports only No animals, bicycles, scooters, rollerblades, skateboards, etc are allowed on the racquet courts

Guest Policy

Members are responsible for the conduct and behavior of their guests while on the Club premises.

Guests must be accompanied by the inviting Member when using Racquet Facility. It is the responsibility of each Member to enforce the rules with respect to his/her guest.

Members can bring a maximum of three (3) guests. More than three guests is considered a private party and has to be arranged with the Director of Racquets.

Members will be charged $20 per guest when using the Club’s Racquet Facility.

During the peak season from May 1 to October 31, each individual guest can use the racquet facility a maximum of 10 times per season. Each guest, including children and grandchildren, must be registered to play on ForeTees or with the Racquet’s Shop.

During the off season from November 1 to April 30, Members are allowed to bring the same guest, without limitations on the number of visits

FITNESS FACILITY RULES

Rehoboth Beach Country Club Fitness Center is located on the second floor of the Golf Building We rely on the Members to treat the Fitness Center with respect

In the interest of ensuring a safe, sanitary and fun fitness facility, the following guidelines must be followed by all users.

1.Hours of access are 5am to 11pm. You must exit the building by 12 midnight.

2 Entrance and exit is via the outside door to the Fitness Center using your fob Do not enter or exit through the Fire Escape door

3 Should a member lose their key fob, they must immediately notify the Fitness Attendant, and a replacement key fob will be issued at a cost of $15

4.All members must sign-in their guests with Fitness Attendant.

5.Children under 16 must be accompanied by a parent or a trainer.

6.Do not use equipment if unfamiliar with its intended purpose.

7.Proper gym attire is required. Shirts and athletic shoes are required at all times. Pool clothing including sandals and flip-flops is not appropriate attire.

8 Water and sport drinks in sealable, plastic containers may be brought into the Fitness Center for personal consumption No glass or breakable containers are allowed No food is to be consumed in the Fitness Center Members and guests must properly dispose of all refuse before leaving the Fitness Center

9.Limit your time on the equipment to 30 minutes when others are waiting.

10.Do not drop the dumbbells or the weight stacks.

11.Do not open any of the windows.

12.Wipe all equipment and mats when you are finished and return them to the original location.

13.Members should never begin an exercise program without consulting their physician. If while exercising members feel faint or dizzy, they should stop immediately. All persons using the Fitness Center do so at their own risk

14 Proper etiquette should always be observed Please respect the rights of others to enjoy their workout and not interfere through loud and/or excessive noise

15.Horseplay, profanity, disruptive conduct, and indiscreet behavior in the fitness center is strictly prohibited.

16.Turn off the lights and the TVs when you leave.

17.Report non-working equipment or problems to the Fitness Attendant.

18.There is a “Medical Emergency Station” near the entrance. A telephone, an Automated External Defibrillator, and a “Panic Button” which calls the EMTs are located there.

FITNESS CENTER GUEST POLICY

Guests must be accompanied by a member

Guest registration is located in the Fitness Center

Sign in all guests using the Guest Log near the entrance.

Daily fee per guest: $15 per guest

There is no limit to the number of visits per guest.

There is a limit of three guests per member per visit.

Any questions should be directed to the Fitness Specialist.

POOL RULES

1. Use of the pool facilities is at the swimmer’s own risk.

2. Swimming is permitted only during designated open hours of the pool.

3 The pool staff has full authority to enforce the Club’s pool rules, any unresolved infractions will be reported to the Club Manager In case of a dispute, a member should obey the lifeguard or pool staff, and contact a member of Management at their earliest possible convenience to help in resolving the dispute A lifeguard is technically a Club employee, and as such, should not be reprimanded, abused, or embarrassed by a Club member or their guests. Questions or complaints regarding pool policy are to be directed to the Pool Chairman or the General Manager.

4. Members must be registered and must register their guests upon entering the pool area. In the event a member fails to register their guests, the Club reserves the right to charge guest fees to the member’s account without the member’s signature

5 All swimmers must wear bona fide swimming attire Cutoffs, gym shorts, Brazil/French-cut, thong style and/or revealing swim wear are not permitted

6 Incontinent (either temporary or permanent) patrons must be clothed in snugly-fitting waterproof pants (double-lined rubber or plastic) designed to prevent the introduction of urine and fecal matter into the pool. This waterproof pant should be worn over a properly fitted swim diaper. Swim diapers (i.e., “Little Swimmers”) alone are not sufficient. Disposable diapers are never allowed in any pool

7. Should a patron have an incident which requires the closure of the pool, the patron and their family is required to leave the pool grounds immediately.

8 Children who require swim diapers and rubber pants must be accompanied by a responsible adult actively swimming with the child and within arm’s reach Non-swimmers and children using flotation devices must be accompanied by a responsible adult actively swimming with the child and within arm’s reach Sitting on the side of the pool deck does not constitute actively swimming The responsible adult must be in the pool with the nonswimmer or child at all time.

9. Diaper changing on the pool deck, tables, chairs, lounges or snack bar area is strictly prohibited. The snack bar restrooms are equipped with baby changing tables

10. The wading pool is for children 6 years old and under. Children using the wading pool must be accompanied by a responsible adult at all times. The wading pool area is not actively guarded by RBCC lifeguards.

11 Running and noisy or hazardous activity will not be permitted in the pool area Pushing, dunking, and dangerous games are not permitted

12 Snorkeling equipment, other than a mask, ball throwing, and float usage may be used at the discretion of the lifeguard or manager.

13. Audible audio devices are not permitted in the pool area except when used with earphones. Cell phones must be in silent mode and only used for text, email, or browsing purposes.

14. Persons using pool furniture must cover the furniture with a towel when using suntan lotions. The use of these preparations stains and damages furniture.

15. Saving chairs for persons absent from the pool is not permitted.

16 Glass objects, drinking glasses, beverage coolers, and sharp objects are not permitted in the pool area

17 Food is not permitted in the pool area Beverages are allowed, but only in unbreakable containers Ordering food from outside sources for delivery to the pool is not permitted

18. All persons using the pool area are urged to cooperate in keeping the area clean by properly disposing of towels, cans, etc.

19. Smoking is not permitted on the pool deck.

20. Private parties may be held in the pool area only with the prior approval of the Club Manager.

21. Pets (with the exception of service animals) are not permitted in the pool area.

22. Children 12 and under must be accompanied by an adult (18 years of age or older). There is no guest charge to the member for a nanny or babysitter

23 Groups of 15 members or 8 guests or more must notify the Clubhouse at least 24 hours in advance

24 Diving blocks are not to be used outside of Swim Team or swim lesson hours

RBCC DIVING BOARD RULES

1. Only one person is allowed on the diving board at a time

2. Forward diving only - divers must dives straight out from the front of the board

3. Divers may not spring more than once on the diving board

4. Swimmers must immediately swim to the side after diving

5 Divers are not permitted to adjust the fulcrum

RBCC POOL GUEST POLICY

Members are allowed to bring guests to the pool. Members’ children that are age 23 and older and who are not Junior members are considered guests and must pay the appropriate fee and must be accompanied by a member. Each individual guest of the member may use the pool a maximum of 10 times per calendar year. Each guest including children and grandchildren must be registered in the daily pool log. The member must be on the RBCC property while guest/guests are at the pool. The member’s account will be charged the daily fee for each guest using the pool. In situations where a guest will be staying with a member for an extended period of time, the Pool Committee Chairperson or Club Manager will have the discretion to expand the 10 times per calendar year guest policy

SCHEDULE OF DUES & CHARGES (FY26)

Regular Member Dues

Regular Member Renovation Assessment

Regular Capital Dues

Totals:

Social Member Dues

Social Member Renovation Assessment

Social Capital Dues

Totals:

Legacy Regular Member 21-34 Dues

Legacy Regular Member 21-34 Renovation Assessment

Legacy Regular Member 21-34 Capital Dues

Totals:

Legacy Social 21-34 Dues

Legacy Social 21-34 Renovation Assessment

Legacy Social 21-34 Capital Dues

Totals:

ADDITIONAL BILLING INFORMATION

Membership Dues are billed one month in advance

Membership Renovation Assessment are billed in the month for the month

Membership Capital Dues are billed in the month for the month.

Please make any online payments no later than the 25th of the month to prevent late fee charges.

A convenience fee of 3% will be added to payments processed by credit cards.

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