2025 Member Bylaws

Membership By-Laws As of January 2025

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TABLE OF CONTENTS

1. NAME AND PURPOSE..............................................................................................................................................................................4 2. PROPERTY Facilities......................................................................................................................................................................................................4 Ownership .................................................................................................................................................................................................4 3. MEMBERSHIP General .......................................................................................................................................................................................................4 Qualification for Membership ..............................................................................................................................................................4 Membership Categories .........................................................................................................................................................................4 Availability of Memberships .................................................................................................................................................................4 4. MEMBERSHIP CATEGORIES Full Golf Membership........................................................................................................................................................................ 4-5 Weekday Golf Membership .................................................................................................................................................................4 Corporate Membership ..........................................................................................................................................................................5 Young Executive Membership ........................................................................................................................................................ 5-6 Non-Resident Golf Membership .......................................................................................................................................................6 Seasonal Golf Membership ..................................................................................................................................................................6 Social Membership .............................................................................................................................................................................. 6-7 Friends of Tapatio (Social Membership Wait List)………………………………………………………………...7 5. MEMBERSHIP SELECTION Application for Membership ................................................................................................................................................................7 Membership Initiation Fee ....................................................................................................................................................................7 Screening of Invitees...............................................................................................................................................................................7 Acceptance of Application ....................................................................................................................................................................7 Declination of Application ....................................................................................................................................................................7 6. MEMBERSHIP POLICIES Eligibility ....................................................................................................................................................................................................7 Leave of Absence ....................................................................................................................................................................................7 Resignation ............................................................................................................................................................................................ 7-8 12 Month Waiting Period………………………………………………………………………………………..8 Transfer of Membership ........................................................................................................................................................................8 Downgrade of Membership..................................................................................................................................................................8 Upgrade of Membership........................................................................................................................................................................8 Resigned Lists ...........................................................................................................................................................................................8 Changes in Membership Categories....................................................................................................................................................8 Frequency ..................................................................................................................................................................................................8 Disputes .....................................................................................................................................................................................................8 2

Special Membership Categories ...........................................................................................................................................................8 7. MEMBERSHIP RIGHTS AND USAGE Membership Rights ............................................................................................................................................................................ 8-9 No Equity Rights or Vested Interest ..................................................................................................................................................9 Applicability of By-Laws ........................................................................................................................................................................9 8. ADVISORY BOARD AND COMMITTEES Advisory Board ........................................................................................................................................................................................9 Advisory Committees .............................................................................................................................................................................9 9. PAYMENT OF DUES AND CHARGES Statement and Payments ........................................................................................................................................................................9 Maintenance of Member Charge Accounts ......................................................................................................................................9 Assessments ..............................................................................................................................................................................................9 Past Due-Delinquency and Revocation .......................................................................................................................................9-10 Frequent Delinquency ......................................................................................................................................................................... 10 Returned Checks................................................................................................................................................................................... 10 Crediting of Account ........................................................................................................................................................................... 10 10. INFRACTIONS AND DISCIPLINE Violations ................................................................................................................................................................................................ 10 Suspension.............................................................................................................................................................................................. 10 Procedures for Infractions and Discipline...................................................................................................................................... 10 Revocation.............................................................................................................................................................................................. 10 Procedures for Revocation................................................................................................................................................................. 10 Hearing Following Suspension and Revocation ..................................................................................................................... 10-11 Reinstatement ........................................................................................................................................................................................ 11 11. MISCELLANEOUS Independent Corporation................................................................................................................................................................... 11 Binding Effect, Indemnification ....................................................................................................................................................... 11 Release and Disclaimer........................................................................................................................................................................ 11 Personal Property ................................................................................................................................................................................. 11 Modification of Facilities .............................................................................................................................................................. 11-12 Usage of Facilities by Nonmembers ................................................................................................................................................ 12 Membership Categories ...................................................................................................................................................................... 12 Liability for Damage ............................................................................................................................................................................ 12 Associations ........................................................................................................................................................................................... 12 Recovery of Damages or Dues ......................................................................................................................................................... 12 No Agency ............................................................................................................................................................................................. 12 Amendment, Entire Agreement………………………………………………………………………………...12 Membership Charges ........................................................................................................................................................................... 12 3

Notice ................................................................................................................................................................................................ 12-13 Membership Privileges………………………………………………………………………………....................13 12. DEFINITIONS ..................................................................................................................................................................................... 13-14 13. AMENDMENT OF BY-LAWS Amendment ........................................................................................................................................................................................... 14 Announcement of Amendment ....................................................................................................................................................... 14

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TAPATIO SPRINGS RESORT MEMBERSHIP BY-LAWS ARTICLE 1: Name and Purpose TAPATIO SPRINGS RESORT (the "Resort") is situated in Boerne, Texas. This document sets forth the terms and privileges of membership in the Resort and the policies and procedures under which the Resort is operated. These By-Laws are subject to change from time to time at the sole and absolute discretion of Owner and or Operator. Capitalized terms contained in these

By Laws are defined in Article 12.

ARTICLE 2: Property 2.1

Facilities. The facilities of the Resort currently include a 18-hole golf course, swimming pools, fitness center, clubhouse, dining rooms, locker rooms, golf pro shop and such other property and facilities as the Owner may make available (collectively; the "Facilities").

2.2

Ownership. The Resort is owned and operated by LR TAP, LLC, and its affiliates or successors and assigns.

ARTICLE 3: Membership 3.1

General. Membership in the Resort shall be evidenced by a copy of the membership application and a membership card with an agreement signed by the Member and by the Operator indicating approval of the applicant for membership.

3.2

Qualification for Membership. Any Person who meets the criterion shall be eligible to apply for a nontransferable membership in the Resort, subject to the additional eligibility requirements set forth in each category of membership below. There shall be only one (1) Member per membership; membership shall not be issued in joint names.

3.3

Membership Categories. Memberships shall be available in the categories set forth in Article 4. The Operator shall have the right to discontinue offering any categories of membership and to create additional categories or classes of membership from time to time conferring such rights and privileges and imposing such obligations as it deems appropriate, and to prescribe the qualifications and requirements for membership in any such class or category.

3.4

Availability of Memberships. The Operator reserves the right to increase or decrease authorized number of memberships in any class or category, to suspend offering of memberships in any class or category and to undertake new membership offerings, at any time as it deems appropriate in its sole and absolute discretion.

ARTICLE 4: Membership Categories 4.1

4.2

Full Golf Membership & Annual Golf Memberships. Any Person who meets the criteria in Sections 5 and 6 shall be eligible to apply for a non-transferable Full Golf Membership. A Full Golf Membership entitles the Member and his or her Family to the following benefits: (a)

Use of Facilities. Full use of the Facilities at the Resort;

(b)

No Assessments. No operational or capital assessments assessed by the Owner as provided in Section 9.3;

(c)

Golf Privileges. Unlimited use of golf facilities (excluding cart), unlimited golf driving range privileges and range balls at no additional cost. USGA handicap posting at no expense;

(d)

Golf Tournament Play. Participation in Member golf tournaments;

(e)

Pool Privileges. Pool privileges at no additional cost;

(f)

Fitness Center. Fitness center privileges at no additional cost;

(g)

Special discounted rates to include: 15% off all Food & Beverage Purchases, (excluding alcohol and Specials/Special Events), 10% off hard goods and 20% off non-sale, non-hard goods pro-shop merchandise (Subject to change.)

Weekday Golf Membership. Any person that meets the criteria in Section 5 and 6 shall be eligible to apply for a 5

non-transferable Weekday Golf Membership. A Weekday Golf Membership entitles the Member and his or her Family to the following benefits: (a) Use of Facilities. Full use of the Facilities at the Resort;

4.3

4.4

(b)

No Assessments. No operational or capital assessments assessed by the Owner as provided in Section 9.3;

(c)

Golf Privileges. Unlimited use of golf course play facilities (excluding cart) Monday thru Thursday and Friday until 12:00 noon. Unlimited golf driving range privileges and range balls at no additional cost.

USGA handicap posting at no expense; Member Guest Rate applies Friday Afternoon through Sunday.

(d)

Golf Tournament Play. Participation in Member golf tournaments (entry fee and cart fees not included);

(e)

Pool Privileges. Pool privileges at no additional cost;

(f)

Fitness Center. Fitness Center privileges at no additional cost;

(g)

Hike and Bike Trail Privileges. Tapatio Springs hike and bike trail privileges at no additional costs; and

(h)

Special discounted rates to include: 15% off all Food & Beverage Purchases, (excluding alcohol and Specials/Special Events), 10% off hard goods and 20% off non-sale, non-hard goods pro-shop merchandise. (Subject to change.)

Corporate Membership. Any person that meets the criteria in Section 5 and 6 and is a full-time employee of a company in good standing is eligible for this category. Corporate memberships are available for a minimum of 2 employees initially and a maximum of 6 employees total. (a)

Use of Facilities. Full use of the Facilities at the Resort;

(b)

No Assessments. No operational or capital assessments assessed by the Owner as provided in Section 9.3;

(c)

Golf Privileges. Unlimited use of golf facilities (excluding cart), unlimited golf driving range privileges and range balls at no additional cost. USGA handicap posting at no expense;

(d)

Golf Tournament Play. Participation in Member golf tournaments (entry fee and cart fees not included;

(e)

Pool Privileges. Pool privileges at no additional cost;

(f)

Fitness Center. Fitness Center privileges at no additional cost;

(g)

Hike and Bike Trail Privileges. Tapatio Springs hike and bike trail privileges at no additional costs; and

(h)

Special discounted rates to include: 15% off all Food & Beverage Purchases, (excluding alcohol and Specials/Special Events), 10% off hard goods and 20% off non-sale, non-hard goods pro-shop merchandise. (Subject to change.)

Young Executive. Any person that meets the criteria in Section 5 and 6 but has not yet reached the age of 36 is eligible for a non-transferable Young Executive Golf Membership. Upon reaching the 36th birthday, the Member must upgrade to the Full Membership category or forfeit all rights and privileges previously enjoyed as a Young Executive Member. If the Member is married, both are considered to have the same year of birth for the purpose of these bylaws. (a)

Use of Facilities. Full use of the Facilities at the Resort;

(b)

No Assessments. No operational or capital assessments assessed by the Owner as provided in Section 9.3;

(c)

Golf Privileges. Unlimited use of golf facilities (excluding cart), unlimited golf driving range privileges and range balls at no additional cost. USGA handicap posting at no expense;

(d)

Golf Tournament Play. Participation in Member golf tournaments (entry fee and cart fees not included;

(e)

Pool Privileges. Pool privileges at no additional cost;

(f)

Fitness Center. Fitness center privileges at no additional cost;

(g)

Hike and Bike Trail Privileges. Tapatio Springs hike and bike trail privileges at no additional costs 6

(h)

4.5

4.6

4.7

Special discounted rates to include: 15% off all Food & Beverage Purchases, (excluding alcohol and Specials/Special Events), 10% off hard goods and 20% off non-sale, non-hard goods pro-shop merchandise. (Subject to change.)

Non-Resident Golf Membership. Any person that meets the criteria in Section 5 and 6, whose primary residence is more than 75 miles from the Resort and does not reside in any other local residence (less than 75 miles from the Resort) for more than 90 total days in a single calendar year is eligible for a non-transferable Non-Resident Golf Membership. (a)

Use of Facilities. Full use of the Facilities at the Resort;

(b)

No Assessments. No operational or capital assessments assessed by the Owner as provided in Section 9.3;

(c)

Golf Privileges. Unlimited use of golf facilities (excluding cart) up to 45 times per calendar year. Rounds exceeding 45 per year will be charged the Public Rate. Unlimited golf driving range privileges and range balls at no additional cost. USGA handicap posting at no expense;

(d)

Golf Tournament Play. Participation in Member golf tournaments (entry fee and cart fees not included;

(e)

Pool Privileges. Pool privileges at no additional cost;

(f)

Fitness Center. Fitness center privileges at no additional cost;

(g)

Hike and Bike Trail Privileges. Tapatio Springs hike and bike trail privileges at no additional costs; and

(h)

Special discounted rates to include: 15% off all Food & Beverage Purchases, (excluding alcohol and Specials/Special Events), 10% off hard goods and 20% off non-sale, non-hard goods pro-shop merchandise. (Subject to change.)

Seasonal Golf Membership. Any person that meets the criteria in Section 5 and 6 shall be eligible to purchase monthly non-transferable Full Golf Memberships (November thru February ONLY). (a)

Use of Facilities. Full use of the Facilities at the Resort during the seasonal monthly period;

(b)

No Assessments. No operational or capital assessments assessed by the Owner as provided in Section 9.3;

(c)

Golf Privileges. Unlimited use of golf facilities (excluding cart), unlimited golf driving range privileges and range balls at no additional cost during the seasonal monthly period;

(d)

Golf Tournament Play. Participation in Member golf tournaments during the seasonal monthly period (entry fee and cart fees not included;

(e)

Pool Privileges. Pool privileges at no additional cost during the seasonal monthly period;

(f)

Fitness Center. Fitness center privileges at no additional cost during the seasonal monthly period;

(g)

Hike and Bike Trail Privileges. Tapatio Springs hike and bike trail privileges at no additional costs during the seasonal monthly period; and

(h)

Special discounted rates to include: 15% off all Food & Beverage Purchases, (excluding alcohol and Specials/Special Events), 10% off hard goods and 20% off non-sale, non-hard goods pro-shop merchandise. (Subject to change.)

Social Membership. Any Person who meets the criteria in Section 5 and 6 shall be eligible to apply for a Social Membership. A Social Membership entitles the Member and his or her Family to the following benefits: (a)

Use of Facilities. Full use of the Facilities at the Resort (Does NOT include golf, driving range or handicap services);

(b)

No Assessments. No operational or capital assessments assessed by the Owner as provided in Section 9.3;

(c)

Pool Privileges. Pool privileges at no additional cost;

(d)

Fitness Center. Fitness center privileges at no additional cost; 7

4.8

(e)

Social Privileges. Social privileges with no monthly spending requirements;

(f)

Hike and Bike Trail Privileges. Tapatio Springs hike and bike trail privileges at no additional costs; and

(g)

Special discounted rates to include: 15% off all Food & Beverage Purchases, (excluding alcohol and Specials/Special Events), 10% off hard goods and 20% off non-sale, non-hard goods pro-shop merchandise. (Subject to change.)

(h)

Golf Privileges: There are no golf, driving range or golf handicap service privileges included with this membership category however, the current Member-Guest green fee rate is extended to all current Social Memberships (in good standing) for up to 8 Rounds per year. Rounds in Excess of 8 will be charged the Public Rate.

Friends of Tapatio Any Person who desires a Social Membership while Social Membership is capped and meets the criteria in Section 5 and 6 shall be eligible to apply for waitlist for Social by becoming a Friend of Tapatio Member. A Friend of Tapatio Membership entitles the Member and his or her Family to the following benefits: (a)

No Assessments. No operational or capital assessments assessed by the Owner as provided in Section 9.3;

(b)

Social Privileges. Social privileges with no monthly spending requirements;

(c)

Hike and Bike Trail Privileges. Tapatio Springs hike and bike trail privileges at no additional costs; and

(d)

Special discounted rates to include: 15% off non-sale, non-hard goods pro-shop merchandise, La Cascada dining (excluding alcohol or Special/Special Events).

(e)

Golf Privileges: There are no golf, driving range or golf handicap service privileges included with this membership category.

(f)

Initiation Fee: All dues paid as Friends of Tapatio will be applied to the Initiation Fee.

ARTICLE 5: Membership Selection 5.1

Application for Membership. Potential members must complete an application in the form established by the Owner. All applications must be submitted on a Resort application form to the Membership Coordinator for consideration and review. The application form shall request the following information: (a)

The name and address of the invitee;

(b)

Information on invitee's family members;

(c)

Information regarding the invitee's business;

(d)

The membership category for which the invitee is applying;

(e)

Other information as the Membership Coordinator considers appropriate.

5.2

Membership Initiation Fee. All applications for membership shall be accompanied by a fee in the amount established by the Owner or Operator for the category of membership specified on the application (the "Initiation Fee").

5.3

Screening of Invitees. The Operator will evaluate all invitees. Evaluations will be conducted with the intent and purpose of securing the optimum number of Members with compatible social, vocational and professional attainment from all segments of the community. All invitees will be evaluated on the basis of: (a)

Interest of the invitee in the Resort;

(b)

Financial responsibility of the invitee; and

(c)

Compatibility of the invitee with other Members.

All evaluations shall be made without regard to race, color, national origin, sex, religious preference, creed, or any disabilities of the invitee.

5.4

Acceptance of Application. If a decision is made to accept an application, the membership coordinator shall notify the invitee and will furnish the invitee with a copy of these By Laws and the Rules and Regulations for the Resort along with a Membership Directory. If the class of membership to which the invitee applied is not available upon 8

the invitee's subscribing to these By Laws and the Rules and Regulations, the invitee shall pay all amounts required and be placed on a waiting list for the appropriate membership class as set forth in these By Laws. If the class of membership to which the invitee applied is available, upon the invitee's subscribing to these By Laws and the Rules and Regulations, the invitee shall pay all amounts required and shall be entitled to the rights and privileges of the membership category. Any invitee whose application is accepted who does not comply with the foregoing requirements within one (1) month from the time the application is accepted shall be considered to have declined to join and will not be refunded any monies collected.

5.5

Declination of Application. The Operator may accept or reject any invitee in its sole and absolute discretion, and the decision of the Operator on any application shall be final. If an invitee has been considered for membership and the invitee's application is denied, the Operator shall notify the invitee of such decision, and the Initiation Fee or fees submitted by such invitee shall be fully refunded. The invitee may not be further considered for membership in the Resort for a period ending one (1) year following the declination.

ARTICLE 6: Membership Policies 6.1

Eligibility. Any financially qualified person of good character, over the age of eighteen (18), shall be eligible to join the Resort without regard to race, color, national origin, sex, religious preference, creed, or any disabilities of the person.

6.2

Leave of Absence. A leave of absence or inactive status is not permitted.

6.3

Resignation. A Member may resign from the Resort at any time, but no resignation shall be effective until the Member's unpaid financial obligations to the Resort have been settled. Resigning Members remain liable for all dues and charges accrued up to the effective date of resignation even if he or she has not used the Facilities. All resignations must be in writing, at least thirty (30) days prior to the effective date of resignation. The resigning Member shall not be subject to any further dues or other charges subsequent to the effective date of resignation, unless the Member's membership has transfer privileges and is placed on a resigned list, in which event the Member is responsible for the dues, administrative costs, and other outstanding financial obligations owed to the Operator, as provided in Section 6.4.

6.4

12 Month Waiting Period. Any Member who resigns will be eligible to rejoin after a 12 Month Waiting Period and by paying the applicable Initiation Fee at that time. During the 12 Month period the resigned Member is not eligible to golf as a Member Guest (by payment or by voucher) and must pay the public golf rate.

Resigned Members are also ineligible to receive the Member Rate for a room night at the hotel, nor may they stay with a Complimentary Room Voucher during the 12 Month Waiting Period.

6.5

Transfer of Membership. No Member shall have any right to sell, pledge, hypothecate, assign or otherwise transfer or encumber his or her membership except as may specifically be authorized in this Section, which Section may be amended by the Operator.

6.6

Transfers Upon Death. Upon the death of a Member, the Member's surviving spouse may advise the Resort in writing that he or she wishes to continue to have membership privileges. Upon the death of a Member and the Member's surviving spouse, or if a deceased Member is not survived by a spouse, the membership may be transferred to any heir or other person named in a will or bequest, and the estate shall have no interest in the membership, except for a 'membership which may be transferred in accordance with the other terms and conditions of this Section.

6.7

Transfer Fee. All allowed transfers of memberships through the Resort are subject to the payment of a transfer fee by the transferring Member in an amount equal to twenty-five (25%) of the then current published Membership Initiation Fee for a Resident Full Golf Membership.

6.8

Financed Memberships. In the event any portion of the Membership Initiation Fee has been financed or is owed to the Operator, the Member shall be obligated to pay in full to the Operator the remaining unpaid balance of the Membership Initiation Fee as a condition precedent to being placed on the resigned list for transfer of the membership, as provided herein.

6.9

Downgrade/Upgrade of Membership. No Member shall be permitted to downgrade or upgrade his or her membership; however, a Member in good standing may apply to upgrade or downgrade his or her membership subject to approval by owner and or Operator.

6.10

Resigned Lists. The Operator shall establish separate resigned lists for each class of membership at the time the Resort contains a full complement of members in such class, as determined by the Operator. Each resigned list 9

shall be maintained on a first-come (determined by date of application), first-served basis.

6.11

Changes in Membership Categories. All requests for changes affecting membership status, categories, privileges or charges must be given in the form of a written notice, thirty (30) days prior delivered to the Membership Coordinator or the Resort. A Member’s approved change in membership category will be subject to fees consistent with the difference between current initiation fees from the current membership category to the change category.

6.12

Frequency. A Member may not request a change in membership category more than one (1) time in any 12month period. In the event that a Member cancels Membership, a 12-month waiting period will take effect before Member may be eligible to apply for reinstatement of Membership.

6.13

Disputes. With regard to any claim or dispute about the ownership of a membership, the Operator shall be entitled to rely on the membership application and may confer ownership of that membership in the name of the person listed on the application. The Operator will not become involved in any domestic or other dispute concerning ownership or issuance of a membership and does not have any liability or responsibility for the resolution of such disputes.

6.14

Special Membership Categories. Any special membership categories or fees structures that were entered into prior April 2011 will be considered null and void by the new Owner and or Operator effective April 1, 2012. The membership categories as outlined in these By Laws will be the only membership categories available. Unless specifically approved in advance by the Operator.

ARTICLE 7: Membership Rights and Usage 7.1

Membership Rights. A membership is a revocable license, subject to the terms, conditions, and restrictions recited herein, by which designated persons enter onto the Resort Premises for the purpose of using and enjoying the available Facilities at the times and in the manner set forth in these By Laws. Membership identifies that person obligated for the payment of all fees, dues, and charges. Members agree to abide by these By Laws as presently enacted or hereafter amended. These By-Laws, as amended or supplemented, will be maintained in the General Manager's office and are available for review upon request during normal business hours of the Resort.

7.2

No Equity Rights or Vested Interest. The Resort is not an equity resort. Membership is non-equity and nonparticipatory. Membership does not imply any right or privilege to participate in or to administer the Resort's business policies and does not create any vested, proprietary, prescriptive, or easement rights or interests of any nature in land, the Resort, the Facilities, or any of the Owner's assets. A Member acquires only a revocable license to use the Facilities, in accordance with the terms and conditions of these By Laws, the Rules and Regulations, and the application for membership, as same may be amended from time to time in the Operator's sole discretion.

The Owner and or Operator reserves the right to reserve memberships, to discontinue operation of any or all of the Facilities, to sell or otherwise dispose of the Facilities in any manner whatsoever and to any person whomsoever, to issue or terminate any type of membership, to convert the Resort into a membership-owned resort, and make any other changes in the terms and conditions of membership or the Facilities available for use

by Members.

7.3

Applicability of By-Laws. These By-Laws apply to all Members, his or her Family, and guests.

ARTICLE 8: Advisory Board and Committees 8.1

Advisory Board. The Operator may appoint an Advisory Board to act in an advisory capacity to the Operator and to exercise such powers and authority as the Operator may grant to it from time to time. The members of the Advisory Board may, but need not, be Members of the Resort. They shall be appointed by the Operator and may be removed and replaced by the Operator in its sole and absolute discretion. The number and term of office of members of the Advisory Board shall be determined in the sole and absolute discretion of the Operator.

8.2

Advisory Committees. The Operator may elect to establish committees to serve in an advisory capacity only with regard to certain aspects of the operation of the Resort.

ARTICLE 9: Payment of Dues and Charges 9.1

Statement and Payments. Monthly statements are closed on the last day of each month and emailed within five (5) working days thereafter. Payment is due and must be received at the Resort (not merely postmarked) by the last day of the month in which the statement is mailed. A three percent (3%) late charge may be added to all outstanding balances not paid each month. A Member may elect to have his or her monthly dues and charges charged directly to his or her MasterCard or Visa credit card accounts (with a 3% Convenience Fee per 9.8).

10

Individual arrangements must be made in writing with the accounting department of the Resort. Notwithstanding the foregoing, the Owner may place any Member on a cash basis for any or all services otherwise provided for credit, at any time, at the Owner's sole discretion.

9.2

Maintenance of Member Charge Accounts. In the event that the information provided on a Member's membership application with regard to MasterCard and or Visa accounts becomes incorrect for any reason, including, but not limited to, expiration due to passage of time or closure of accounts, the Member shall provide to the Resort’s accounting department whatever data is necessary to update such information.

9.3

Assessments. There will be no operational or capital assessments to current or future Members of the Resort.

9.4

Past Due Delinquency and Revocation. Effective management of accounts receivable at the Resort is important to the Operator and necessary to protect the rights and privileges of every Member. Accordingly, it is necessary to institute the following policies with regard to those Members who do not maintain his or her accounts in a timely manner: (a)

After notifying a Member either by mail, email or by telephone that his or her account is past due thirty (30) days, his or her charging privileges may be suspended;

(b)

Any Member whose account becomes delinquent, which is defined as being over sixty (60) days past due, may be denied charging and usage privileges until it is brought current. In order to bring the account current, the owner and Operator shall have the right to charge such amounts to the MasterCard and or Visa accounts of the Member, using the account information provided on the membership application and to the Resort's accounting department pursuant to Section 9.2. The Member consents to such charge against his or her charge cards by agreeing to become a Member of the Resort. The Member will be notified by mail or email, may be contacted by telephone, and the fact of this delinquency may be posted on various bulletin boards at the Resort; and

(c)

Any membership account more than ninety (90) days delinquent may be revoked, but such revocation shall not prejudice or affect in any manner the right of the Resort to use all legal remedies necessary to collect such delinquent indebtedness.

9.5

Frequent Delinquency. Any membership which becomes frequently delinquent, defined as more than sixty (60) days past due four (4) times in any 12-month period, shall be revoked and forfeited to the Resort; however, such forfeiture shall not prejudice or affect in any manner the right of the Resort to use all legal remedies necessary to collect such delinquent indebtedness.

9.6

Returned Checks. All Members shall be charged an additional THIRTY-FIVE DOLLARS ($35.00) on his or her statement for any checks returned from the bank or the Resort's actual cost of recovery, whichever is greater.

9.7

Crediting of Account. All bills must be paid in full. Members with any questions regarding his or her statement should contact the accounting department and any credits due the Member will be credited on the following month's statement. Credit may never be taken against any Membership Initiation Fee.

9.8

ACH / 3% Convenience Fee. All Member statements will be paid via ACH payments. If Member chooses to pay their monthly statement with a credit card, a 3% convenience fee will be added to the total statement balance.

9.9

Food and Beverage Minimum. All Members shall spend a minimum of $600 bi-annually on Food and Beverage from the Resort Outlets. This includes all food, non-alcoholic and alcoholic beverages from La Cascada Table and Bar, La Tienda, Double-L Bar & Grill, the Beverage Cart on the golf course, and the food portion of Banquet Charges. Sales Tax and Gratuities do not count towards the total. Should Member Food and Beverage spend fall short of the $600 bi-annually, the Member account will be billed the difference, up to $600.

ARTICLE 10: Infractions and Discipline 10.1

Violations. The Operator may suspend, expel or otherwise discipline any Member, or one or more of the Member's Family, for committing any violation of these By Laws or the Rules and Regulations, for conduct unbecoming a Member, for any offense against the best interests of the Resort or for other good and sufficient cause as determined by the Operator.

10.2

Suspension. A Member who has been suspended pursuant to these By Laws shall be required to pay any unpaid balance. No portion of any fee or monthly dues previously paid by a suspended Member shall be refunded or prorated. During the period of suspension, the Member and his or her Family shall have no right or privileges to use the Facilities nor payment of any dues. A suspension may be lifted at such time the Operator obtains assurance 11

any violations will not be repeated.

10.3

Procedure for Infractions and Discipline. A written notice shall be prepared and mailed to the Member within five (5) business days of the violation, describing the violation, noting all parties involved, and specifying the action taken by the Operator. A copy of the notice will be placed in the Member's file.

10.4

Revocation. A membership may be revoked and the rights of any person or persons entitled to use the Resort may be terminated for conduct unbecoming a Member, for any offense against the best interests of the Resort, for committing certain infractions as specified in the Rules and Regulations, or for other good and sufficient cause.

Revocation shall result in the forfeiture of all transfer rights related to such membership, if any.

10.5

Procedures for Revocation. (a)

written notice of revocation shall be delivered by mail to the terminated Member. Upon revocation, the Member shall thereafter have no rights or privileges to use the Resort. Revocation does not prejudice or affect in any manner the Resort's right to use all legal remedies available to collect any delinquent indebtedness.

(b)

A period of three (3) years must elapse before reapplying for membership.

10.6

Hearing Following Suspension or Revocation. The following procedures shall be made available by the Operator in order that suspended Members or Members who have had his or her membership revoked may be afforded an opportunity to have his or her situation reviewed by more than one (1) individual and all circumstances taken into account: The Member may request a review hearing, which will be held before the General Manager. The Member's request for a hearing must be delivered to the Operator within fifteen (15) days following the date upon which the Operator mails the notice of suspension to the Member; and the review hearing will be conducted within thirty (30) days from the date that Member's request for the hearing is delivered to the Operator. The Member may attend in person or by representation. Following such hearing, the General Manager or designated representative of the Operator will make every effort to reach a mutually acceptable resolution. In the event such a resolution is not reached, the decision of the General Manager or the Operator's designated representative is final and binding.

10.7

Reinstatement. A request for reinstatement may be honored, at the Operator's discretion, subject to membership category availability and upon payment of the difference between the original Initiation Fee paid by the Member and the then current Initiation Fee for that membership category, or any back dues or charges owed to the Resort, or both of the foregoing at the Operator's discretion.

ARTICLE 11: Miscellaneous 11.1

Independent Corporation. The Members recognize and acknowledge that the Operator is an independent corporation to whom the Members will solely look and who is solely responsible for the obligations and liabilities of the Operator recited herein, arising hereunder, or in any manner related to the transactions contemplated hereby.

The Members further recognize and acknowledge that no other entity or entities, including (i) the Operator's parent corporation, (ii) any individual, or (iii) any corporation affiliated with the Operator which may form, organize, provide services to, provide loans and funds to, negotiate for, provide personnel to, make representations on behalf of, and from time to time take actions on behalf of or for the benefit of the Operator, by direct dealings with the Members or those acting for them, is in any manner liable or responsible for the obligations and liabilities of the Operator, whether recited herein, arising hereunder, or in any manner related to the transactions contemplated hereby.

11.2

Binding Effect and Indemnification. In consideration of the rights and privileges of membership, each Member agrees, on his or her own behalf, and on behalf of his or her Family and guests, to be bound by these By Laws.

Furthermore, each member agrees (i) to hold the Operator, General Manager and all other employees and agents harmless, (ii) to indemnify the same, and (iii) to provide a defense by counsel, of the Operator's choosing, from any claim, liability or loss which results from or is connected with any violation of these By Laws by the Member, Member's Family or guests, or any dispute arising from membership.

11.3

Release and Disclaimer. While using the Facilities or participating in Resort events, whether on or off the premises, Members and their guests are charged with the responsibility of using proper judgment and caution at all times.

Neither the Resort nor the Operator assumes any liability for injuries caused to or incurred by any Member, user or guest or for damage to property resulting from the use of the Facilities. Consequently, any Member, guest or other person who uses or accepts the use of any of the Facilities or services, or engages in any athletic contest, exercise or other Resort activity, either on or off the premises, does so at his or her own risk and shall hold the Operator, and its employees and agents, harmless from any injury, damage, claim, or liability resulting from such use or 12

engagement.

11.4

Personal Property. Each member, Family member, or guest is responsible for his or her own personal property.

The Owner and or Operator are not responsible for lost property or articles stolen from anywhere on the Resort premises and specifically disclaims any such responsibility. The Owner and or Operator without notice may dispose of personal property left by any person on the Resort premises and not claimed within thirty (30) days. No bailment is intended, nor created, by the preceding sentence.

11.5

Modification of Facilities. The use of the Facilities may be modified or otherwise restricted as deemed necessary by the Operator. Membership does not create any presumption that the Facilities or services that are now or hereafter available will continue to be available in 'their current state or condition. The obligation to pay dues is not dependent on the availability of all the Facilities, or the frequency of use. Tournaments, repair, maintenance and/or construction or remodeling of any of the Facilities, and/or other occurrences may make it necessary for the Resort to change the hours of use, or to restrict the use of one (1) or more of the Facilities, or to close the Resort temporarily. The Resort will not reduce or suspend dues during the time when the Facilities, in whole or in part, are not available. The Resort reserves the right, in its sole discretion, to refuse use of the Facilities by any person at any time.

11.6

Usage of Facilities by Non-Members. The Owner and or Operator reserves the right to permit unlimited use of all of the Facilities of the Resort by (i) guests of the Resort, (ii) attendees of conferences held at the Resort and (iii) any other members of the public for whatever purpose and at whatever times the Owner establishes. Such Persons shall be required to comply with all applicable Rules and Regulations while using the Facilities.

11.7

Membership Categories. The Owner and or Operator, at all times, retains the full right to modify categories of membership and the right to revise any or all of the membership privileges applicable to any membership category.

11.8

Liability for Damage. (a)

Each Member is liable for any damage to any of the Facilities or any person caused by him or her, his or her Family, or guests. Payment is due immediately upon presentment to the Member of a statement for costs.

(b)

Persons playing on the golf course are expected to respect the rights of persons owning property adjacent to the golf course. The Resort is not responsible for personal injury or property damage caused by a golf ball struck by a golfer. In the event of such damage, the person causing the damage should attempt to contact the homeowner at the time of the incident. If this is not possible, the golfer should report the matter to the golf shop upon completion of play. Failure to do so will constitute a violation of these ByLaws and may be grounds for disciplinary action.

(c)

Persons playing golf and/or using carts on the golf course are responsible for any injury that may result from his or her conduct. The Resort is not responsible for injuries that may result from errant balls or cart accidents. In the event a person causes such injury, the person should contact the injured party and take responsibility for the incident and should report the matter to the golf shop immediately. Failure to do so will constitute a violation of these By-Laws and may be grounds for disciplinary action.

11.9

Associations. Neither the Owner nor Operator assumes any responsibility nor accepts or incurs any liability for the activity of any association. No association rules or policies may be contrary to or in conflict with these By-Laws or the policies established by the Owner.

11.10

Recovery of Damages or Dues. If the Resort is required to turn a Member's account over to a collection agency or institute legal action to collect any dues or charges owed by a Member, or to enforce any provision of these ByLaws against a Member, the Member agrees he or she shall be responsible for all costs of collection, reasonable attorneys' fees incurred by the Resort and court costs.

11.11

No Agency. No Member or any person participating in the activities of any Resort association shall have the authority, express or implied, to act on behalf of or as an agent for the Resort, the Ownership, or General Manager.

11.12

Amendment, Entire Agreement. These By-Laws supersede and replace, in their entirety, the Prior By-Laws. The revised membership application form and these By-Laws, as presently enacted or hereafter amended, constitute the entire agreement between each Member and the Owner. None of these documents, nor the rights and obligations they create, may be modified, amended, enlarged, or revised orally or by any party other than a written amendment adopted by the Board of Directors of the Owner or operator.

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11.13

Membership Charges. All dues, miscellaneous charges and fees, annual, monthly or otherwise, are determined solely by the operator. The operator reserves the right, in the future, to change the amount of the fees, dues and charges.

Membership in good standing is conditioned upon prompt payment, in full, of all fees, dues and charges as assessed by the Resort. A Member may be subject to disciplinary action, including forfeiture of membership, for failure to meet his or her financial obligations. The schedule of fees, dues and charges in effect at any given time is contained in a classification table available for review at the membership office.

11.14

Ball Hawking. Ball Hawking is not permitted.

11.15

Membership Perks. Members of Tapatio are entitled to the following perks on an annual basis: (a)

Complimentary Room Night(s) (Reservation must be made by Member but can be gifted)

(b)

Complimentary Golf Passes (Golf Members Only) Member MUST be present and check in with their guests to use the passes. Members may NOT Trade, Gift or Sell passes without permission from Club Mgmt. Members who trade or sell passes will lose their pass privileges.

(c )

Accompanied Guests – Members may bring Guests to Member Events (unless specifically told Event is Members Only), the restaurant or the premises at any time. Passes will be required for the Pool and for Golf, or Guests may pay the appropriate fee to participate.

Guests are limited to no more than 12 Rounds of Golf per year; after that the Guest may choose to join or pay the public rate (Does not apply to Guests of a Corporate Membership.)

11.16

Notice. (a)

Any notice given by the Operator to a Member may be mailed or otherwise delivered to that Member at the address which the Member lists on his or her application for membership, unless that address has subsequently been changed by notice delivered to the Resort as provided for in this Section. Notice to a Member is effective at the time of personal delivery or, if mailed, on the first regular mail delivery day at least three (3) days after the notice is delivered, postage prepaid, to the United States Postal Service.

(b)

Any notice to be given by a Member to the Resort, Operator or the Owner may be mailed or otherwise delivered to the Operator at that address listed below, or such other address as the Resort or the Operator may subsequently designate by notice delivered to the membership as provided for in this Section. Notice to the Resort or the Operator is effective upon its receipt by the General Manager.

TAPATIO SPRINGS RESORT 1 Resort Way Boerne, Texas 78006 Attention: General Manager Telephone: 830-537-4611 Facsimile: 830-537-4962

ARTICLE 12: Definitions 12.1

Advisory Board. The term "Advisory Board" shall mean those individuals appointed by the Owner from time to time for purposes of advice and counsel with regard to operations at the Resort.

12.2

Authorized Corporation. The term "Authorized Corporation" shall have the meaning set forth in Section 4.6(e).

12.3

Ball Hawking. The term “ball hawking” shall mean looking for and collecting golf balls on the golf course and adjacent property for the purpose of gain. This activity is usually conducted separately from playing a game of golf and does not mean looking for a lost ball while engaged in a game of golf. However, includes retrieving any balls from any water hazard with any form of any extension club or equipment whether playing golf or not.

12.4

By-Laws. The term "By-Laws" shall mean these Membership By-Laws for the Resort, as may be amended from time to time by the Owner, at the Owner's sole discretion.

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12.5

Children. The term "Children" shall mean all natural and adopted children of a Member.

12.6

Designee. The term "Designee" shall have the meaning set forth in Section 4.9.

12.7

Facilities. The term "Facilities" shall mean the 18-hole golf course, swimming pools, fitness center, clubhouse, dining rooms, locker rooms, golf pro shop, and such other property and facilities as Owner may make available.

12.8

Family. The term "Family" shall mean the spouse of a Member and the unmarried Children of such spouse or Member under the age of twenty-five (25) who maintains the same principal residence as the Member or are enrolled as full-time students.

12.9

General Manager. The term "General Manager" shall mean the person who is responsible for the day-to-day operation of the facilities, supervision of employees of the Resort, maintenance of membership records and such other duties as may be designated by the Operator from time to time.

12.10

Operator. The management company and or lessee designated by the Owner.

12.11

Member. The term "Member" shall mean any individual who is accepted for membership as a member of any membership category or classification of the Resort specified in these By-Laws and who has paid the applicable Membership Initiation Fee.

12.12

Membership Initiation Fee. The term "Membership Initiation Fee" shall have the meaning set forth in Section 5.2.

12.13

Full Golf Membership. The term "Full Golf Membership" shall have the meaning set forth in Section 4.1.

12.14

Weekday Golf Membership. The term "Weekday Golf Membership" shall have the meaning set forth in Section 4.2.

12.15

Corporate Golf Membership. The term "Corporate Golf Membership" shall have the meaning set forth in Section 4.3.

12.16

Young Executive Golf Membership. The term "Young Executive Golf Membership" shall have the meaning set forth in Section 4.4.

12.15

Non-Resident Golf Membership. The term "Non-Resident Golf Membership" shall have the meaning set forth in Section 4.5.

12.16

Seasonal Golf Membership. The term "Seasonal Golf Membership" shall have the meaning set forth in Section 4.6.

12.17

Social Memberships. The term "Social Membership" shall have the meaning set forth in Section 4.7.

12.18

Friend of Tapatio: The term “Friend of Tapatio” shall have the meaning set forth in Section 4.8

12.19

Owner. The term "Owner" shall mean The Resort at Tapatio Springs and its successors and assigns.

12.20

Person. The term "Person" shall mean a natural person.

12.21

Property. The term "Property" shall mean any residential dwelling unit, or any real property intended to be improved with a residential dwelling unit, located within a 75-mile radius of the Resort. In the case of any real property improved with a building which contains more than one (1) dwelling unit, each dwelling unit shall constitute separate "Property" hereunder.

12.22

Resort. The term "Resort" shall mean Tapatio Springs Resort.

12.23

Resort Account. The term "Resort Account" shall mean an account established by the Resort in each Member's name, to which Resort fees and charges incurred by the Member, his or her Family and guests may be charged.

12.24

Rules and Regulations. The term "Rules and Regulations" shall mean those rules, regulations, policies and procedures, designated and as may be amended from time to time by the Owner.

ARTICLE 13: Amendment of By-Laws 13.1

Amendment. The Owner and or Operator, or its successors and assigns, at their sole discretion, may amend these By- Laws, at any time.

13.2

Announcement of Amendment. Amendments and or revisions to these By-Laws may be announced either by publication in the Resort's newsletter or by posting on Resort bulletin boards.

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