Pittsburg Golf and Country Club

ARTICLE I - NAME

Sec. 1. The name of this corporation shall be Pittsburg Golf & Country Club.

ARTICLE 11 - PURPOSE

Sec. 1 The purpose for which the club is formed shall be as follows: to acquire, purchase, hold, lease, mortgage, encumber, use and occupy lands & other property, both real & personal of every sort and nature, for the purpose of promoting social intercourse among & furnishing pleasure & happiness to the members thereof, & in connection therewith to purchase or lease a suitable site or sites , to provide suitable club houses & other buildings, equipment & improvements; and to purchase, acquire, hold, buy, sell, lease, convey, mortgage & improve real and personal property of every kind and nature, and to do all other things necessary & expedient in furtherance of the foregoing.

ARTICLE 111 - MEMBERSHIP

Sec. 1. The membership of this corporation shall be those only entitled to such membership as provided in these By-laws; each member shall acquire or hold such membership only under the conditions, restrictions, limitations & provisions of the By-laws of this corporation; and such membership shall confer or grant no vested or other rights other than this that are specifically conferred by the By-Laws of this corporation. There are two categories of membership, the golfing category and the social category, consisting of the following classes of members.

1 .) Charter 2.) Regular 3.) Honorary 4.) Additional (Spouse/Common Law Partner)

The golfing category of membership, Exhibit-E participants may consist of Charter, Regular, Honorary and/or Additional members who participate in the benefits of Exhibit-E of the contract with the City of Pittsburg and as defined in article XXI of these by-laws.

The social category of membership, Non Exhibit-E participants, may consist of Charter, Regular, Honorary, and/or Additional members who do not participate in the benefits of Exhibit-E of the contract with the City of Pittsburg and as defined in article XXI of these by-laws.

Sec. 2. The Board of Directors shall have the power to nominate honorary members to be voted on by the membership at one of the semi annual meetings. Approval will be by simple majority. Each honorary member is elected for life. No entrance fee or club dues shall be required of such members, as defined by the By-Laws. Such member shall enjoy all the rights & privileges of a regular member excepting the right to vote or the right to hold office. Green fees are still required.

Sec. 3. None but regular members shall be entitled to vote or hold office. A regular member is one who pays the regular members due amount and is limited to those who have the regular member status assigned by the Board. All membership dues, for both regular and additional members are to be paid by October 1st. 1^st .

Sec. 4. The dues of a regular or additional member, while incapacitated by illness or injury may temporarily be suspended in whole or part, without impairing such member's rights. The Board will review each case semi-annually.

ARTICLE IV - APPLICATIONS & ADMISSIONS

Sec. 1. The Board of Directors shall constitute a Committee on Admissions of members to the club.

Sec. 2. The Board of Directors shall have charge of the election of all candidates for memberships to the Club as directed by the By-Laws. There shall only be one regular member assigned per membership.

Sec. 3. Every newly elected member shall pay the initiation or transfer fee as established by the Board.

Sec.4. All new memberships require the approval of the membership at one of the semi annual meetings.

Sec. 5. No new memberships can be approved by the membership until the number of Exhibit E participants is less than 150.

Sec. 6. In the case of death of the regular member the additional member inherits the regular membership.

Sec. 7. All new members will be assigned a membership number. This number is based on date joined and establishes seniority within the club. If an additional member joined prior to the adoption of these by-laws then they have the same date joined assigned as the regular, Honorary or Charter Member. If an additional member joins after these by-laws are approved then the seniority date will be the date the additional member joins and is not related to the date the Regular, Honorary or Charter member joined.

Sec. 1. In all cases, application for membership of any kind, receipt or transfer of any membership or payment of any fee or dues, shall constitute and create unconditional assent to the By-Laws of this Club, and thereby create an executed contract binding upon such member.

ARTICLE VI - RESIGNATIONS

Sec. 1. All resignations must be in writing addressed to the Board of Directors.

ARTICLE VII - CERTIFICATION OF MEMBERSHIP

Sec. 1. There shall be issued, over the signature of the President and Secretary of the Club, to each of the regular members of the Club and corporation, and to each person who shall hereafter become a duly elected and qualified member of the Club, a membership card in a form and style designated by the Board of Directors.

ARTICLE VIII - TRANSFER OF CERTIFICATE AND MEMBERSHIP

Sec. 1. No transfer of any kind shall be allowed, except by the Board of Directors, as allowed by these bylaws.

ARTICLE IX - NOTICES

Sec. 1. All notices required by law or these By-Laws to be given to any member, Director or officer of the club shall be in writing.

Sec. 2. An address book of the members shall be kept by the Secretary. Members are required to notify the Club on any change of address.

Sec. 1. Club Dues are paid to the Treasurer on a yearly basis. Payable each October 1st and delinquent November 1^st. Any member, regardless of membership class, not paying their dues by the delinquent date of November 1 ^st shall be automatically suspended from membership and given thirty (30) days to appeal the suspension to the board of directors. Thirty (30) days after date of confirmed receipt of delinquent notice their membership will be terminated.

Sec 2. The appeal of suspension shall be brought to the Board of Directors for consideration of reinstatement.

Sec. 3. The Treasurer shall send the suspended member a delinquency notice in writing by registered mail with a copy to the Pro-shop if the member is an Exhibit-E member.

Sec. 4. All notices of delinquency shall be posted an the bulletin board on November 1^st of each year.

ARTICLE XIV -MEETINGS OF THE CLUB

Sec. 1. Semi annual meetings of the members shall be held on the third Tuesday in February and August at seven o'clock provided that if the 3rd Tuesday at any time shall fall upon a legal holiday, said semi-annual meeting shall be held on the next day at the same hour and place. Said meeting shall be held at a meeting place in the County of Contra Costa, State of California, designated by the Board of Directors. Notice of the time and place of said meeting shall be given by the Secretary by mailing of a printed or written notice of said time and place to each member at his/her last known address, at least ten(10) days prior to such meeting; and no further or other notice need be given of such meeting, unless ordered by the Board of Directors. Regular quarterly meetings shall be held on the lst Tuesday of the month, January, April, July and September unless otherwise designated by the president.

Sec. 2. Special meetings of the Club may be called and held at any time by order of the President; and the President must at any time call a special meeting of the Club upon the written request of twenty (20) or more regular members of the Club; or upon written request of three (3) or more Directors of the Club. Notice of the time and place and purpose of such special meeting shall be given in the same manner as that required for regular meetings.

Sec. 4. The election of Directors shall be held at the February semi annual meeting at the headquarters of the Club at such place in the County of Contra Costa, State of California, as was designated in the notice of the time and place of such election mailed to each of the members at his/her last known address. Voting shall be by official ballot (club seal) only and shall include absent, personal or proxy. All proxies must be signed and must indicate that the member casting the ballot is a regular member of the Club. The President shall appoint three (3) judges of election from the members of the Club at large to supervise said election. The judges shall oversee the preparation and distribution of the official ballots. Said judges shall count the votes and report in writing to the President, the results of said election.

Sec. 5. In the event two or more competing candidates shall have received an equal number of votes, and all of them cannot be declared elected as Directors; then a second ballot shall be taken at said annual meeting, or at an adjourned meeting thereof, as between such equal candidates, but no others; the candidate receiving the highest number of votes at such meeting shall be declared elected.

Sec. 6. No business shall be transacted at special meetings of the regular membership

except such as shall have been specified or directly referred to in the notice of such special meeting.

Sec 7. At all meetings of the Club, whether regular, special or adjourned, those regular members, personally represented, shall constitute a quorum for the transaction of business but a smaller number than a quorum, continue to adjourn any meeting from time to time until a quorum shall be present, and until the business of the meeting shall have been fully completed. No business of any kind, other than adjournment, can be transacted in the absence of a

quorum.

ARTICLE XV - GOVERNMENT

Sec. 1. The Corporate powers, business, property and affairs of this corporation shall be exercised, conducted , managed and controlled, as assigned by these bylaws, by a Board of five (5) Directors, each of whom must be a regular member of the Club in good standing. Directors shall be elected each year for a term of three (3) years and shall hold office until their term has ended or their office is vacated. If a Director at any time after his/her election shall cease to have any of the qualifications herein provided for, his/her office as such Director shall become immediately vacant without action other than to spread such fact upon the minutes of the Board, and he/she shall cease to be a Director. Directors shall be elected with the staggered terms.

Sec. 2. A quorum shall consist of three (3) members of the Board of Directors, including the President/Vice President for the transaction of business.

Sec. 3. If, for any reason, there is a vacancy in the Board of Directors, the remaining Directors at any meeting of the Board, general or special, within thirty (30) days, shall elect some person with the necessary qualifications to act as a Director to fill said vacancy and to serve until the next general election where the seat will then be filled by the membership for the duration of that seats term.

Sec. 4. No Director shall receive any compensation for his/her services as a Director, it being understood that if such Director furnish any other services to the Club he/she may be compensated, with board approval and membership notification, for such services.

Sec. 5. The Directors-Elect, and those who may hold over, shall meet for organization within one month after the annual meeting of the Club and shall at such meeting organize and elect officers of the Club.

Sec. 6. Regular meetings of the Board of Directors shall be held at such times and places as may be determined and ordered by the Board. Any Director who is absent and not excused by the Board of Directors from three (3), regular meetings per annum shall ipso facto forfeit his/her Directorship and a new Director shall be elected as provided in Section Three (3) of this article.

Sec. 7. If a Board of Director member resigns his/her position, he/she may not run for re-election for one (1) year, or the time that would have completed his/her term, whichever is longest.

Sec. 8. Special meetings of the Board of Directors may be called at any time by the order of the President, and the President must, at anytime , call a special meeting of the Board of Directors upon the written request of at least three (3) of said Directors or twenty (20) or more regular members of the club with the date posted on the bulletin board.

1. Owner agrees to operate the cart in a safe manner & abide by all rules & regulations that are posted by Pittsburg Delta View Golf Course.

2. All carts shall have a safety inspection performed & certified by an authorized mechanic and the owner shall pay cart storage fees. Delinquency in inspection certification or storage fees are grounds for removal of cart from the storage area and revocation of cart storage privileges. All carts must display a current license permit.

3. Only the Board of Directors assigns or transfers a cart storage space. Individual members cannot transfer, sublet, nor sell an assigned space. The space must be maintained in neat order.

4. Cart storage space is assigned by seniority. Seniority is established by the date the member was placed on the cart space waiting list. The list is posted on the Club membership bulletin board and maintained by the Board of Directors through their designate. A new cart owner selected from the list has two options. (1) An eligible member when asked may elect to pass on the opportunity to place a cart on the course. If the member chooses to pass then the member retains their same priority on the list. If the member accepts the boards offer he/she has thirty (30) days to occupy the storage space. If after thirty ( 30 ) days the member has not placed their cart in the space assigned the Board of Directors will reassign the space and the eligible member will lose the priority position on the cart space waiting list. A member cannot assign list priority to another member.

5. Cart ownership may include a member partner. Both the cart owner and partner must be on the Exhibit-E list for the current year. The seniority list governs the ability of a partner to succeed the original member cart owner. The current list identifies partners who have a proprietary interest in the storage space and partners who have temporary status. Classification is noted on the cart waiting list.

6. Failure to comply with each and all the terms and conditions of these by-laws and the rules and regulations

agreement shall be the basis for revocation of the cart privilege. The board of directors shall have the authority to

effect the removal of the cart from the storage space.

ARTICLE XX - AMENDMENTS

Sec 1. All modifications of these by-laws requires thirty (30) days written notice to all regular members. The modifications and the meeting date and place when the action will take place are to be mailed to the members last known address..

Sec. 2. The By-Laws and any section thereof, may be amended or repealed or new By-laws may be adopted, by any one of the following methods:

a) By a majority vote of the regular members present at any semi-annual meeting of the Club.

b) By a majority vote of the regular members present at any special meeting at which a quorum is present, notice of which meeting has been given as provided in these By-Laws and notice of which proposed amendment or repeal has been given at the same time as the notice of the calling of such special meeting, by setting forth the section or sections as proposed to be amended.

Sec. 1. For the purpose of managing and administrating the contract with the City of Pittsburg there will be two (2) groups of members. The first group will be referred to as Exhibit-E members, the golfing category as defined in article III, sec. I of these bylaws, and the second Group, the social category as defined in article III, sec I of these bylaws, will be referred to as Social members. The number of members that Can be on the Exhibit-E list is limited to no more than 188 at any one time. There is no specified limit for Social members. Both of these groups may include all the membership types outlined in Article III Sec. 1. Of these bylaws.

An Exhibit-E member is one who is eligible to take advantage of the privileges as outlined in Exhibit-E of the Contract with the City of Pittsburg. A Social member is a member that has all other member privileges except those privileges outlined in Exhibit-E of the contract with the City of Pittsburg.

In order for a member to remain on the Exhibit-E list they must meet the following criteria.

1. They must be a member that has paid their annual club dues.
2. They must have played at least twenty ( 20 ) rounds of golf at Delta View for the year ( Jan. 1 through Dec. 31 ) or paid the City for at least six (6) months of green fees. Only exceptions to this will be if the member has been granted a medical leave by the action of the Board of Directors.

Sec. 2. Once a year by September 10^th the president of the club must submit to the City a list of members who are to be the Exhibit-E members for that year. For the purpose of this list the year is defined as September 15^th through the following September 14^th. This list when modified must be submitted to the City within ten (10) days of any changes throughout the year.

2. The procedure to be followed in all subsequent years is. All members on the prior years Exhibit-E list that have maintained their eligibility requirements listed above will automatically be placed on the new years list. If the new years list has less than 188 but more than 150 then all Pittsburg resident social members will be asked if they want on the list. If the number on the Exhibit-E list is less than 151 then all members regardless of residency will be asked if they want on the list If the result is greater than 188 then the social members to be included in the 188 number will be determined by seniority. (based on date joined ).

2. The procedure steps, dates and deadlines are as follows

1. Each year on July 1^st send letter to all social members asking if they want to become an Exhibit-E member if space is or becomes available.

2. Each year on July 1^st send a letter to all Exhibit-E members asking if they want to stay an Exhibit-E member if they meet the eligibility requirements.

3. On August 20^th of each year establish two lists. The first list will be prior year Exhibit-E members who opted to continue and the second list will be social members, in date joined sequence, who opted to become Exhibit-E members if space is or becomes available. The list of social members who opted to become Exhibit-E members is good for only one year. This list gets replaced with a new one each year.

4. Fill all available slots up to 188 on the Exhibit-E roster by September 1^st .

5. Submit to City the updated Exhibit-E list no later than September 10^tth.

6. Send letters to all members notifying them of their status for the year.

7. By December 16^th of each year review rounds played and membership status of all members on the Exhibit-E list. Post on the bulletin board the names of Exhibit-E members who no longer qualify along with the reason why. Give them 10 days to challenge the determination.

8. By January 10^th Move the appropriate number of members from the list of social members opting to become Exhibit-E members onto the Exhibit-E membership roster and notify them of their Exhibit-E status.

9. Submit to the City by January 15^th of each year the updated list of those eligible to take advantage of Exhibit-E in the contract.

ARTICLE XXIII - ORDER OF BUSINESS

1. Reading of Minutes

2. Treasurers Report

3. Approval of Bills Payable

4. Standing Committee Report

5. Special Committee Report

6. Unfinished Business

7. New Business

8. Announcements

9. Adjournment

ARTICLE XXIV - PARLIAMENTARY AUTHORITY

For the purpose of conducting an orderly meeting, the Chair shall abide, by the rules and regulations as outlined in Roberts's Rules of Order.

President -

Vice President -

House Chairman -

Tournament Chairman -

Secretary/Treasurer -