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ARTICLE XVII
INTERPRETATION

The interpretation of these By-Laws shall rest with the Board unless and until
superseded by a majority vote of a quorum of Members at a regular or special membership
meeting.

ARTICLE XVIII LIQUIDATION

18.1. Dissolution. A sale or disposition of substantially all of the property and assets of
the Club or the dissolution of the Club shall require the affirmative vote of two-thirds (2/3rds) of
the voting Members.

18.2. Procedure and Rights. Upon a dissolution and liquidation of the Club for any
reason, the Board shall cause the Club's independent accountants to make a full and proper
accounting of the assets, liabilities and operations of the Club, as of and including the last day of
the month in which the dissolution occurs, and shall liquidate the assets as promptly as is
consistent with obtaining the fair value thereof, and shall apply and distribute the proceeds
therefrom as follows and in the following order of priority:

(a) All liabilities and obligations of the Club shall be paid and discharged, or
adequate provisions shall be made therefore.

(b) Assets held by the Club upon condition requiring return, transfer, or
conveyance, which condition occurs by reason of the dissolution, shall be returned, transferred or
conveyed in accordance with such requirements.

(c) The remaining assets, if any, shall be distributed on a pro-rata basis among
the voting Members of the Club after all applicable provisions of Georgia laws have been
complied with.

18.3. Rights. Members shall look solely to the assets of the Club for return of their
Membership Certificate contribution, as applicable. If the Club's assets remaining after the
payment or discharge of all debts and liabilities of the Club are insufficient to return their
contribution either in part or in full, they shall have no recourse against the Club, the Officers, the
Board or the employees.
ARTICLE XIX
Capital DuesDebt Reduction Surcharge

Effective March 1, 2008, each member, regardless of category or class of membership, shall
be surcharged $30.00 per month, in addition to all monthly dues, usage fees and/or amounts charged
for goods received and services rendered, which monthly amount shall be allocated to reducing
amounts owed by the Club on all existing mortgages/Deeds to Secure Debt on club property as of
March 1, 2008. Upon satisfaction and cancellation of all outstanding amounts owed under said

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