Page 8 - Odessa Country Club By-Laws Book

(i) Inactive Member: Any Stockholding or Junior Member of the Club shall be
entitled to petition the Board of Directors for inactive status of the
membership.

A Stockholding or Junior Member may be granted Inactive Member status
but privilege shall be granted by the Board of Directors only on one (1)
occasion when the Board finds that unusual circumstances warrant relief. If
the Board of Directors elects to grant any Stockholding or Junior Member
Inactive Member status, his dues are suspended during the period of his
status as an inactive member. The Inactive Member shall pay a monthly
inactive fee as set by the Board of Directors. If the member who has been
granted Inactive Member status fails to pay the monthly fee within thirty
(30) days after billing, such membership shall revert to the club and the
stock certificate shall be canceled. In such event the Club shall have no
obligation to pay any fee to the member for the stock certificate and said
member shall have no right to transfer or sell the stock certificate to any
other person.

Companies holding at least two (2) Stockholding Company Memberships
may be granted Inactive Member status at the discretion of the Board of
Directors on more than one occasion, subject to the payment of a monthly
inactive fee set by the Board of Directors. The dues of the Stockholding
Company Membership will be suspended during the period of Inactive
Member status.
(j) Non-resident Member: The principal residence of a Non-resident Member
must be outside a radius of one hundred (100) miles of Odessa, Texas.
This class of membership shall be entitled to all privileges of Stockholding
Personal members except for the privileges of stock, voting, and serving on
the Board of Directors and any of its committees. Non-resident Members
shall maintain compliance with the principal residence requirement.

(k) Social Member: Social Members shall be those who are eligible for
membership under these By-Laws and who apply for membership and are
accepted as Social Members by the Board of Directors. This class of
membership shall not be a stockholding membership which entitles such
members the privilege of voting and holding office. A Social Member shall
be entitled to participate in all Club activities and entitled to the use of all
Club facilities except for the golf course and golf facilities. A Social Member
shall pay a discounted initiation fee and discounted dues as set forth by the
Board of Directors. A Social Membership may be converted to a
Stockholding Personal Membership at any time that such memberships are
available by the payment to the Club of the difference between the Social
Membership initiation fee paid and the prevailing Stockholding Personal
Membership initiation fee at the time of conversion, subject to approval by
the Board of Directors. The number of Social Members may be fixed by
the Board of Directors.
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