RULES AND REGULATIONS OF Verity Women's Club Trust (the "Club")

1. REGISTER OF MEMBERS

The Secretary of the Club shall maintain a register (the "Register") of holders of units of the Club (the "Members") which shall separately identify the Members in each of the classes and series of units of the Club established from time to time. In the event that a Member is a corporation or other entity, such corporate or other entity Member shall select a designate or designates who shall be identified in the Register as the designate(s) of such Member.

A Member or any delegate thereof whose name is entered into the Register shall furnish the Secretary with an address to which necessary notices of meetings and other notices, accounts payable, circulars and other Club notifications are to be delivered or posted. The Register shall contain this address and such other particulars, and be in such form, as the trustees of the Club may from time to time prescribe.

In addition to the information required by the declaration of trust of the Club, the Register shall contain each Member's (and, if applicable, any delegate thereof) full name, address of residence or address of business (which address will be the address to which all notices shall be directed) and a phone number (and if available, facsimile number and e-mail address) where the Member and any delegate thereof can be reached.

2. SUBSCRIPTION COSTS

Subject to any rights, privileges and restrictions set out in the declaration of trust of the Club, the class and series of units of the Club currently offered for sale and the corresponding subscription costs are as follows: 

Non-Voting – Series 3 Subscribing Member units which are offered only after the Club has accepted subscriptions of Series 1 Founding Member units and Series 2 Initial Member Units. A Series 3 Subscribing Member unit offers full Club privileges to that Member, subject to their each paying the annual Club dues imposed by trustees of the Club. Until otherwise determined by the trustees of the Club, the subscription cost for each Series 3 Subscribing Member unit will be $10,700.

Each class and series units of the Club will permit unrestricted access to the Club during the days and the times in which the trustees of the Club from time to time determine the Club facilities are to be open for use. Non-Voting units are nontransferable, subscription costs therefore are non-refundable (other than for Series 1 Founding Member units and Series 2 Initial Member units) and carry no right to vote in respect of the affairs of the Club. Additional classes and/or series of units of the Club may be created from time to time with such attributes and privileges as determined by the trustees of the Club.

3. EXPULSION AND SUSPENSION OF MEMBERS

If any Member offends against the rules and regulations made hereunder for the time being in force or if the conduct or behavior of any act done by any Member, whether inside or outside the premises of the Club, shall in the reasonable opinion of the trustees of the Club be injurious or detrimental to the character or reputation of the Club, or to the interests of the Club or its Members, the trustees of the Club may repurchase the units of that Member for $1 or other nominal consideration who shall upon such repurchase cease to be a Member of the Club.

Instead of repurchasing a Member's units in the Club pursuant to the foregoing paragraph, the trustees of the Club may, in their absolute discretion, suspend the Member from the use of the premises of the Club and its facilities and from all or any of the rights and privileges for a period not exceeding six (6) months.

4. LIABILITY ON CESSATION OF BEING A MEMBER

Any Member howsoever ceasing to be a Member of the Club shall nevertheless remain liable for and shall pay to the Club all monies which at the time of such cessation shall be due by that Member to the Club and such monies shall include the subscription cost and fees for which that Member would have been liable had she remained a Member.

Any Member whose units are repurchased under these rules and regulations or otherwise ceasing to be a Member shall forfeit all right to or claim upon the Club, its property or funds and shall, forthwith upon such cessation, surrender to the Secretary all cards, badges and documents relating to being a Member of the Club.

5. REINSTATEMENT OF MEMBERS

The trustees of the Club may in their absolute discretion on the written application of a former Member whose units have been repurchased, after due enquiry, re-issue to such former Member the same units in the Club that were repurchased from such Member for consideration and on such terms and conditions as the trustees shall deem fit to impose.

Further, the trustees may restore to any Member or delegate thereof any rights and privileges that have been suspended or withdrawn under these rules and regulations.

6. ANNUAL DUES

Members shall pay the fees, general or special, imposed from time to time by the trustees of the Club. Until otherwise determined by the trustees of the Club, the current annual Club dues not including taxes for each Founding Member, Initial Member or Subscribing Member will be $3,195 +HST per fiscal year of the Club (as described below) exclusive of any applicable taxes. A Member is entitled to put her Membership on hold by paying a reduced fee. During the on-hold period, the Member’s right to use the Club shall be suspended.

Members whose principal residence and work are more than 100 km facilities and services and/or have privileges in the same manner and on the same terms as the Members of the Club but subject to the provisions of the reciprocal arrangement.

9. BUSINESS AT VERITY

Neither the Club nor any of its Members may sell, use or distribute the Club’s Membership list for commercial or other reasons.

Members should not solicit the Club Membership for business purposes. Also, Members shall not send bulk emails to the membership for any purpose. While informal networking is naturally encouraged, we wish to create an environment that is free from pressure and allows Members to have time for themselves.

Members are encouraged to use any of the designated meeting rooms for business meetings but should not conduct formal business meetings in the lounges of more than 3 people. For laptop & cell phone usage, see paragraph 17.

10. PAYMENT OF ACCOUNTS

In these rules and regulations, "Approved Credit Card" means a credit card of the type the use of which has been approved by the trustees of the Club.

All financial obligations of a Member to the Club shall be settled by immediate payment by way of the processing of a pre-authorized debit to the Member's Approved Credit Card account. The Club reserves the right to charge interest on overdue amounts.

A Member may incur financial obligations to the Club which are to be discharged by means of a payment other than that described in these rules and regulations, provided the approval of the trustees has been requested and obtained prior to the incurrence of the obligation, provided that the alternate payment is by the immediate delivery of a negotiable cheque or cash in the amount of the financial obligation.

11. CONSIDERATION OF APPLICATIONS

A prospective Member shall complete and present the Club's Membership Application and Subscription Form, following which the trustees of the Club, or if formed, the membership committee of the Club, shall make a decision approving or rejecting the prospective Member's application. The approval of the trustees is required prior to acceptance as a Member.

The trustees’ approval of an application for membership shall be retroactive to the date of presentation of the application to the Club.

The trustees of the Club shall determine the question of acceptance of a prospective Member's application at the time the application is considered. The trustees of the Club may reject an application without giving reasons therefore.

The trustees of the Club may resolve to use a different procedure for considering the approval of a specific application.

12. FISCAL YEAR

The fiscal year of the Club shall be from and including January 1st, to and including December 31st of each calendar year. All annual fees are payable in full in advance on the month in which the Member joined the Club.

13. CHILDREN

An adult must supervise children under 16 at all times. Children are not allowed in the fitness area and will be admitted to the pool according to the times posted in the fitness calendar. The club is designed for business or quiet enjoyment of the Members. Children are not permitted to be in the Members Lounge or Library, but exceptions can be arranged.

14. SAFETY, HYGIENE AND GENERAL CONSIDERATIONS

No Member shall participate in inappropriate or offensive behavior in any part of the Club. Persons suspected of being under the influence of drugs or alcohol will not be permitted to enter or remain in the Club.

For reasons of safety and hygiene, all Members and guests are requested to abide with the following rules:

(a) carefully observe all posted rules and regulations;

(b) do not exercise or use any of the spa facilities after consuming a heavy meal or drugs that may cause drowsiness;

(c) receive instructions and sign a waiver with the Fitness Director on how to use the exercise equipment, including the underwater treadmill, prior to working out the first time;

(d) do not bring any glass, food or beverage items from one area into another area of theClub (see also Tuck Shop);

(e) do not bring pets into the Club – service dogs are permitted;

(f) shower before using the swimming pool or spa facilities;

(g) do not smoke in any area of the Club; and

(h) persons with diabetes, heart problems, and high/low blood pressure or on strong prescriptions should consult their doctor before exercising or using any of the spa facilities.

No Member shall attempt to either interfere with a staff member's enforcement of rules and regulations or provoke a dispute over any disciplinary action enforced by a staff member.

15. PROPERTY DAMAGE AND RELEASE

Members may not mark, damage or vandalize any property belonging to or located in the Club. Property of the Club must not be removed from the Club by anyone.

In addition to other penalties provided for in these rules and regulations, the cost of any property damage or loss shall be charged to the Members responsible for the damage. Each Member is responsible for any damage caused by her guest(s).

The Club will not be responsible for the loss, damage or destruction by fire, theft or otherwise of any personal property brought into the Club by the Member or any guests.

Each Member acknowledges that it has released, discharged and covenanted not to sue the Club, its trustees, agents, officers, employees and owners and lessors of premises on which the Club activities take place from all liability, claims, demands, losses or damages on the Member's account caused or alleged to be caused in whole or in part by the negligence of the Member or otherwise and the Member further acknowledges that if, despite the release, the Member or anyone on the Member's behalf, makes a claim against any of the above-noted persons, the Member will indemnify, save, and hold harmless each of the above-noted persons from any litigation expenses, legal fees, loss, liability, damage or cost which any may incur as the result of such claim.

16. HOURS OF OPERATION

The hours of operation of the Club will be posted on the website from time to time at the premises of the Club.

17. CELL PHONE AND LAPTOP USAGE

Members shall turn off cell phones in the Club. They shall use them in designated cell phone areas only. Computer rooms are for the use of Members only. Laptops are permitted to be used in the Members Lounge outside the meal periods only.

18. DAY LOCKERS

Day lockers shall not be used to store clothes or other effects overnight. Members shall use only their permanent lockers for this purpose.

19. POOL AREA

There is no food and beverage service in the pool area. Members are required to shower using soap & water before using the pool and / or hot tub.

20. TUCK SHOP – OUTSIDE FOOD & BEVERAGE

Food and beverage from the Tuck Shop shall not be consumed in the Members Lounge or Library. No food or beverages shall be brought into the Club.

21. PRIVATE DINING AND MEETING ROOMS

See private dining guidelines for booking procedures. Verity requires 48 business hours-notice for any cancellations; less than 48 business hours you will be charged for all food & beverage (plus tax/gratuity) that have been pre-ordered. If you have not pre-ordered food & beverage you will be charged the room minimum.

Meeting Rooms are available for the business and personal use of Members and may not be booked for others.

22. RESIGNATION FROM CLUB

A Member who wishes to resign from the Club shall advise the Trustees in writing at least one month prior to her annual renewal date. Following each renewal date, Annual Dues charged for the period between the resignation date and the next renewal date shall not be refundable.

APPROVED by the sole trustee of the Club as of the 27th day of October 2017

MARY S. AITKEN