FLIGHT CLUB, AN UNINCORPORATED ASSOCIATION
(Sometimes doing business as “Flight Club ICT”)
Name and Purpose
Section 1. Rule Number 1.
You do not talk about Flight Club. Exception shall exist for (a) content posted to a website or social media platform and (b) statements made orally or in writing, each to anyone who will listen, acknowledging or evidencing the superiority of Flight Club.
Section 2. Name and Location.
The name of this organization shall be “Flight Club,” an unincorporated fraternal association (the “Club”). The Club shall be located in Wichita, Sedgwick County, Kansas, as such location as the Club meets from time to time.
Section 3. Purpose
The purpose of the Club shall be to develop and encourage the enjoyment of finer spirits and to promote social interaction accompanying fine spirits.
Section 4. Membership
The membership of the Club (the “Membership”) shall be no fewer and no greater than twelve (12) members (each a “Member”), elected by an open vote of the Membership, except as enlarged by affirmative vote of the Membership, on a year-to-year basis.
The Membership may bestow honorary memberships (the “Alumni Members”), from time to time, upon former Members of the Club, who will then be entitled to attend Regular Monthly Meetings on the following terms: if a Member(s) is unable to attend any Regular Monthly Meeting, the Club shall submit to Alumni Members on a first come, first served basis, the option to attend a Regular Monthly Meeting in place of the absent Member(s), at the rate of a $40 donation to the Club. Alumni Members shall have no right to vote, shall not be entitled to hold office, and shall have no other benefits of the Club.
Section 5. Dues.
Each Member shall contribute a sum total during a calendar year equal to (a) $30 per month or $360 for the year, which sum shall be allocated to the Monthly Meeting Host, to be used as set out in Article III hereof, (b) the sum set by the Membership from year to year to be used as set out in Article IV hereof and (c) the sum set by the Membership from year to year (as may be adjusted during the course of the year, for capital needs of the Club. Payments are preferred in a single yearly payment, no later than January 1 of each calendar year, or quarterly, with the sum total divided equally in quarterly payments due on or before the first day of a calendar quarter. Failure to pay shall result in denial of admission to Regular and Special Meetings, until such time as the Member has cured his default. Additional sanctions of public ridicule shall accompany all late payments.
Section 1. Member Governance.
All decision making authority shall be vested in the Membership. Any deadlock in vote shall be decided by founding Members, Scott Hill and Chris Crow, in their absolute and sole discretion.
Ordinary operational decisions of the Club shall be made by the CEO and CFO. Any decisions made without a vote of the Membership are subject to reversal or revision.
Section 2. Elected Officers
The elected officers of this Club shall be: Chief Executive Officer (“CEO”), Chief Financial Officer (“CFO”). At the discretion of the Membership, further vice-presidents, secretaries and treasurers may be elected.
The duties of all officers – appointed or elected – shall be as set by the Membership from time to time.
The CEO and CFO shall, from year-to-year, appoint such other positions as determined, including a “End-of-the-Year Bottle Chair,” “Social Chair,” “Adopt-a-Bar Chair” and a “Awards Chair.”
An elected or appointed office may be occupied by more then one Member, and one Member may occupy more than one elected or appointed office.
Only Members in good standing may serve in an office.
Section 3. Term of Office
All offices shall be held for a period of one year, commencing at the January Regular Meeting following elections, and terminating one year later.
Section 4. Removal from Office
Any officer, as determined by a majority of the Membership, found not performing his duties, may be removed from office. Upon such vote of removal, the removed officer shall be obligated to publicly ingest two (2) ounces of Baijiu, of the Memberships’ choice.
Section 1. Membership Meetings
a. Regular Membership Meetings of the Club (“Regular Meetings”) shall occur monthly on the first Thursday of every month, except as approved by the Membership in advance (due to holiday or other unavoidable conflict). Meetings begin promptly at 8:00 p.m.
b. The Club promotes the use of ride sharing, taxi or private driver services. Each Member or attendee of any meeting or Club event is obligated to ensure his own (and others) safety following meetings, and expressly releases, waives discharges, and covenants not so sue the Club and the Members, their respective administrators, directors, agents, and employees, and, if applicable, owners of premises used to conduct the meetings, from any and all liability for any and all claims, demands, losses, or damages on account of injury, including death or damage to property caused or alleged to be caused in whole or in part by the negligence of any of the above names, arising out of Club activities.
c. Each Member shall host one Regular Meeting per year. Month selection is at a first-come-first serve basis, or if not selected, by lottery or by appointment of the CEO and CFO.
d. The Regular Meeting host (the “Monthly Host”) picks the liquor style and then the liquors. Monthly Hosts are expected to do research.
e. Flights of the chosen liquor (generally four separate bottles) shall be served straight (or on ice, or with a splash of water, at the Member’s choice). However, the Monthly Host shall also prepare one cocktail featuring the chosen liquor.
f. The Monthly Host will be allocated up to $360 to purchase the selected liquor. Excess funds shall be returned to the Club. Monthly Hosts are free, but in no way required, to personally contribute more for the purchase of the month’s liquor.
g. No Member may bring liquor to anyone else’s party.
h. Each Monthly Host will provide the snacks for the night at his own expense.
i. The Monthly Host is entitled to keep any remaining liquor, except that as a sanction for the gross and wanton failure to comply with this Article III, a Monthly Host’s remaining liquor may escheat to the Club, upon affirmative vote of a majority of the remaining Members.
j. The Monthly Host shall be entitled to invite one (1) guest to attend his Regular Meeting. The guest, other than an Alumni Member, shall not be required to pay or donate to attend.
k. Flight Club shall further promote the inclusion of local guests that are prominent or influential in the local spirit community, including but not limited to liquor store owners/managers, other club members, and bar owners (each a “Special Invitee”). At the sole discretion of the CEO and CFO, upon consultation with the Regular Meeting host, up to two (2) Special Invitees may be invited to attend any Regular Meeting at not cost.
Section 1. End of the Year Bottle Party.
The Membership shall, from year to year, collect dues to be segregated from other funds for the purpose of conducting a Special Meeting called the “End of the Year Bottle Party.” Except as agreed to from year to year, the regular yearly dues shall include (in addition to those amounts set out in Article III and those amounts necessary for capital needs of the Club) an additional $120, to be pooled and allocated to the selection of a single bottle, selected by the Membership by majority vote. From year to year, upon the vote of the majority vote of the Membership, (a) dues may be increase and (b) the number of bottles purchased with the allocated funds may be increased.
The End of the Year Bottle Party shall be set by a majority vote of the Membership to occur around January of each year. The time, place and logistics of such meeting shall be set by the Membership.
Section 2. Awards
Awards, as determined by the Membership, shall be given during the End of the Year Bottle Party. Without limitation, the Club shall select a single “Man of the Year,” who will be entitled to the empty bottle(s) from the End of the Year Bottle Party.
Section 3. Other Special Meetings
Upon a majority vote of the Membership, additional and other special meetings of the Club may be held.
Section 1. Resolutions
From time to time it may be necessary to modify these By-Laws. The procedure shall be as follows:
a. Any Member, or committee, or the Membership as a whole may write a resolution (formal or informal) to modify these By-Laws. It shall include the article, the section, the paragraph, etc., where the change will occur, and what the change will be.
b. If a Member has drafted a resolution, he may present it to the CEO and CFO for presentation to the Membership or bring it to a Regular Meeting for presentation to the Membership.
c. The resolution will be voted on by the Membership. A 2/3 majority is required for the resolution to be adopted.