SHŌ Club (the “Club”) is owned and operated by SHŌ Group, LLC (the “Company”) in partnership with SHO One, LLC. The Rules and Regulations set forth herein (the “Rules and Regulations”), as may be amended from time to time, are intended to protect the Club facilities and to promote the health, safety, welfare and enjoyment of Members, their families and their guests. Reference is hereby made to the SHŌ Code, dated as of October 19, 2022 (as amended from time to time, the “Code”), which should be read in concert with these Rules and Regulations. In the event of any conflict or inconsistency between the Rules and Regulations and the Code, the provisions of the Code shall prevail. Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Code. The term “Member” as used herein shall include one (1) “Significant Other” of a Member who is duly registered as such (including with respect to which all fees have been paid) pursuant to the Code.


  1. Members and their guests shall abide by all rules and regulations promulgated by the Company as they may be amended from time to time.

  2. All food and beverages consumed on the Club facilities must be furnished by the Club unless otherwise permitted by the Company.

  3. Alcoholic beverages will be available at the Club and the Restaurant and are part of the membership experience; however, Members are expected to consume alcoholic beverages responsibly. Alcoholic beverages will not be served or sold, nor permitted to be consumed, at the Club in any manner prohibited by law. The Company reserves the right, in its sole discretion, to refuse service to a Member or guest when that Member or guest appears to be intoxicated.

  4. The use, possession, sale, acceptance, ingestion, distribution or other handling of illegal drugs or substances is strictly prohibited at the Club and the Restaurant.

  5. Members shall not use the roster or list of Members of the Club for solicitation or commercial purposes or distribute the roster to anyone other than a Member.

  6. Members should not request special personal services from employees who are on duty or the personal use of the Club’s furnishings or equipment which are not ordinarily available for use by Members.

  7. Dogs or other pets (with the exception of seeing-eye dogs) are not permitted in the Club facilities, except with the permission of the Company. Members are responsible for damage caused by an animal owned by the Member or under the Member’s control.

  8. Commercial advertisements shall not be posted or circulated in the Club, nor shall solicitations of any kind be made on the Club facilities or upon the Club’s stationery without the prior approval of the Company. Other than as permitted in writing by the Company, no petition shall be originated, solicited, circulated or posted on Club property.

  9. All complaints concerning the Club, its facilities, the employees and other matters are to be directed to the Club Director.

  10. Harassment of any kind is strictly prohibited. This policy applies to Club Members, guests, employees, contractors and outside vendors. Harassment includes unwanted comments, attention or actions related to a person’s race, color, religion, sex, age, national origin, language, ancestry, sexual orientation, gender identity, marital status, medical condition, disability, citizenship, immigration status, military status, political affiliation and any other characteristics protected by federal, state or local laws. Unwanted sexual advances toward any person are also strictly prohibited. Any person who experiences harassment is encouraged to report such conduct to the Club Director.

  11. Members and their guests may not abuse any of the Company’s employees, verbally or otherwise. All service employees of the Company are under the supervision of the Club General Manager. Any employee not rendering courteous and prompt service should be reported to Club General Manager immediately.

  12. Use of the Club facilities may be restricted or reserved from time to time by the Club.

  13. The personnel of the Club will have full authority to enforce these Rules and Regulations, and any infractions will be reported to Club management.


  1. Smoking is not allowed inside any of the Club facilities or within 25 feet of entryways.

  2. It is expected that Members will dress in a fashion befitting the surroundings and atmosphere provided in the setting of the Club. It is also expected that Members will advise their guests of the dress requirements. Gentlemen and ladies are requested to dress in a fashion compatible with the appropriate occasion.

  3. All guests must be accompanied by a Member when on Club property, and the Company will cause unaccompanied guests to leave the Club facilities. This policy will be strictly enforced. For the avoidance of doubt, any Restaurant in which the Club is located is public property and individuals are not required to be Members to enter such Restaurant other than in connection with certain special events or circumstances.

  4. Members and guests may pay for Club charges using cash or credit cards. Members may also pay for goods and services at the Club using their Club account.


  1. Guests of a Member must be accompanied by the Member and may use the Club facilities in accordance with the privileges of the membership of the sponsoring Member.

  2. Significant Other or Guest charges that are not paid for by the guest will be charged to the sponsoring Member’s Club account.

  3. Significant Other and Guest privileges may be limited from time to time in the sole and absolute discretion of the Company, especially during peak times or special events. Notice of such limitation will be provided by the Club.

  4. The sponsoring Member shall be responsible for the conduct of a Significant Other or guest while at the Club. If the manner, conduct or appearance of any Significant Other or guest is deemed to be unsatisfactory, the Company may cause such Significant Other or guest to leave the Club facilities.

  5. Unless otherwise agreed by the Club, guests are allowed to enter the Club and use Club facilities on a maximum of four (4) separate dates annually, regardless of which Member(s) they accompany. Exceptions to this rule may include immediate family of the Member.

6. Guest fees may be charged for certain Club events and activities.


  1. Only holders of a Water or Fire Membership are entitled to the valet services provided by the Club. Water or Fire Members must register their vehicles with the Club and display the Club decal on the vehicle in order to utilize the valet service. Unauthorized vehicles may be denied valet service or be ticketed or towed by Club management at the owner’s expense. The Club and the Company shall bear no liability or responsibility whatsoever for any damages or costs resulting from the towing or ticketing of unauthorized vehicles.

  2. Valet parking services are limited to one (1) vehicle per Water or Fire membership per day with a confirmed reservation to the Restaurant or the Club.

  3. Overnight storage of vehicles is not allowed.

4. Self-parking is strictly prohibited unless specified by the Club.

5. Valet service hours of operation will be posted at the Club. Members are solely responsible for retrieving their vehicles during operating hours.


  1. Membership fees are non-refundable and will not be refunded for any reason whatsoever, unless otherwise decided by the Company in its sole discretion

  2. All fees and charges incurred by the Member in connection with its membership will be billed to the Member on a monthly basis.

  3. A Member wishing to maintain a Club account is required to furnish the Club with a valid approved credit card, and to authorize the Company to charge fees and charges to such credit card. Such Members maintaining Club accounts shall be obligated to keep a valid approved credit card on file with the Club at all times.

  4. Members will receive a monthly statement of charges which have been placed on their credit card through their Club account. All Members agree to promptly pay directly to the Club any amounts not paid by the credit card company upon written notice from the Club; provided, that if a Member believes that any charges on such statement are made in error, such Member must provide written notice explaining the basis on with it is disputing such charges within thirty (30) days following delivery of the statement containing such charges. Any charge included on a statement not disputed within thirty (30) days following delivery of such statement shall be automatically deemed accepted and no Member will be permitted to dispute any such charge.

  5. Unless it is subject to a duly noticed dispute, any charge not paid within thirty (30) calendar days after written notice from the Club will accrue a service charge of one and one-half (1 ½%) percent per month until paid in full. If a Member fails to dispute or pay any Club account within thirty (30) days of when it is first billed, the Company shall have the right to suspend membership privileges in the Club at any time until the delinquent account is paid in full for the amount owing. If payment is not made within ten (10) days after depositing notice of suspension in the mail, the Member’s membership will automatically be terminated without further notice to the Member.

  6. If the Club account of any Member is delinquent, the Company may at its option take whatever action it deems necessary to effect collection. If the Company commences any legal action to collect any amount owed by any Member or to enforce any other liability of any Member to the Club or the Company, and if judgment is obtained in favor of the Club or the Company, the Member shall also be liable for all costs, expenses and reasonable attorneys’ fees of such legal action, including any fees required in connection with appellate proceedings.


  1. The Company encourages the use of the Club facilities by Members for private functions on any day or evening, provided it does not interfere with the normal operation of the Club, or with the services regularly available to Members. Members are requested to make reservations with the appropriate Club personnel for available dates and arrangements.

  2. Private functions are permitted at the Club only with prior permission of the Club management and the payment of any applicable rental or “buyout” fees, which will be determined in the Company’s discretion and on a case-by-case basis. The Member sponsoring the function shall assume full responsibility for the conduct of guests and the removal of any décor. The sponsor of the function shall be responsible for any damage to the Club facilities and for payment of any charges pertaining to the private function, including rental or buyout fees, service charges and cleaning fees.

3. Special events and functions may be scheduled from time to time at the discretion of the Company and subject to any conditions the Company may impose (including without limitation with respect to capacity or payment of fees).


  1. The Company will issue Memberships in the form of non-fungible tokens (“Member NFTs”) to the Member and the other individuals who are eligible for Membership privileges under the Member’s membership within a reasonable time following the payment of the membership fee but, in the case of any Membership purchased prior to the grand opening of the Restaurant’s San Francisco location, prior to the grand opening of the Restaurant’s San Francisco location. Member NFTs will include a Membership number and category of Membership. Members must present and carry their Member NFTs with them at all times while using the Club facilities.

  2. A Member NFT may not be used by any person other than the person to whom it is issued. Member NFTs are only transferrable in accordance with the Code. Failure to comply with this rule may result in suspension or termination of membership privileges.

  3. In the event of a lost or stolen Member NFT, the Company must be notified immediately.


1. The Company may establish an advisory board comprised solely of Fire Members (the “Fire Board”) for the Club.

2. Fire Board Members shall be appointed by the Company.

3. The Fire Board shall solely serve in an advisory capacity to the Company with regard to Club operations.

For more information, please contact the Club Director at: