ARTICLE IV

DIRECTORS AND OFFICERS

Section 1. TITLE AND QUALIFICATIONS. The corporation shall have a Board of Directors consisting of not less than three nor more than twenty-five directors, a President, a Treasurer, a Clerk, who may use the title of "Secretary", and such other officers and agents as the Board of Directors may determine. The same person may hold more than one office, and any officer may also serve as a director. No director or officer need be a member of the corporation and no officer need be a director of the corporation. The Clerk shall be a resident of Massachusetts. No director shall receive any compensation for his services as such; but he may be reimbursed for actual out-of-pocket expenses incurred in service as a director.

Section 2. ELECTION AND TENURE OF DIRECTORS. The first and original Board of Directors shall be elected by the incorporators at their first meeting. Thereafter, the Board of Directors shall be fixed and elected by the members at their annual meeting or special meeting held in lieu thereof. Directors shall hold office for one year and until their successors are chosen and qualified. If the number of the Board of Directors as fixed at the annual meeting in any year or meeting held in lieu thereof is less than fifteen, the members may at a subsequent meeting held for the purpose increase the Board of Directors to any number not exceeding twenty-five and may elect the additional director or directors or authorize the existing Board of Directors to do so.

Section 3. ELECTION AND TENURE OF OFFICERS. The initial President, Treasurer and Clerk shall be elected by the incorporators at their first meeting. Thereafter the President, Treasurer and Clerk shall be elected annually by the Board of Directors and shall hold office for one year and until their successors are chosen and qualified. Other officers shall hold their offices at the pleasure of the Board.

Section 4. VACANCIES. The members shall have power to fill vacancies in any office including the office of director, for whatever reason occurring, but a person so chosen shall hold office only until the next annual meeting, or meeting in lieu thereof, and thereafter until his successor is chosen and qualified.

Section 5. RESIGNATION. A director or officer may at any time resign by written resignation addressed and delivered to the President or Clerk of the corporation. Such resignation shall be effective as of the date delivered or as otherwise stated therein.

Section 6. REMOVAL. A director may be removed at any time with or without cause by a majority vote of the members, at any duly held regular or special meeting thereof, provided that notice of intention to remove such director is set forth in the notice of the meeting. Any such director shall be entitled to appear before and be heard at such meeting. Any officer may be removed from office, either with or without cause at any time, by vote of a majority of all the members, at any duly held regular or special meeting of the Board of Directors.