ARTICLE IX

INVESTMENTS

The corporation shall have the right to retain all or any part of any securities or property acquired by it in whatever manner and to invest and reinvest any funds held by it, according to the judgment of the Board of Directors, without being restricted to the class of investments which

a fiduciary is or may hereafter be permitted by law to make or any similar restriction, provided, however, that no action shall be taken by or on behalf of the corporation if such action is a prohibited transaction or would result in the denial of the tax exemption under Section 501(c)(3) of the Internal Revenue Code and its Regulations as they now exist or as they may hereafter be amended.
 
 

ARTICLE X

FISCAL YEAR

The fiscal year of the corporation shall, unless otherwise fixed by the Board of Directors, end on the 31st day of December in every year.
 
 

ARTICLE XI

CORPORATE SEAL

The corporation may, but need not, have a seal which shall consist of a circular die bearing the name of the corporation and such other device or inscription as the Board of Directors may determine. The form of the seal may be changed by order of the Board of Directors.
 
 

ARTICLE XII

MISCELLANEOUS RESTRICTIONS

Section 1. SHARING PROFITS PROHIBITED. No director, officer, employee, member of a committee, or other person connected with the corporation, or any other private individual shall receive at any time any of the net earnings or pecuniary profit from the operations of the corporation, provided, that this shall not prevent the payment to any such person of such reasonable compensation for services rendered to or for the corporation in effecting any of its purposes as shall be fixed by the Board of Directors.

Section 2. DISSOLUTION. Upon the dissolution or liquidation of the corporation, whether the same be voluntary or involuntary, or upon any distribution whatever of the assets or property, no member, director or officer of the corporation will be entitled to or receive any part of the assets or property of the corporation (other than as reasonable compensation for services actually rendered). Upon any such dissolution or liquidation of the corporation, all of the assets and property of the corporation remaining after payment of all of its liabilities shall be disposed of by being transferred to such other charitable, religious, scientific, literary, or educational organization or organizations which are then exempt under Section 501 (c)(3) of the Internal Revenue Code of 1986, as amended and which are devoted to aims similar or substantially similar to those of this corporation in such manner and as may be determined by the Board of Directors.

Section 3. EXEMPT ACTIVITIES. Notwithstanding any other provision of these By-Laws, no member, director, officer, employee, or representative of this corporation shall take any action or carry on any activity by or on behalf of the corporation not permitted to be taken or carried on by an organization exempt under Section 501(c)(3) of the Code and the Regulations thereunder as they now exist or as they may hereafter be amended.
 
 

Section 4. NO LIABILITY OF DIRECTORS AND OFFICERS The members of the Board of Directors and officers of the corporation shall not be personally liable for the debts, liabilities or other obligations of the corporation. Officers and directors shall not be liable to the corporation or its members for monetary damages for breach of fiduciary duty as an officer or director notwithstanding any provision of law imposing such liability. The liability of a director or officer shall not be limited or eliminated for any of the director's or officer's acts or omissions which are not in good faith or which involve intentional misconduct or a knowing violation of law, or as a result of any transaction from which the director or officer derived an improper personal benefit.

Article XIII
Amendments

These By-Laws may be altered, amended, or repealed, and new By-Laws not inconsistent with any provision of the Articles of Organization or statute may be made by the affirmative vote of a majority of the members of the corporation entitled to vote thereon at any regular or special meeting of the members duly called after notice to the members of that purpose.