Section 1. Offices. The Board may establish, from time to time, one or more offices of the Corporation at any place or places within or without the State of Delaware and may maintain such office or offices for such period or periods of time as it may deem expedient.

Section 2. Fiscal Year and Audit. The fiscal year of the Corporation shall end on June 30 of each year.

Section 3. Execution of Contracts. The Board may authorize any officer, employee, or agent, in the name of and on behalf of the Corporat ion, to enter into any contract or execute and deliver any instrument, and such authority may be general or confined to specific instances, and may provide for such officer, employee, or agent to delegate such authority to other officers, employees, or age nts.

Section 4. Loans. No loan shall be contracted on behalf of the Corporation unless authorized by the Board.

Section 5. Commercial Paper. All checks, drafts, and other orders for the payment of money out of the funds of the Corporation, and all note s or evidences of indebtedness of the Corporation shall be executed on behalf of the Corporation by such officer or officers, or employee or employees, as may be determined by resolution of the Board, or by designation of an officer or officers to whom suc h power of designation shall have been conferred by the Board.

Section 6. Deposits. All funds of the Corporation not otherwise employed shall be deposited from time to time to the credit of the Corporation in such banks, trust companies, or other depositor ies as the Board may from time to time select or as may be selected by any officer or employee of the Corporation to whom such power may from time to time be delegated by the Board; and for the purpose of such deposit, any officer, or any employee to whom such power may be delegated by the Board (or by an officer or officers to whom such power of designation shall have been conferred by the Board), may endorse, assign, and deliver checks, drafts, and other orders for the payment of money which are payable t o the order of the Corporation.

Section 7. Notices. Except as may otherwise be required by law, any notice required to be given under the Bylaws shall be in writing and signed by the President or the Executive Secretary; and any notice so required shall be deemed to be sufficient if given by depositing th e same postpaid in a post office, addressed to the person entitled thereto at his or her last post office address appearing on the records of the Corporation, and such notice shall be deemed to have been given on the day of such mailing. Any notices required to be given under these Bylaws may be waived by the person entitled thereto in writing (including telegraph, cable, radio, or wireless), whether before or after the meeting or other matter in respect of which such notice is to be given, and in such event notice need not be given to such person.

Section 8. Procedure. The annual business meeting, and the annual Board meeting, shall be conducted according to the procedural regulations set forth in Robert's Rules of Order.