A DELAWARE CORPORATION
Adopted May 9, 2001
Section 1. The registered office of the Corporation shall be in the City of Wilmington, County of New Castle,
State of Delaware.
Section 2. The Corporation may also have offices at such other places, within or outside the State of Delaware,
as the Board of Directors may from time to time determine or the business of the Corporation may require.
MEETINGS OF STOCKHOLDERS
Section 1. All meetings of stockholders shall be held at the registered office of the Corporation, or at such other
place within or outside of the State of Delaware as may be fixed from time to time by the Board of Directors.
Section 2. Annual meetings of stockholders shall be held on such date and time as may be fixed by the Board of
Directors. At each annual meeting of stockholders the stockholders shall elect directors and transact such other
business as may properly be brought before the meeting.
Section 3. Written notice of each annual meeting of stockholders, stating the place, date and hour of the meeting,
shall be given in the manner set forth in Article VI of these By-Laws. Such notice shall be given not less than ten
nor more than sixty days before the date of the meeting to each stockholder entitled to vote at the meeting.
Section 4. Special meetings of stockholders may be called at any time for any purpose or purposes by the Board
of Directors or by the President, and shall be called by the President or the Secretary upon the written request of
the majority of the directors or upon the written request of the holders of all outstanding shares entitled to vote on
the action proposed to be taken. Such written requests shall state the time, place and purpose or purposes of the
proposed meeting. A special meeting of stockholders called by the Board of Directors or the President, other
than one required to be called by reason of a written request of stockholders, may be canceled b