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SECTION 2. DISSOLUTION. In case of dissolution of the Association and liquidation of its affairs, any money or other assets

remaining after the payment of all obligations shall be transferred or conveyed to one or more educational or charitable

organizations having objectives or purposes substantially similar to those of the corporation. The selection of such organization

shall be determined by the Board of Directors and in every case the decision of the Board of Directors shall be final and conclusive

upon all persons in any way interested.

ARTICLE XVII—AMENDMENTS

SECTION 1. APPROVAL. Any provision of these bylaws may be amended at an annual or special meeting of the Association provided

such proposal:

A.

Has been reviewed by the Bylaws Committee;

B.

Has been reviewed by the Board of Directors;

C.

Has been submitted to the membership in writing no less than 30 days in advance of the meeting; and

D.

Receives at least a two-thirds vote of the membership present at the meeting.

SECTION 2. PROPOSALS FROMMEMBERS. Amendments may be proposed by members. Such proposed amendments must be

presented to the membership for consideration provided the proposed amendment is endorsed by signature of two-thirds of

a quorum of the membership and submitted to the office of the Association at least 120 days prior to an annual meeting. The

Bylaws Committee and the Board of Directors are required to review the proposed amendment within 60 days and cause it to be

submitted in writing to the membership at least 30 days in advance of the annual meeting. A two-thirds vote of the membership

present at the meeting is required for passage.