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Board of Directors. Notice of special meetings of committees shall also be given to all alternate members, who shall have the right to attend all meetings of the committee. The Board of Directors may adopt rules for the government of any committee not inconsistent with the provisions of these Bylaws. ARTICLE V OFFICERS Section 1. OFFICERS. The officers of the Corporation shall be a President, Secretary, and a Chief Financial Officer. The Corporation may also have, at the discretion of the Board of Directors, a Chairman of the Board, one or more Vice Presidents,one or more Assistant Secretaries, one or more Assistant Treasurers and such other officers as may be appointed in accordance with the provisions of Section 3 of this ARTICLE. Any number of offices may be held by the same person unless prohibited by the Articles of Incorporation or these Bylaws. Section 2. ELECTION OF OFFICERS. The officers of the Corporation, except such offices as may be appointed in accordance with the provisions of Section 3 or Section 5 of this ARTICLE, shall be chosen and appointed by the Board of Directors, and each shall serve at the pleasure of the Board of Directors,. subject to the rights, if any, of an officer under any contract of employment. Section 3. SUBORDINATE OFFICERS. The Board of Directors may appoint, and may empower the President to appoint, such other officers as the business of the Corporation may require, each of whom shall hold office for such period,have such authority and perform such duties as are provided in these Bylaws or as the Board of Directors may from time to time determine. Section 4. REMOVAL AND RESIGNATION OF OFFICERS. Subject to the rights, if any, of an officer under any contract of employment, any officer may be removed, either with or without cause,by the Board of Directors, at any regular or special meeting of the Board of Directors, or, except in case of an officer chosen by the Board of Directors, by any officer upon whom such power of removal may be conferred by the Board of Directors. Any officer may resign at any time by giving written notice to the Corporation. Any resignation shall take effect at the date of the receipt of that notice or at any later time specified in that notice; and,unless otherwise specified in that notice,the acceptance of the resignation shall not be necessary to make it effective. Any resignation is without prejudice to the rights, if any, of the Corporation under any contract to which the officer is a party. Section 5. VACANCIES IN OFFICES. A vacancy in any office because of death,resignation, removal,disqualification or any other cause shall be filled in the manner prescribed in these Bylaws for regular appointments to that office. Section 6. CHAIRMAN OF THE BOARD. The Chainnan of the Board, if such an officer has been appointed by the Board of Directors, shall, if present,preside at meetings of the Board of Directors and the Shareholders and exercise and perform such other powers and duties as may be from time to time assigned to him by the Board of Directors or prescribed by the Bylaws. If there is no President,the Chairman of the Board shall in addition be the Chief manager and chief executive officer of the Corporation and shall have the powers and duties prescribed in Section 7 of this ARTICLE. If a Chairman of the Board has been appointed by the Board of Directors,then in the absence of the -11-