Section 12.1. Nonprofit Operation.  The Corporation is organized and operated primarily for the purposes set forth under Article One of these Bylaws.  It is to be operated in such a way that it does not result in the accrual of distributable profits, realization of private gain resulting from payment of compensation in excess of a  reasonable allowance for salary or other compensation for services rendered or realization of any other form of private gain.
Section 12.2. Distribution of Assets.  The Corporation pledges its assets for use in performing the Corporation’s charitable functions.  In the event the Corporation is to be terminated, after all liabilities and obligations of the Corporation are paid or provision is made therefore, the Corporation’s Board of Directors shall distribute the remaining assets of the Corporation as they shall determine but only for purposes consistent with the purposes of the Corporation or to such organization or organizations organized and operated exclusively for charitable, religious, or educational purposes and which are exempt under Section 501(c)(3) of the Code.  Any of such assets not so disposed of shall be disposed of by a court of competent jurisdiction of the county in which the principle office of the Corporation is then located, to one or more organizations exempt under Section 501(c)(3) of the Code in a manner which best accomplishes the purposes of the Corporation.  No Director or officer of the Corporation and no private individual will be entitled to share in the distribution of any assets of the Corporation in the event of its termination.
Section 12.3. Decision Making Authority. The Corporation’s voting members shall have the sole and exclusive right to vote on and make decisions regarding or in any way involving the dissolution, merger and consolidation of the Corporation and decisions regarding the sale of substantially all of the Corporation’s assets.