Common use of Amendment of Bylaws Clause in Contracts

Amendment of Bylaws. Unless reserved by the Articles of Incorporation to the shareholders, the Board of Directors may, from time to time by the affirmative vote of the majority of its members present at a duly called meeting, adopt, amend or repeal all or any of the Bylaws of the corporation subject, however, to the power of the shareholders, exercisable in the manner provided by law, to adopt, amend or repeal Bylaws adopted, amended or repealed by the Board of Directors. Notwithstanding any other provisions of these Bylaws to the contrary (and notwithstanding the fact that a lesser percentage or separate class vote may be specified by law, the Articles of Incorporation or these Bylaws), the affirmative vote of the holders of not less than two-thirds (2/3) of the voting power of all shares outstanding and entitled to vote, voting together as a single class, shall be required to amend or repeal, or adopt any provisions inconsistent with Sections 2.12, 3.02, 3.03, 3.04, 3.06, 3.14, 3.15 or 9.01 of these Bylaws.