9 Foundation Miscellaneous Provisions

Contracts, Conveyances, etc

All conveyances, contracts and instruments of transfer and assignment shall be specifically approved by the Board of Directors and shall be executed on behalf of the Foundation by such officers or agents as may be specifically authorized by the Board of Directors.

Execution of Instruments

All Foundation instruments and documents, including but not limited to, checks, drafts, bills of exchange, acceptances, notes or other obligations or orders for the payment of money shall be signed by such designated officer or persons and countersigned by such other designated officer or persons as the Board of Directors shall from time to time determine by resolution.

Borrowing

No loans and no renewals of any loans shall be contracted on behalf of the Foundation except as authorized by the Board of Directors. When authorized so to do, any officer or agent of the Foundation may effect loans arid advances for the Foundation from any bank, trust company or other institution or from any firm, corporation or individual, and for such loans and advances may make, execute and deliver promissory notes or other evidences of indebtedness of the Foundation. When authorized to do so, any officer or agent of the Foundation may pledge hypothecate or transfer, as security for the payment of any and all loans, advances, indebtedness and liabilities of the Foundation, any and all stocks, securities and other personal property at any time held by the Foundation, and to that end may endorse, assign and deliver the same.

Adjourned Meetings

A majority of the Directors present, whether or not a quorum, may adjourn any meeting to another time and place. Notice of such adjourned meeting shall be given even though the time and place thereof are announced at the meeting at which the adjournment is taken.

Method of Giving Notices

Any notice required by statute or by these Bylaws to be given to the Directors, or to any Officers of the Foundation, unless otherwise provided herein or in any statute, shall be given by mailing to such Director or Officer at his or her last address as the same appears on the records of the Foundation, and such notice shall be deemed to have been given at the time of such mailing.

Waiver of Notice

Whenever any notice is required to be given under the provisions of these Bylaws to any person or persons, a waiver thereof in writing signed by the person or persons entitled to the notice whether before or after the time stated therein, shall be deemed equivalent thereto. Presence at any meeting, without objection to the manner in which notice of the meeting has been given, shall be deemed a waiver of notice thereof.

Action by Written Consent

Action required or permitted to be taken pursuant to authorized vote at any meeting of the Board of Directors or a committee thereof, may be taken without a meeting if, before or after the action, all members of the Board of Directors or the Committee consent thereto in writing. Written consent shall be filed with the minutes of the proceedings of the Board or Committee. Such consent shall have the same effect as the vote of the Board or Committee for all purposes.

Foundation Seal

If the Foundation has a corporate seal, it shall have inscribed thereon the name of the Foundation and the words "Foundation Seal" and "Michigan". The seal may be used by causing it or a facsimile to be affixed, impressed or reproduced in any other manner.