Bylaws

SECTION 1.1 REGISTERED OFFICE - The registered office of the Corporation shall be located at 2724 Lenhart Road, Colmar, Pennsylvania 18915 or at such other place within the Commonwealth of Pennsylvania as the Board of Directors of the Corporation may from time to time determine.

SECTION 1.2 OTHER OFFICES - The Corporation may also have offices at such other places, either within or without the Commonwealth of Pennsylvania, as the Board of Directors may from time to time determine.

SECTION 2.1 CLASSES OF MEMBERS -There shall be two classes of members of the Corporation whose voting and other rights and interest shall be as follows:

SECTION 2.2 ADMISSION OF MEMBERS -

SECTION 2.3 TERMINATION OF MEMBERSHIP - A member may be expelled and his/her membership thereby terminated for:

SECTION 3.4 REGULAR MEETING - A meeting of the members shall be held in October of each year on such date as shall be determined by the Board of Directors.

SECTION 3.5 SPECIAL MEETINGS - Meetings of the members, for any purpose or purposes, may be called at any time by the President, upon written request delivered to the Secretary of the Corporation. Upon receipt of any such request it shall be the duty of the Secretary to fix the time of the meeting, which shall be held not more than sixty days thereafter. If the Secretary shall neglect or refuse to fix the date of the meeting, the President may do so.

SECTION 3.6 NOTICE OF MEETINGS - Written notice of any meeting of the members or adjournment thereof, stating the place, date and hour and the general nature of the business to be transacted thereat, shall be given to each member entitled to vote, at least five days before the day named for such meeting or adjourned meeting, unless a greater period of notice is required by statute in a particular case. Business transacted at all meetings of the members shall be confined to the business stated in the notice of the meeting.

SECTION 3.7 QUORUM OF AND ACTION BY MEMBERS - The presence, in person or by proxy, of members entitled to cast at least 15 votes on the matters to be acted upon at the meeting shall constitute a quorum at all meetings of the members for the meeting of members cannot be organized because a quorum has not attended, the members entitled to vote there at, present in person may determine. At any adjourned meeting at which a quorum shall be present, in person or by proxy, any business may be transacted which might have been transacted at the meeting as originally notified.

SECTION 3.8 VOTING - Except as of otherwise provided by statute or the Articles of Incorporation, at every meeting of the members every member entitled to vote thereat, shall have one vote. When a quorum is present at any meeting, the vote of a majority of the members having voting powers, present in person or by proxy, shall decide any question brought before such meeting, unless the question is one as to which, by express provision of statute or of the Articles of Incorporation or of these Bylaws, a different vote is required, in which case such express provision shall govern and control the decision of such question. The manner of voting for the election of directors and officers shall be by written ballot, which may be submitted by mail postmarked before the date of the meeting.

SECTION 3.9 VOTING BY PROXY - Every member entitled to vote at a meeting of the members may authorize another person or persons to act for such member by proxy, either to vote at a meeting or to sign a written consent. Every proxy shall be executed in writing by the member, or by such member's duly authorized attorney in fact, and filed with the Secretary of the Corporation. No unrevoked proxy shall be valid after 11 months from the date of its execution, unless a longer time is expressly provided therein, but in no event shall a proxy be voted on after three years from the date of its execution. A proxy shall not be revoked by the death or incapacity of the maker unless, before the vote is counted or the authority is exercised, written notice of such death or incapacity is given to the Secretary of the Corporation.

SECTION 3.10 RECORD DATE - The Board of Directors may fix a time, not more than 70 days prior to the date of any meeting of the members or any adjournment thereof, as a record date for the determination of the members entitled to notice of, and to vote at, any such meeting. In such case, only members of record on the date so fixed shall be entitled to notice of, and to vote at, such meeting, notwithstanding any increase or other change in membership on the books of the Corporation after any record date fixed as aforesaid. If no such record date is fixed, the record date for determining members entitled to notice of, or to vote at, a meeting of members shall be at the close of business on the day next preceding the day on which notice is given, or, if notice is waive, at the close of business on the day next preceding the day on which the meeting is held. The record date for determining members entitled to express consent or dissent to corporate action in writing without a meeting, where no prior action by the Board of Directors is necessary, shall be the day on which the first written consent or dissent is expressed. The record data for determining members for any other purpose shall be at the close of business on the day on which the Board of Directors adopts the resolution relating thereto.

SECTION 3.11 MEMBERS' LIST - The Secretary of the Corporation shall make, at least five days before each meeting of members, a complete list of the members entitled to vote at the meeting, arranged in alphabetical order, with the address of each, which list shall be kept on file at the registered office of the corporation.. Such list shall also be produced and kept open at the time and place of the meeting and shall be subject to the inspection of any member during the whole time of the meeting.

SECTION 3.12 JUDGE OF ELECTION - In advance of any meeting of members, the Board of Directors may appoint the chairperson of the Nominating Committee, to act as judge of election at such meeting or any adjournment thereof. The judge of election shall do all acts required by Section 7762(3) of the Pennsylvania Nonprofit Corporation Law of 1972 (the "NPCL") and such acts as may be proper to conduct the election or vote with fairness to all members, and shall make a written report of any challenge or question or matter determined by such judge of election, and execute a certificate of any fact found by him/her, if requested by the presiding officer of the meeting or any member or his/her proxy. Any report or certificate made by the judge of election shall be prima facie evidence of the facts stated therein.

SECTION 3.13 ACTION BY UNANIMOUS WRITTEN CONSENT - Except as otherwise provided in the Articles of Incorporation, any action required to be taken at a meeting of the members may be taken without a meeting, if a consent, or consents, in writing, setting forth the action so taken, shall be signed by all of the members who would be entitled to vote at a meeting for such purpose, and shall be filed with the Secretary of the Corporation.

SECTION 4.1 POWERS AND DUTIES - The business and affairs of the Corporation shall be managed by its Board of Directors, which may exercise all such powers of the Corporation and do all such lawful acts and things as are not, by statute or by the Articles of Incorporation or by these Bylaws, directed or required to be exercised and done by the members.

SECTION 4.2 NUMBER, TERMS AND CLASSES OF DIRECTORS - Directors of the Corporation shall be natural persons of full age and shall be members in good standing of the Corporation. The first Board of Directors shall consist of three directors who shall serve until the first regular meeting of members. Thereafter, the Board of Directors of the Corporation shall consist of:

SECTION 4.4 NOTICE OF MEETINGS - Telephone or written notice of any meeting of the Board of Directors or any adjournment thereof, stating the date, place and hour and the nature of the business to be transacted thereat, shall be given to each director at least five days before the day named for such meeting or adjourned meeting.

SECTION 4.5 QUORUM OF AND ACTION BY DIRECTORS - At all meetings of the Board of Directors, a majority of the directors in office shall be necessary to constitute a quorum for the transaction of business, and the acts of a majority of the directors present at a meeting at which a quorum is present, shall be acts of the Board of Directors, except as may be otherwise specifically provided by statute or by the Articles of Incorporation or by these Bylaws. If a quorum shall not be present at any meeting of directors, the directors present thereat may adjourn the meeting.

SECTION 4.6 COMMITTEES - The Board of Directors may, by resolution adopted by a majority of the whole Board of Directors, designate one or more committees, each committee to consist of one or more of the directors of the Corporation. The Board of Directors may designate one or more directors to serve as alternates on any committee, who may replace any absent or disqualified director at any meeting of the committee. Any such committee, to the extent provided in such resolution or in these Bylaws, shall have and may exercise all of the powers and authority of the Board of Directors, except that no such committee shall have any power or authority as to the following: (i) the submission to the members of any action requiring approval of members under the NPCL; (ii) the filling of vacancies in the Board of Directors; (iii) the amendment or repeal of the Bylaws; (iv) the amendment or repeal of any resolution of the Board of Directors or; (v) action on matters committed by the Bylaws or resolution of the Board of Directors to another committee of the Board of Directors. In the absence or disqualification of any director serving on such committee or committees, the remaining directors present at any meeting of such committee and not disqualified from voting, whether or not he/she or they constitute a quorum, any unanimously appoint another director to act at such meeting in the place of any such absent or disqualified director.

SECTION 4.7 PARTICIPATION BY TELEPHONE - one or more directors may participate in a meeting of the Board of Directors or of a committee of the Board of Directors, by means of conference telephone or similar communications equipment, by means of which all persons participating in the meeting can hear each other, and all directors so participating shall be deemed present at the meeting.

SECTION 4.8 ACTION BY UNANIMOUS WRITTEN CONSENT - Any action which may be taken at a meeting of the Board of Directors or of a committee of the Board of Directors, may be taken without a meeting if a consent of consents in writing setting forth the action so taken shall be signed by all of the directors or the directors serving on the committee, as the case may be, and shall be filed with the Secretary of the Corporation.

SECTION 4.9 REMOVAL - A director of the Corporation may be removed from office, with or without cause, only by the vote of a majority of the members of the Corporation.

SECTION 4.10 VACANCIES- There shall be declared a vacancy on the Board of Directors upon the occurrence of the following events: (i) the death, incapacity or resignation of any director; (ii) the election of a member as President of the Corporation for two or more successive terms, in which case the directorship to be filled by the immediate past President shall be in which case the directorship held by such director shall be declared vacant or; (iv) an increase in the member of directors. Vacancies on the Board of Directors shall be filled by a majority of the remaining members of the Board of Directors, though less than a quorum, or by the sole remaining director, as the case may be, irrespective of whether members of the Corporation are entitled to elect one or more directors to fill such vacancies or newly created directorships at the next annual meeting of the members. Each person so elected shall be a director until his/her successor is appointed or elected by the members at the annual meeting of the members at which the class or category of director to which he/she was elected or appointed is up for election or appointment, as the case may be, or at any special meeting of the members prior thereto duly called for that purpose.

SECTION 4.11 RELATION OF DIRECTOR TO CORPORATION - A director of the Corporation shall stand in a fiduciary relation to the Corporation and shall perform his/her duties as a director, including his/her duties as a member of any committee of the Board of Directors upon which such director may serve, in good faith, in a manner he/she reasonably believes to be in the best interests of the Corporation, and with such care, including reasonable inquiry, skill and diligence, as a person of ordinary prudence would use under similar circumstances. In performing his/her duties, a director shall be entitled to rely in good faith on information, opinions, reports or statements, including financial statements and to the financial data, in each case prepared or presented by any of the following: (i) one or more officers or employees of the Corporation whom the director reasonably believes to be reliable and competent in the matters presented; (ii) counsel, public accountants or other persons as to matters which the director reasonably believes to be within the professional or expert competence of such persons; (iii) a committee of the Board of Directors upon which the director does not serve, duly designated in accordance with the law, as to matters within its designated authority, which committee the director reasonably believe to merit confidence. A director shall not be considered to be acting in good faith if the director has knowledge concerning the matter in question that would cause his/her reliance to be unwarranted. In discharging the duties of their respective positions, the Board of Directors, committees and individual directors may, in considering the best interests of the Corporation, consider the effects of any action upon employees, upon suppliers and customers of the Corporation, and upon communities in which offices or other establishments of the Corporation are located, and all other pertinent factors. The consideration of these factors shall not constitute a violation of this Section 4.11 hereof.

SECTION 4.12 PRESUMPTION OF GOOD FAITH ACTION - Absent breach of fiduciary duty, lack of good faith or self-dealing, actions taken as a director, or any failure to take any action, shall be presumed to be in the best interest of the Corporation.

SECTION 4.13 LIMITATION OF LIABILITY - A director of the Corporation shall not be personally liable for monetary damages, as such, for any action taken, or any failure to take any action, unless; (i) the director has breached or failed to perform the duties of his/her office under Sections 4.11 and 4.12 hereof; and (ii) the breach or failure to perform constitutes self-dealing, willful misconduct or recklessness.

SECTION 4.14 LIMITATION OF SECTION 4.13 - The provisions of Section 4.13 hereof, shall not apply to: (i) the responsibility or liability of a director pursuant to any criminal statute; OR (ii) the liability of a director for the payment of taxes pursuant to local, state, or federal law.