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13 <br /> ARTICLE VIII <br /> INDEMNITY OF DIRECTORS AND OFFICERS <br /> The private property of the Directors and officers shall be exempt from execution or other <br /> liability for any debts of the Company, and no Director or officer shall be personally liable or <br /> responsible for any debts or liabilities of the Company. <br /> The provisions of N.C.G.S. Chapter 55A, Article 8, Part 5, or any successor provision, <br /> shall fully apply without restriction or limitation as to indemnification of and advancing <br /> litigation expenses to Directors, officers, employees or agents of the Company. All officers and <br /> Directors shall be deemed to have relied on this provision. <br /> To the extent provided in N.C.G.S. Section 55A-8-60, except as limited by N.C.G.S. <br /> Section 55A-2-02, no Director, officer, employee or agent of the corporation shall be personally <br /> liable for money damages as a result of any action for breach of such person's duty as a Director, <br /> officer, employee or agent of the corporation, whether by or in the right of the corporation or <br /> otherwise. <br /> No amendment or repeal of this article,nor the adoption of any other amendment to these <br /> Articles or these Bylaws inconsistent with this provision, shall eliminate or reduce the protection <br /> granted herein with respect to any matter that occurred prior to such amendment, repeal or. <br /> adoption. <br /> ARTICLE IX <br /> AMENDMENTS TO BYLAWS <br /> 9.01. In General. These Bylaws may be altered, amended or repealed and new <br /> Bylaws may be adopted by the affirmative vote of two-thirds of the Directors present at any <br /> regular or special meeting, provided a quorum, as provided in these Bylaws, be present and <br /> provided the notice of such meeting shall have contained a copy of the proposed alteration, <br /> amendment or repeal,or such requirement shall have been duly waived by all Directors. <br /> 9.02. County Consent Required" Notwithstanding the provisions of Section 9.01, no <br /> provision of these Bylaws shall be changed in any way, and no new provisions shall be added to <br /> these Bylaws, except with the unanimous approval of all County Directors. <br />