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(f) amend or restate the Company's Articles of Organization; or <br /> (g) borrow money or incur debt in excess of$5,000. <br /> 3.3 Meetings of Members. <br /> (a) All meetings of the Members shall be held at the principal office of the Company,or at such <br /> other place, either within or without the State of North Carolina, as shall in each case be (i) fixed by the <br /> Managers and designated in the notice of the meeting or (ii) agreed upon by a Majority in Interest of the <br /> Members. <br /> (b) Meetings of the Members may be called at any time by the Managers or any Members <br /> owning a Percentage Interest of ten percent(10%)or more. <br /> (c) Written notice stating the date, time, and place of meeting shall be given not less than two <br /> (2)nor more than twenty(20) days before the date of any Members' meeting, either by personal delivery, or <br /> by facsimile transmission or by mail or private carrier,by or at the direction of the Managers, or other Person <br /> calling the meeting,to each Member. If mailed, such notice shall be deemed to be effective when deposited <br /> in the United States mail, correctly addressed to the Member at the Member's address as it appears on books <br /> and records of the Company,with postage thereon prepaid. <br /> (i) The notice of meeting shall include a description of the purpose or purposes for <br /> which the meeting is called. <br /> (ii) When a meeting is adjourned to a different date,time, or place, notice need not be <br /> given of the new date, time, or place if the new date, time, or place is announced at the meeting before <br /> adjournment and if a new record date is not fixed for the adjourned meeting;but if a new record date is fixed <br /> for the adjourned meeting(which must be done if the new date is more than sixty(60) days after the date of <br /> the original meeting), notice of the adjourned meeting must be given as provided in this section to Persons <br /> who are Members as of the new record date. <br /> (d) Any Member may waive notice of any meeting before or after the meeting. The waiver <br /> must be in writing, signed by the Member, and delivered to the Company for inclusion in the minutes or <br /> filing with the Company records. A Member's attendance, in person or by proxy, at a meeting (i) waives <br /> objection to lack of notice or defective notice of the meeting,unless the Member or his proxy at the beginning <br /> of the meeting objects to holding the meeting or transacting business at the meeting, and(ii)waives objection <br /> to consideration of a particular matter at the meeting that is not within the purpose or purposes described in <br /> the meeting notice,unless the Member or his proxy objects to considering the matter before it is voted upon. <br /> (e) Unless the Articles of Organization,the Act or this Agreement provide otherwise,Members <br /> owning at least sixty percent(60%)of the Percentage Interests shall constitute a quorum for the transaction of <br /> business at any meeting of the Members. <br /> (f) Members may participate in any meeting of the Members by means of conference <br /> telephone or similar communications equipment, provided all Persons participating in the meeting can <br /> hear one another,and such participation in a meeting shall constitute presence in person at the meeting. <br /> 3.4 Actions by Members.Except as otherwise required by law,the Articles of Organization <br /> or this Agreement, the act of the Members shall be the affirmative vote of a Majority in Interest of the <br /> Members eligible to vote on such action. All actions of the Members provided for herein may be taken by <br /> written consent without a meeting. Any such action which may be taken by the Members without a <br /> 4 <br />