1993-112-RES Creation of PEDC and Approval of Bylaws

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the CORPORATION by resolution approved by a three-fourths (3/4) vote of the CITY's Council and by delivery of said amendment of these Bylaws to the Secretary-Treasurer of the CORPORATION. 10.05 Robert's Rules of Order The conduct of the BOARD shall be governed by Robert's Rules of Order. 10.06 Oath The Directors of the CORPORATION shall take the follow- ing oath: "I, , do solemnly swear (or affirm), that I will faithfully execute the duties of the office of Director of the Paris Economic Development Corpora- tion, Paris, Texas, and will to the best of my ability preserve, protect, and defend the Constitution and laws of the United States and Df this State and of this City; and I furthermore solemnly swear (or affirm), that I have not directly nor indirectly paid, offered, or promised to pay, contributed, nor promised to contribute any money, or valuable thing or promised any public office or employment, as a reward for the giving or withholding of a vote at the election at which I was elected, or if the office is one of appointment, to secure my appointment, So help me God." SECTION XI INDEMNITY Il.Ol Indemnity A. The CORPORATION shall indemnify its Directors and officers to the fullest extent permitted by the Texas Non- Profit Corporation Act and the Texas Development Corporation Act of 1979, and may, if and to the extent authorized by the BOARD, so indemnify its officers and any other persons whom it has the power to indemnify against liability, reasonable expense, or other matters whatsoever. If the Texas Non-Profit Corporation Act or the Texas Development Corporation Act of 1979 is hereafter amended to authorize corporate action further eliminating or limiting the personal liability of Directors or officers, such personal liability shall be eliminated or limited to the fullest extent permitted by the Texas Non-Profit Act or the Texas Development Corporation Act of 1979. PARIS ECONOMIC DEVELOPMENT CORP. BYLAWS - page 15