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The Bylaws of the Corporation may also be amended independently at any time by the
<br />City Council by adopting a resolution supported by the affirmative vote of no less than five (5)
<br />members of the City Council amending said Bylaws and by delivery of the Amended Bylaws to
<br />the Secretary -Treasurer of the Corporation.
<br />Section 10.05 Oath. The Directors of the Corporation shall take the following oath:
<br />"I, ,,,,,,,, ,,,,,, mmmmmmm ,,. ,, do solemnly swear (or affirm), that I will faithfully
<br />execute the duties of the office of Director of the Paris Economic Development
<br />Corporation, Paris, Texas, and will to the best of my ability preserve, protect, and
<br />defend the Constitution and laws of the United States and of this State and of this
<br />City; and I furthermore solemnly swear (or affirm), that I have not directly nor
<br />indirectly paid, offered, or promised to pay, contributed, nor promised to
<br />contribute any money, or valuable thing or promised any public office or
<br />employment, as a reward for the giving or withholding of a vote at the election at
<br />which I was elected, or if the office is one of appointment, to secure my
<br />appointment, So help me God."
<br />SECTION XI
<br />INDEMNITY
<br />Section 11.01 Indemnity.
<br />A. The Corporation shall defend, indemnify and hold its Directors and officers
<br />harmless from and against any loss, claim or damages asserted against such
<br />Director or officer, by action in court or otherwise, by reason of said Director or
<br />officer being or having been such a Director or officer for the Corporation to the
<br />fullest extent permitted under applicable Texas law. Provided, however, this
<br />indemnification clause is intended to cover only those acts or omissions that were
<br />made in good faith and without malicious or felonious intent.
<br />B. The Corporation further agrees to indemnify, defend and hold the City of Paris,
<br />Texas, its elected officials, officers, and employees harmless from and against all
<br />claims and lawsuits for damages, injuries to persons (including death), property
<br />damages, including loss of use and expenses (including court costs and attorney's
<br />fees) arising out of or resulting from the negligent acts or omissions or intentional
<br />acts or omissions of the Corporation or its Directors, officers and employees. The
<br />Corporation shall waive any and all claims it may have against the City, it's
<br />elected officials, officers and employees connected with, resulting from, or arising
<br />out of, claims and suits covered by this indemnification provision, and agrees that
<br />any insurance carrier involved shall not be entitled to subrogation under any
<br />circumstances against the City of Paris, Texas, its officers, agents, and employees.
<br />BYLAWS -PARIS ECONOMIC DEVELOPMENT CORPORATION
<br />Updated and Approved by the City Council on 8-10-2020
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