2010-023 RES APPROVING REVISED BYLAWS FOR PEDC REVISED BYLAWS FOR PEDC

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Section 8.04 Contracts. A. As provided in Section VI above, the Chairman, whose signature shall be attested by the Secretary-Treasurer, shall execute any contract or other instruments which the Board by resolution has approved and authorized to be executed, provided however, that the Board may, by appropriate resolution, authorize any other officer or officers to enter into contracts or execute and deliver instruments in the name of and on behalf of the Corporation, in all such cases the signature shall be attested by the Secretary-Treasurer. Such authority may be confined to specific instances or defined in general terms. When appropriate, the Board may grant to a Director of the Corporation a specific or general power of attorney to carry out action on behalf of the Board, provided, however, that no such power of attorney may be granted unless an appropriate resolution of the Board authorizes the same. B. The Corporation may, with approval of the City, contract with any qualified and appropriate person, association, Corporation or governmental entity to perform and discharge designated tasks which will aid or assist the Board in the performance of its duties; however, no such contract shall ever be approved or entered into which seeks or attempts to divest the Board of its decision-making and policy-making functions in discharging its duties in accordance with these Bylaws. Section 8.05 Checks and Drafts. All checks, drafts, or orders for the payment of money, notes, or other evidences of indebtedness issued in the name of the Corporation shall be signed or bear the facsimile of the Chairman and the Secretary-Treasurer and shall be issued by the Director of Finance of the City of Paris. Section 8.06 Deposits. All funds of the Corporation shall be deposited on a regular basis to the credit of the Corporation in the City's Depository Bank. Section 8.07 Gifts. The Corporation may accept on behalf of the Corporation any contribution, gift, bequest, or device for the general purpose or for any special purposes of the Corporation. Section 8.08 Purchasing. All purchases made and contracts executed by the Corporation shall be made in accordance with the requirements of the Texas Constitution, Statutes of the State of Texas, and these Bylaws. Section 8.09 Investments. Temporary and idle funds which are not needed for immediate obligations of the Corporation may be invested in any legal manner as set out in the Public Funds Investment Act, Section 2256 Texas Government Code, and in accordance with the Articles of Incorporation and these Bylaws. Section 8.10 Bonds. Any bonds issued by the Corporation shall be in accordance with the requirements of the Texas Development Corporation Act and all other applicable state or BYLAWS-PARIS ECONOMIC DEVELOPMENT CORPORATION 11