HomeMy WebLinkAbout1002 President of the Association for the alteration, amendment, or
rescission of these Articles. Such waiver may occur before, at or
after a membersi~ip meeting at which a vote is taken to amend,
alter or rescind these Articles in whole or in part.
ARTICLE VI
INDEMNIFICATION OF OFFICERS AND DIRECTORS
Every Director and every Officer of the Corporation shall be
indemnified by the Corporation against all expenses and liability,
including counsel fees, reasonably incurred by or imposed upon him
in connection with any proceeding to which he may be a party, or
in which he may become involved, by reason of his being or having
been a Director or Officer at the time such expenses are incurred,
except in such cases wherein the Director or Officer is adjudged
guilty of willful misfeasance in the performance of his duties;
provided that in the event of any claim for reimbursement or
indemnification hereunder based upon a settlement by the Director
or Officer seeking such reimb~sement or indemnification, the
indemnification herein shall apply only if the Board of Directors
approves such settlement and reimbursement as being in tl~e
interests of the Corporation. Such approval shall be made by a
majority vote of a quorum consisting of directors who were not
parties to such proceedings. The foregoing right of
indemnification shall be in addition~to and not exclusive~of all
other rights to which such Director or Officer may be entitled.
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ear.. ~ al:. X I I
TRANSACTIONS IN InTHICH DIRECTORS OR OFFICERS ARE INTERESTED
Section 1. No contract or transaction between the Associa-
tion and-one or more of its Directors or Officers, or between the
Association and any other corporation, partnership, association,
trust or other organization in which one or more of its Directors
or Officers are Directors or Officers, or have a financial
interest, shall be invalid, void or voidable solely for this
reason, or solely because the di-rector or officer is present at or
participates in the meeting of the Board or Committee thereof
f which authorized the contract or transaction, or solely because _
said officer's or director's votes are counted for such purpose.
Tao directors or officer of the Association shall incur liability
by reason of the fact that said director or officer may be _
interested in any such contract or transaction.
t -
~ Section 2. Interested officers and directors may be counted
~ in determining the presence of a quorum at a meeting of the Board t
of Directors or of a committee which authorized the contract or `
transaction.
. ARTICLE XIII
ADDRESS OF REGISTERED OFFICE
The street address of the registered office of this
Corporation in ttze State of Florida shall be 300 Prosperity Farms
Road, North Palm Reach, Florida 33408. The na:r.e of the initial
ff` registered agent at this address shall be Lloyd Nasner. The Board
of Directors may from time to time move the registered office to
any other address in Florida.
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eooK327 P~cE1(~1
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