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(G) In add it ion to tl~e pawers and autherit ies het'~ i.n, or by
statute expresal,y coi~ferred upan tliem, th~ direciore are
~ 1~ereby empawered to exercise all such p~t~A*_'e and ao all ,
sucii acte an~i things as n~ay be exercieed or done by thia
corppratiun; sub~j~ct, neverCh~lese, to thz proviaions of
the statutes of the 5tate uf N~vada, or to any Bj~•Law, ~~rcxn - .
~i.me to time, ~na~e by the sCOCkholdera; providad, however,
thaC no By-La~~ so niade siial l iav~l idate ~any prirr act of
_ ~ the direaCore, which would have been velid if euch By-Law
had tiiot been made . .
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~i~IELFTH: ~No conCract af other transaction hetwcen thi~ corporatior± - '
~ ~ and ~;:y other corporaCion, ass~ciation, firm, person or p~rsons in ~
_ which this corperation ~..s interested, shall bQ interested, $hall be _
affec~ed or invalidated by the fact that any director or directors~
of this corporation is a party, or parti_es to, or in any way interestpd
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in such con[ract, act or transaction, or in any way conne~ted with -
such person or persons,-firm, associatic~ or carporation; and each -
- and every person c~ho may bacome a director~of this c orporati~n is '
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hereby relieve~ from any Iiahility that mig'r?t otherwise Lgxist from ~
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coztracting with th~s corporation for the benefit of himself or any ~ -
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firm or corporation in whi~h he may be in any way intere~ted. ~ ~
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THIRTEENTH: An} pArson made.a party to any action, guit or ~
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proceeding by reason of the fact that he, his testator or intestate, ia -
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~ or was a director, officer or em~loyee of this c~rporation, sha11 be . z
~ indemnified by this corporation against the ressonable expenses, ~ '
- inclading attorneys' fees, actually_and necessarily incurred by him ;
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_ in conneotion with the defense of such ~ction, suit or proceeding,
or in connection with any appeal th~reof, e~_cept in relation to
1 maCters ss to which it shall be adjudged in such action, suit or ~
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' . proceeding that such efficer, dixector, or employee is__lisble for ;
~ negligence or mi~conduct in '_he perforcnance of t~is dc:tiea.
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