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Section 6.2 Disclosure. Any Commissioner or employee who has a potential conflict of interest must submit to the Board a written statement describing the matter requiring the action or decision and the nature of the potential conflict of interest. Section 6.3 Exceptions. The exceptions specified in Minnesota Statutes, Section 471.88 apply to Commissioners and employees of the Board. ARTICLE VII-INDEMNIFICATION Section 7.1. Indemnification. The Authority shall be authorized by the fullest extent permitted by law to indemnify any person against expenses and liabilities arising by reason of the fact that the person is or was a Commissioner, officer, employee or agent of the Authority. Section 7.2. Insurance. The Authority maywill purchase and maintain insurance on behalf of itself and on behalf of any person in that person’s official capacity against any liability asserted against that person and incurred by that person in such capacity whether or not the Authority would have been required to indemnify that person against liability as provided in Section 7.1. ARTICLE VIII - MISCELLANEOUS Section 8.1. Amendments to Bylaws. The bylaws of the Authority shall be amended only by resolution approved by at least four (4) of the members of the full Board at a regular or special meeting. Section 8.2 Consistency with Joint Agreement. The Authority shall strive to ensure that its actions are consistent with the requirements of the Joint Agreement as it may be amended, and other objectives for the development of the TCAAP Site as jointly established by the City and County from time to time. ARDEN HILLS AND RAMSEY COUNTY JOINT DEVELOPMENT AUTHORITY _____________________________ Chair Page 8 of 10 421119v56 MTN TW185-1