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<br />tent basis, an appropriate accounting system for the corporation. <br />The Board shall cause the records and books of account of the <br />corporation to be audited at least once in each fiscal year and at <br />such other times as it may deem necessary or appropriate and may <br />retain such person or firm for such purposes as it may deem appro- <br />priate. <br /> <br />Section 6.4. }i'iscal Year. The fiscal year of the corpora- <br />tion shall be determined-by the Board of Directors. <br /> <br />Section 6.5. Checks, Drafts and Other Matters. All checks, <br />drafts, or other orders for the payment of bonds, or other <br />evidences of indebtedness issued in the this corporation shall be <br />signed by such off icer or off icers, agent or agents, employee or <br />employees of the corporation and in such manner as may from time to <br />time be determined by resolution of the Board of Directors. <br /> <br />ARTICLE VII <br /> <br />INDEMNn~ICATION <br /> <br />Section 7.1. In General. Subject to Section 7.2 hereof, the <br />corporation shall indemnify each person who is or was a director or <br />officer of the corporation or a member of any committee appointed <br />by the Board of Directors together with each person who is or was <br />serving the corporation as an appointed representative to some <br />other corporation or entity, for actions taken and decisions made <br />by such persons on behalf of this corporation, to the full extent <br />required by the laws of the State of Minnesota. The corporation <br />may provide and maintain insurance on behalf of any person so <br />indemnified. <br /> <br />Section 7.2. Limitation on Indemnification. Indemnification <br />pursuant to Section 7.1 hereof shall be for the ---sole and exclusive <br />benefit of the persons expressly identified therein, and no other <br />person, corporation or legal entity of whatever nature shall have <br />any rights thereunder by way of voluntary or involuntary assign- <br />ment, subrogation, or otherwise. <br /> <br />ARTICLE VIII <br /> <br />AMENDMENTS <br /> <br />Section 8.1. Adoption by Board of Directors. <br />for amendment of these Bylaws shall be as follows: <br /> <br />The procedure <br /> <br />(a) an amendment may be adopted at any meeting of <br />the Board of Directors; <br /> <br />(b) notice of the meeting, stating the purpose and <br />including therewi th a copy of the proposed amendment, <br />shall be given to each director; and <br /> <br />8 <br />