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Section 20A Permissive Indemnification The Association may but shall not have the obligation to indemnify a current or former Trustee or Officer from liability for Fiduciary Breach. A"Fiduciary Breach" shall occur if a Trustee or Officer violates the general standard of fiduciary conduct as specified in Minnesota Statute 356A.04 in carrying out their activities as a Trustee or Officer. A "Fiduciary Breach" also shall occur if a trustee or officer violates the provisions of Minnesota Statute 356A.06, Subd. 9. Any such indemnification under this Section 20A shall be at the discretion of the Board of Trustees; provided, however, that a decision to indemnify a Trustee or Officer must apply to all similarly situated Trustees or Officers and any such current or former Trustee or Officer seeking indemnification shall not participate in any vote to indemnify pursuant to this Section. Section 20B Advances Any Trustee or Officer who is made or threatened to be made a party to a Proceeding and who would otherwise be eligible for mandatory indemnification under Section 20, is entitled, upon written request to the Association, to advance payment or reimbursement by the Association of reasonable expenses, including attorney's fees and disbursements, incurred by the Trustee or Officer in advance of the final disposition of the proceeding: (a) Upon receipt of the Association of a written affirmation by the Trustee or Officer of a good faith belief that the criteria for indemnification set forth in Section 20 have been satisfied and a written undertaking by the person to repay the amounts advanced by the Association, if it is determined that the criteria for indemnification have not been satisfied; and (b) After determination that the facts then known to those making the determination would not preclude indemnification under Section 20. The written undertaking required by clause person making it, but need not be secured financial ability to make the repayment. OFFICERS (a) is an unlimited general obligation of the and must be accepted without reference to Section 21 Election - Term - Qualification The Officers of the Association shall be a President, a Vice President, a Secretary and a Treasurer, and such other Officers as the Board of Trustees may from time to time designate. The full Board of Trustees shall elect from their six elected members such Officers; provided, however, that to be eligible to serve as an Officer the member must have previously served on the Board for a period of at least one year. Such Officers, who shall serve a term of one year, shall be elected at the Annual Meeting of the Board of Trustees held as provided herein. In no event shall any Trustee hold more than one Officer position at any one time, except as set out in Section 24 regarding the Vice President. In the event any Officer shall retire, resign, die or become disqualified or refuse to act as an Officer during a term of office, a successor may be appointed by the Board to fill the unexpired term thereof, notwithstanding the failure of the appointee to otherwise meet the Board service requirement. Section 22 Authority - Duties All Officers shall have such authority and perform such duties in the management of the �