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I I I I I I I I I I I I I I I I I I I All checks drawn on the Company account shall bear the signatures of the President, or the Vice President when acting on behalf of the President, and one other Director. 6.4. Removal of Officer. The Board, by majority vote, may remove any officer. 6.5. Contracts. The Board may authorize any officer or agent of the Company to enter into any contract or execute and deliver any instrument in the name of and on behalf of the Company. 6.6. Deposits. All funds of the Company shall be deposited from time to time to the credit of the Company in such banks or other depositories as the Board may select. 6.7. Indemnification. The Company shall indemnify and hold harmless the Officers and Directors, jointly and severally, from all expense, loss, damage, or liability resulting from any act or omission; provided, that such act or omission (1) was done in good faith for the benefit of the Company or upon the advice of legal counsel to the Company and (2) did not constitute gross negligence or willful misconduct. 6.8. Satisfaction of Judgments. All judgments against the Company or against a Director or Officer as such must first be satisfied from Company assets before the Director or Officer may be required to satisfy such obligations. Article VII. Certificates of Membership 7.1. Certificates of Membership. The Board shall provide for the issuance of Certificates of Membership in the Company, in the form as determined by the Board. Each Initial Member and each new Member shall be issued a Membership Certificate, upon payment of any required dues and fees. Membership Certificates shall be signed by the President or Vice President and by the Secretary and shall be sealed with the seal of the Company. All Certificates shall include: 1) consecutive numbering, 2) the name of the Company, 3) the name and address of the Member, 4) the date of issue, and 5) the amounts and priorities of Adjudicated Water Rights and Project Water Rights owned by the Member and the Member's Points of Delivery. A Membership book will be kept by the Company containing a copy of all Certificates issued. If any Certificate is lost, mutilated or destroyed, it may be voided and a new certificate issued upon written request of the Member. 7.2. Sale of Water Rights. If Adjudicated Water Rights or Project Water Rights conveyed in the Ditch for any Member are sold to any other Member or sold outside of the Service Area, the affected Certificates shall be re-issued by the Company to reflect the changes at the request of the seller. 7.3. New Water Rights. The Membership may by majority vote grant approval for the Company to convey new Adjudicated Water Rights or Project Water Rights in the Ditch that are acquired by any Member, subject to capacity being available in the Ditch to carry the new water. The affected Certificates shall be re-issued by the Company to reflect the changes. 7.4. Addition to Service Area. The Service Area may be expanded by approval of a majority of the Membership to accommodate new lands acquired by any Member that can be served by the Ditch, subject to capacity being available in the Ditch to serve the new lands. The affected Certificates shall be re-issued by the Company to reflect the changes. Article VIII. Point of Delivery of Water. 8.1. Point of Delivery. The facilities at a single location in the Ditch that divert, regulate, and direct irrigation water from the Ditch into the water system of an individual Member is the Point of Delivery (or Delivery Point) from the Company to the Member. Each Member is entitled to one Point of Delivery, and Members may have more than one