Section 4.04 Vice President. In the event of the President's absence or inability to act, the
<br /> Vice-President shall have the powers of the President. He/she shall perform such other duties as
<br /> the Board of Directors may impose upon him/her.
<br /> Section 4.05 Secretary. The Secretary shall keep: (a) the minutes of the Company; and
<br /> (b) such other books and records as these Bylaws or any resolution of the directors may require,
<br /> or as required by law. All such records shall be in written form. He/she shall perform such other
<br /> services as the Board of Directors may fix or approve. An Assistant Secretary may, at the
<br /> discretion of the Board of Directors, be elected, such Assistant Secretary, in the event of the
<br /> Secretary's absence or inability to act, may perform the duties and functions of the Secretary.
<br /> Section 4.06 Treasurer. The Treasurer shall have the custody and control of the funds of
<br /> the Company, subject to the action of the Board of Directors, and shall, when requested by the
<br /> President to do so, report the state of the finances of the Company at any meeting of the
<br /> directors. He/she shall perform such other services as the Board of Directors may require of
<br /> him/her. An Assistant Treasurer may,at the discretion of the Board of Directors,be elected, such
<br /> Assistant Treasurer, in the event of the Treasurer's absence or inability to act, may perform the
<br /> duties and functions of the Treasurer. All checks, drafts and orders for payment of money shall
<br /> be signed by the Treasurer or Assistant Treasurer, unless otherwise ordered by the Board of
<br /> Directors.
<br /> Section 4.07 Multiple Offices. One person may simultaneously hold more than one office,
<br /> including any additional offices created by the Board of Directors.
<br /> ARTICLE V. INDEMNIFICATION
<br /> Section 5.01 Indemnification. The Company,in accordance with C.R.S. 7-129-101, et seq.,
<br /> shall indemnify and save harmless all of its existing and former officers and directors from and
<br /> against all expenses incurred by them, including, but not limited to, legal fees, judgments,
<br /> penalties, and amounts paid in settlement or compromise, to the fullest extent not prohibited by
<br /> law, as it now exists or may hereafter be amended, in connection with any proceeding, actual or
<br /> threatened, to which they may be made a party by reason of their service to or at the request of
<br /> the Company, including service in their capacity as officers, unless it is established that: (i)the
<br /> act or omission of the indemnified party was committed in bad faith; (ii) the indemnified party
<br /> did not believe such act or omission to be in, or not opposed to, the best interests of the
<br /> Company; (iii) in the case of any criminal proceeding, the indemnified party had reasonable
<br /> cause to believe that the act or omission was unlawful; or (iv) the indemnified party is adjudged
<br /> to be liable to the Company, unless a court of competent jurisdiction determines that such person
<br /> is entitled to indemnity. The Company shall advance to any director or officer seeking
<br /> indemnification pursuant to this Section expenses, including attorneys' fees, actually and
<br /> reasonably;incurred in defending any civil or criminal action, suit or proceeding in advance of
<br /> any final disposition of such action, suit or proceeding upon receipt of an undertaking by or on
<br /> behalf of the director or officer seeking indemnification to repay such amount if it is ultimately
<br /> determined that he/she is not entitled to be indemnified by the Company. If the Company is
<br /> requested to indemnify an existing or former director or officer in connection with any
<br /> threatened, pending or completed action or suit by or in the right of the Company to procure
<br /> judgment in its favor by reason of the fact that such person was a director, officer, or employee
<br /> or agent of the Company, or is or was serving at the request of the Company in such capacity,the
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