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14 <br /> Adopted by the UNRBA Board of Directors Feb. 16, 2011 <br /> ARTICLE XI—CONTRACTS,LOANS, CHECKS AND DEPOSITS <br /> 11.1. Contracts. The Board of Directors may authorize any officer or officers or agent or agents <br /> to enter into any contract or execute and deliver any instruments in the name and on behalf of the <br /> Association, and such authority may be general or confined to specific instances. Specific approval by <br /> the Board of Directors shall be required before any officer enters into any contract the total value of <br /> which is over$10,000.00. <br /> 11.2. Loans. Except for loans that are incurred in the ordinary course of business, no loans shall <br /> be contracted on behalf of the Association and no evidences of indebtedness shall be issued in its name <br /> unless authorized by a resolution of the Board of Directors. Such authority may be general or limited to <br /> specific instances. <br /> 11.3. Checks and Drafts. All checks, drafts or other orders for the payment of money, notes or <br /> other evidences of indebtedness issued in the name of the Association shall be signed by such officer(s) <br /> or agent(s) of the Association and, in such manner as shall from time to time be determined by <br /> resolution of the Board of Directors. <br /> 11.4. Deposits. All funds of the Association not otherwise employed shall be deposited from <br /> time to time to the credit of the Association in such banks, trust companies or other depositaries as the <br /> Board of Directors may select. <br /> ARTICLE XII—INDEMNIFICATION <br /> In the event that the Association purchases directors and officers insurance or other similar <br /> insurance, the Association shall to the fullest extent permitted by the Nonprofit Act up to the limits of <br /> its insurance coverage indemnify all persons whom it may indemnify pursuant thereto so long as such <br /> persons have conducted themselves in good faith and reasonably believed their conduct not to be <br /> opposed to the Association's best interests. <br /> The Association may purchase and maintain insurance on behalf of any person, who is or was a <br /> director, trustee, officer, employee or agent of the Association who, while a director, trustee, officer, <br /> employee or agent of the Association is or was serving at the request of the Association as a director, <br /> trustee, officer, partner, trustee, employee or agent of another corporation, partnership, joint venture, <br /> trust, employee benefit plan or other enterprise, against liability asserted against or incurred by him or <br /> her in that capacity or arising from his or her status as such, whether or not the Association would have <br /> the power to indemnify him or her against the same liability under the Nonprofit Act. <br /> ARTICLE XIII—AMENDMENTS <br /> These Bylaws may be amended or repealed,and new Bylaws may be made at any regular or special <br /> meeting of the Board of Directors by an affirmative majority vote of Directors then holding office. <br /> ARTICLE XIV--MISCELLANEOUS <br /> 14.1. Audit. The Association shall have an independent audit prepared detailing the financial <br /> condition of the Association at least once every three years. The Association may have an independent <br /> audit done more frequently as determined by the Directors. <br /> 10 <br />