9. Indemnification

9.1.  The Corporation shall indemnify any person made, or threatened to be made, a party to an action or proceeding other than one by or in the right of the Corporation to procure a judgment in its favor, whether civil or criminal, by reason of the fact that the person or person's testator or intestate is or was a director or officer of the Corporation or serves or served any other corporation, partnership, joint venture, trust, employee benefit plan or other enterprise in any capacity at the request of the Corporation, and the Corporation may advance such person's related expenses, to the full extent permitted by law. The Corporation may purchase and maintain insurance to indemnify the Corporation and its Board of Directors to the full extent indemnification is permitted by law.

9.2.  In no case, may the Corporation indemnify, reimburse, or insure any person for any taxes imposed on that individual under chapter 42 of the Internal Revenue Code of 1986, as now in effect or as may be amended ("the Code"). Further, if at any time the Corporation is deemed to be a private foundation within the meaning of section 509 of the Code then, during that time, no payment may be made under this Article if the payment would constitute an act of self dealing or a taxable expenditure, as defined in § 4941(d) or § 4945(d), respectively, of the Code.

9.3.  If any part of this Article is found in any action, suit, or proceeding to be invalid or ineffective, the validity and the effectiveness of the remaining parts shall not be affected.