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Article XIII

INDEMNIFICATION

Any person who at any time serves or has served as a Director, Member, Officer, employee or agent of the Forum shall have a right to be indemnified by the Forum to the fullest extent permitted by the North Carolina General Statutes, against (a) reasonable expenses, including but not limited to attorney’s fees, actually and necessarily incurred by him or her connection with the defense of any threatened, pending or completed action, suit or proceeding in which he or she is made a party by reason of being or having been such Officer Director, Member, employee or agent and (b) reasonable payments made by him or her satisfaction of any judgment, money decree, fine, penalty, or settlement for which he or she may become liable in any such action, suit or proceeding.

The Board shall take all such actions that may be necessary and appropriate to authorize the Forum to pay the indemnification required by this Article, including without limitation a good faith evaluation of the manner in which the claimant for indemnity acted and of the reasonable amount of indemnity due to him or her.

Any person who serves in any of the aforesaid capacities for or on behalf of the Forum shall be deemed to have done so in reliance upon, and in consideration for, the right of indemnification provided herein. Such rights shall inure to the benefit of the legal representatives of any such person and shall not be exclusive of any other rights to which such person may be entitled.