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• <br /> <br />Section 10. Indemnification of Officers and Directors. <br />The Corporation sha 1 indemni y any director or o icer or <br />former director or officer of the Corporation for expenses and <br />costs (including attorneys' fees) actually and necessarily in- <br />curred by him in connection with any claim asserted against him <br />by action in court or otherwise by reason of his being or having <br />been such director or officer, except in relation to matters as <br />to which he shall have been guilty of negligence or misconduct <br />in respect of the matter in which indemnity is sought. <br />C, <br />-9- <br />