Article V – Miscellaneous Provisions

Section 1: Power to Acquire, Mortgage or Convey Real Estate

The power of the Corporation to acquire, mortgage or convey real estate shall be exercised by the Board of Trustees or the Executive Committee upon the recommendation of the President, provided, however, that the Board of Trustees or the Executive Committee may delegate limited authority to the President, Treasurer and Assistant Treasurers, specifying the extent of the authority so delegated.

Section 2: Indemnification of Trustees, Officers and Others

To the fullest extent permitted by law, the Corporation shall indemnify and hold harmless its current and former Trustees, Officers, employees and other agents and persons who serve at its request as directors, officers, employees or other agents of another organization against all liabilities, losses, costs and reasonable expenses asserted against or incurred by them in the payment, settlement and defense of claims, actions or proceedings brought against them in such capacity or arising out of their status as such, provided, however, that if the Corporation determines in its discretion that an employee or other agent or a person who serves at the Corporation’s request as a director, officer, employee or other agent of another organization has acted willfully, recklessly, with gross negligence, or in violation of his or her duties to the Corporation or of University or public policy, indemnification shall be provided only to such extent and under such conditions as the Board of Trustees, the Executive Committee, the President, or the Treasurer may authorize as a matter of discretion.