3A - Final Plat of Sentinel Office Park

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removal is to be considered states such purpose, that the director to be removed has a right to be heard at the meeting and that a new director is elected at the meeting by the Members to fill the vacant position. 11. Compensation. Except as authorized by a vote of the Members at a meeting thereof, the directors of the Association shall receive no compensation for their services in such capacity. Directors may be reimbursed for out-of-pocket expenses incurred in the performance of their duties. A director or an entity in which the director has an interest may, upon approval by the Board, be reasonably compensated under a contract for goods and services furnished to the Association in a capacity other than as a director; provided (i) that the contract is approved by a majority vote of the Board, excluding the interested director, and (ii) that the director's interest is disclosed to the Board prior to approval. 12. Fidelity Bond. Fidelity bonds or comparable insurance may be obtained and maintained covering directors, officers, employees and volunteers of the Association responsible for the handling of Association funds at the discretion of the Board. The Association shall pay the premiums. ARTICLE VII OFFICERS 1. Principal Officers. The principal officers of the Association shall be a President, a Vice President, a Secretary and a Treasurer, all of who shall be appointed by the Board. The Board may from time to time elect such other officers and designate their duties as in their judgment may be necessary to manage the affairs of the Association. No person may hold more than one office, concurrently, except for the offices of Secretary and Treasurer. 2. Election of Officers. The officers of the Association shall be elected annually by the Board at its annual meeting and shall hold office at the pleasure of the Board. 3. Removal of Officers. Upon an affirmative vote of a majority of the Members of the Board, any officer may be removed, with or without cause, and a successor appointed, at any regular meeting of the Board, or at any special meeting of the Board called for that purpose. The Members of the Association may also remove an officer at any duly constituted meeting of the Association at which such removal is a scheduled agenda item. 4. President. The President shall be the chief executive officer of the Association, and shall preside at all-meetings of the Association and the Board. The President shall have all of the general powers and duties which are usually vested in the office of president of a corporation, including without limitation, the duty to supervise all other officers, to preside at all Member and Board meetings and to execute all contracts 7