16.3 With respect to proceedings brought by or in the right of IGA, such persons shall be indemnified for expenses, but not otherwise, which are actually and reasonably incurred in connection with the defenses or settlement of such proceeding if such person acted in good faith, in a manner such person believed to be in the best interests of IGA and with such care, including reasonable inquiry, as an ordinary prudent person in a like position would use under similar circumstances, provided that if such person is found liable, the tribunal before which such proceeding is pending makes a determination upon all the circumstances of the case that such person is fairly and reasonably entitled to indemnity for the expenses which such tribunal shall determine. 17. Fiscal Year The fiscal year of the Association shall be January 1 through December 31. 18. Amendments 18.1 The IGA articles of incorporation and these bylaws may be amended or revised at any regular meeting of the Tribal Membership by a two-thirds (2/3) vote of the Member Tribes present and voting, provided that thirty (30) days prior written notice of the meeting together with a copy of the proposed amendment shall have been given to all members. 18.2 A committee may be appointed to prepare and submit any amendments or revisions to the articles of incorporation or bylaws upon a majority vote of Member Tribes present and voting. 19. Sovereign Immunity of Members Nothing in the articles of incorporation or bylaws of IGA or any other documents thereof, or by virtue of membership in IGA, shall act or is intended or may be interpreted as a waiver of the sovereign rights or immunities of IGA or any of its members, or of its or their officers, directors, members, agents or representatives, of any rights or privileges secured thereto by any treaty, executive order or any other laws of the United States of America, any state, or any law of nation. 20. Effective Date This document shall become effective upon its ratification and approval by the majority vote of the members of the Tribal Membership present and voting, which vote of ratification and approval and the adoption of these bylaws is indicated by the execution herein below by the IGA Chairman and Secretary. Bylaws adopted as amended by a quorum of the Tribal Membership at a duly held membership meeting in San Diego, California, this 13 th day of May, 2014.
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Ernest L. Stevens, Jr., Chairman
Bernadine Burnette, Secretary
Deleted: National Deleted: May 13, 2014
Bylaws of the Indian Gaming Association
Page 9
As Amended
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