Indemnification and Hold Harmless

Each person who is, becomes, or has been, an Officer, board member or committeeman of the KCTT, shall be and is

hereby indemnified by the Association against any expense at any time and reasonably incurred by, or imposed upon

such person in connection with, or arising from or out of any such action, suit or proceedings brought, or claim

asserted, against such person by reason of such person’s services, then present or past, as an Officer, board

member or committeeman of the KCTT.

The word “expense” shall include, but shall not be limited to amounts paid in satisfaction of judgements, court costs,

attorney fees, and for amounts paid in settlement of claims.

The Association shall indemnify any person made a party to any action, suit, or proceeding, whether civil or criminal,

by reason of the fact that he, his testators, or intestate, is or was a Director, Officer, Executive Committeeman or

Employee of KCTT or of any corporation which he served, in any capacity at the request of KCTT or by virtue of his

position with the Local Association, against judgment, fines, amounts paid in settlement, reasonable expenses,

including attorney’s fees actually and necessarily incurred as a result of such action or proceedings, or any appeal

therein. This right of indemnification shall not apply to relations to matters as to which the Director, Officer, Executive

Committeeman, board member or Employee shall be adjudged in the action, suit or proceeding to have breached his

duty to the KCTT or the corporation of which he was a Director, Officer, Executive Committeeman, board member or

Employee or where such right is otherwise barred by the operation of Kansas Corporate Law. The foregoing right of

indemnification shall not be denied exclusive of any other rights to which Director, Officer, Executive Committeeman,

board member or Employee may be entitled.

The foregoing right of indemnification shall not be exclusive, but shall be in addition to any and all other rights and

remedies to which any such Director, board member or Officer may be entitled as a matter of law.