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PART VII - PROTECTION ANP INDEMNITY

24. PROTECTION AND INDEMNITY TO BOARQ MEMBERS. OFFICERS AND
OTHERS

24.01 Protection of Board Members. Officers and Others - Except as otherwise
provided in the Act, no Board Member, Officer, Member, Committee Member
or employee shall be liable for the acts, receipts, neglects or defaults of any
other Board Member, Officer, Member, Committee Member or employee of
Plant Canada or for any loss, damage or expense happening to Plant
Canada through the insufficiency or deficiency of title to any property
acquired by Plant Canada for or on behalf of Plant Canada or for the
insufficiency or deficiency of any security in or upon which any of the
moneys of or belonging to Plant Canada shall be placed out or invested or
for any loss or damage arising from the bankruptcy, insolvency or tortuous
act of any person including any person with whom or which any moneys,
securities or effects shall be lodged or deposited or for any loss, conversion,
misapplication or misappropriation of or any damage resulting from any
dealings with any moneys, securities or other assets belonging to Plant
Canada or for any other loss, damage or misfortune whatever which may
happen in the execution of the duties of the Directors, Officers or Committee
Member's respective office or trust or in relation thereto unless the same
shall happen by or through such person's willful neglect or default.

24.02 Indemnity to Board Members, Officers and Others - Every Board Member,
Officer, Member, Committee Member, employee, volunteer of Plant Canada,
and their heirs, executors and administrators, and estate and effects,
respectively, who has undertaken or is about to undertake any liability on
behalf of Plant Canada, shall from time to time and at all times, be
indemnified and saved harmless out of the funds of Plant Canada from and
against the following:

(a) all costs, charges and expenses whatsoever that such Board
Member, Officer, Member, Committee Member, employee or
volunteer sustains or incurs in or about any action, suit or proceeding
that is brought, commenced or prosecuted against the Board Member,
Officer, Member, Committee Member, employee or volunteer for or in
respect of any act, deed, matter or thing whatsoever, made, done or
permitted by them, in or about the execution of the duties of their
office or in respect of any such liability; and

(b) all other costs, charges and expenses that the Board Member, Officer,
Member, Committee Member, employee or volunteer sustains or
incurs in or about or in relation to the affairs thereof, except such
costs, charges and expenses as are occasioned by their own willful
neglect or default.