Constitution and Bylaws

(1) A Worshipping Community

"…the Father seeketh such to WORSHIP him" John 4:23

The Psalmist's double reason for wanting to dwell in the house of the Lord, "…to behold the beauty of the Lord and to enquire in his temple," Psalm 27:4 summarizes admirably the twin purposes of all worship. Lifting up the eyes to the divine loveliness while subjecting the mind to the divine Word preached.

(2) A Healing Fellowship

Where the whole person is ministered to: "…carry each other's burden." Galatians 6:3 — "Love your neighbor as yourself" Matthew 22:30

We have made the mistake in thinking that our love didn't demand anything more than announcing it. Love is not a sentimental word but a demanding way of life. If you love it will get you into trouble. Love is something you do for others. If we "love God…we will love our neighbor." Work follows worship. "…your labor prompted by love." I Thessalonians 1:3

(3) An Equipping Center

Where laypersons are prepared for their ministry: "…to prepare God's people for work of service, so that the body of Christ may be built up…" Ephesians 4:12

No passage in the Bible is more crucial than this for the welfare and mission of the church today. The supreme objective of "pastors, teachers," etc. must be to equip the "saints": that they, in turn, may engage in ministering, and that resulting from their service the Body of Christ may be built up. The recognized method of financing the ministry of this church shall be as set forth in II Corinthians 9:6–8, and I Corinthians 16:2. No monies shall be raised by the church or any auxiliary organization except by free-will offerings or except as previously authorized by the Senior Pastor or his designee and the chairperson of the Church Council.

(1) The Scriptures

We believe the Bible to be inspired, the only infallible authoritative Word of God. Inspired by the Holy Spirit, it has supreme authority in all matters of faith and conduct.II Timothy 3:16–17; II Peter 1:20–21; Matthew 5:18; John 16:12–13; Hebrews 4:12

(2) The Trinity

We believe that there is one living and true God, eternally existing in three persons: Father, Son and the Holy Spirit. These are equal in every divine perfection and they execute distinct but harmonious offices in the work of creation, providence, and redemption.Deuteronomy 6:4; II Corinthians 13:14; Mark 12:29; Matthew 28:19; Isaiah 43:10–11

(3) God, the Father

We believe in God, the Father, an infinite personal Spirit, perfect in holiness, wisdom, power, and love. We believe that He concerns Himself mercifully in the affairs of men, that He hears and answers prayer, and that He saves from sin and death all who come to Him through Jesus Christ.Matthew 6:5–13; Isaiah 6:3; Romans 11:33–36; Psalms 138:5–6; Matthew 7:11; Isaiah 55:6–7; John 3:16

(4) Jesus Christ

We believe in the deity of Jesus Christ, in His virgin birth, sinless life, miracles, vicarious and atoning death through His shed blood, in His bodily resurrection, ascension to the right hand of the Father, and in His personal return for His church and with His church in power and glory.Philippians 2:6; Hebrews 1:8; Isaiah 7:14; Matthew 1:20; Romans 3:25; Titus 2:13; I Corinthians 15; I Thessalonians 4:13–18; John 20:31

(5) The Holy Spirit

We believe the Holy Spirit is a divine Person, the third Person of the Trinity. In the present age He convicts of sin, of judgment, and of unrighteousness, He bears witness to the truth of the Gospel in preaching and testimony, He is the agent in the new birth, indwells all believers in the Lord Jesus Christ, baptizes them into the body of Christ, seals them unto the day of redemption, and every believer is commanded by God to be filled with the Holy Spirit, and He bestows gifts as He wills.Acts 1:8; Romans 8:9; I Corinthians 12:12–14; Ephesians 5:18–20; I Corinthians 3:16–17

(6) Salvation

We believe in the depravity of man, that all men are sinners by nature and by choice and are therefore in need of salvation, divine redemption through personal regeneration. We believe that those who repent of their sins and believe in Jesus Christ as Savior are "saved," "regenerated" by the Holy Spirit.Acts 10:47–48

(7) Sanctification

We believe that all believers are indwelt with the person of the Holy Spirit at the time of regeneration, given every spiritual blessing, all things pertaining to life and godliness, and empowered with the resurrection power of the Holy Spirit, drawing upon the resources available through the resurrected Christ, to the end that our lives increasingly manifest the very life, character, and power of Christ.Acts 2:38; II Peter 1:3; Ephesians 1:3; Ephesians 2:1–6; II Corinthians 3:16; Romans 12:1–3; Galatians 2:20

(8) Divine Healing

We believe God can bring deliverance to the sick and afflicted and that it is the privilege of all believers to pray for His healing virtue.Matthew 8:16–17; Mark 16:18; John 5:14; Isaiah 5:14

(9) The Church

We believe in the universal church, a living spiritual body of which Christ is the Head and all regenerated persons are members. We believe in the local church, consisting of a company of believers in Jesus Christ who have a credible profession of faith, and have associated for worship, work, and fellowship. We believe that the calling of the church is to be the very presence of Christ in the midst of the world, standing as a testimony of His life and character. We believe that the testimony of Christ's life is seen most fully in the corporate expression of His life that is the church, and that when God calls people unto life with Himself He necessarily calls them into fellowship with other believers as well.Ephesians 1:22–23; Ephesians 5:25–27; I Corinthians 12:12–14

(10) The Ordinances

We believe that the Lord Jesus Christ has committed two ordinances to the local church: water baptism and the Lord's Supper. We believe that Christian baptism is the immersion of a believer in water into the name of the triune God. We believe that baptism signifies and symbolizes Christian life begun. We believe that the Lord's Supper was instituted by Christ for commemoration of His death and signifies Christian life continued. We believe that these two ordinances should be observed and administered until the return of the Lord Jesus Christ.Matthew 28:19; Acts 10:47–48; Romans 6:4

(11) The Last Things

We believe the resurrection of the body, the final judgment, the eternal blessedness of those made righteous in and through Christ, and the endless suffering of the wicked.Mark 9:43–48; John 5:28–29; John 11:25–26; Revelations 20:5–15

(12) Attitude

Considering the many denominational backgrounds of our community church, we wish to stress the importance of the main fundamental doctrines as being absolutely necessary and to be understanding in minor differences that so often are merely differences in terminology or custom. "In essentials, Unity; in nonessentials, Liberty; in all things, Charity!"

Section 1: Reception of Members

Admission to membership shall be upon the following terms:

1. Spiritual Birth: One must be born again by the Spirit of God according to John 3:3–7 and Romans 10:9–10. Any person professing faith in the Lord Jesus Christ, giving evidence of a change of heart, adopting the views of faith and practice held by this church, as herein set forth, may be received into its fellowship.
2. Membership Process: The process for becoming a member shall be established by the Senior Pastor or designee and approved by the Church Council.
3. Pastor: Each Pastor shall become a member at the time of acceptance of the Pastoral call or employment.

Section 2: Membership Responsibilities and Privileges

1. Conduct: Members of the church are expected to participate regularly in worship services, to live in a manner that represents the character of Christ, and to contribute to the life of the church by actively serving the community, and supporting it through giving tithes and offerings.Hebrews 10:25; Romans 12:3–8; Ephesians 4:1; II Corinthians 9:7; Malachi 3:10
2. Discipline: All cases shall be dealt with in accordance with Matthew 18:15–20, not forgetting Galatians 6:1 and I Corinthians 10:12. Final discipline shall be the responsibility of the Church Council.

Section 3: Termination of Membership

1. Transfer: Any member uniting with another church by either letter of transfer or being taken into that membership shall be removed from the membership roll as of the date of occurrence.
2. Request: Any member may terminate their membership by written communication to the Church Council and/or administrative staff.
3. Expulsion: The Church Council may expel from membership any member for conduct unbecoming a Christian, in accordance with Matthew 18:15–20, or for any act that promotes discord or injures the unity and effectiveness of the church body; but no member shall be so expelled until they have been informed in writing of the charges against them and an opportunity has been given them, within ten (10) days, after such notice, to be heard thereon. Any expulsion shall require a two-thirds majority vote of Church Council members in attendance at such hearing. No Church Council member, if charged in such expulsion hearing, may vote on such action.
4. Death: Deceased member's names shall be removed from the membership rolls by the administrative staff.
5. Membership Rolls: The process for the regular review of the currency of the membership rolls shall be established by the Senior Pastor or designee and approved by the Church Council.

Section 1: Annual Meeting

The annual meeting of the members shall be held no later than ninety (90) days after the close of the fiscal year. The exact date, time and place shall be set by the Church Council.

Section 2: Notice of Meetings

A notice for any meeting of the members shall be posted, published and/or mailed by or under the direction of the Clerk no fewer than seven (7) nor more than fifteen (15) days prior to such meeting.

Section 3: Special Meetings

A majority of the Church Council may, at its discretion, call special meetings of the members, and special meetings shall be called by or under the direction of the Clerk upon the written request of fifteen percent (15%) of the membership or thirty-five (35) active members, whichever is the greater number. The request shall set forth the purpose for which the meeting is being called. Notice of such meetings, wherein the purpose of the meetings shall be clearly stated, shall be posted, published, and/or mailed by or under the direction of the Clerk, and the affidavit of the Clerk shall provide prima facie evidence of the giving of such notice. Only the purpose for which the meeting is called may be addressed or acted on at any special meeting.

Section 4: Agenda

The agenda for each meeting shall include at least the following items: Call to order; ascertainment of quorum, if required; prayer; and adjournment. The agenda of any meeting may also include additional items, as appropriate, including one or more of the following: Devotional; approval of minutes of previous meeting(s); staff, Council and/or committee reports; unfinished business; new business; and elections.

Section 5: Quorum

Fifteen percent (15%) of the membership or thirty-five (35) members, whichever is greater, shall constitute a quorum at annual or special meetings of the members. If a quorum be not present at the appointed date of any meeting, the meeting shall be adjourned for no fewer than seven (7) days or more than fifteen (15) days. Notice of the resumption of the adjourned meeting is to be given as prescribed in Section 2 of this Article. In the absence of the required quorum, three (3) members may constitute a quorum for the purpose of adjourning any meeting.

Section 6: Voting

At all meetings, each member shall have but one vote, and no votes may be cast by proxy. When not otherwise provided in these Bylaws, the vote of a majority of the members present at a meeting shall be the act of the corporation. Any member, who for reasonable cause cannot attend a meeting, may request an absentee ballot from the Clerk and which sealed ballot must be returned to said Clerk prior to general voting at any meeting.

Section 7: Remote Meetings

Meetings of the membership as described in this Article II may be held by remote communications. These meetings must follow the meeting provisions of the Revised Code of Washington (as of 6/2026, RCW 24.03A.390 through 24.03A.480) to the greatest practicable extent.

Section 1: Nominations

A nominating committee shall be appointed by the Church Council at their regular meeting no later than six months preceding the date of the annual meeting of the members. Such committee shall have at least five members, consisting of at least two Church Council members and three members selected at large. The Senior Pastor shall be an ex-officio member of the committee. The committee members shall be announced to the membership. After solicitation of input from the membership, the committee shall nominate a complete list of candidates who have been interviewed, evaluated and determined to have met the spiritual qualifications for, have the necessary talents for, and personally express the willingness to, serve in the position for which they are being nominated. The report of said nominating committee shall be the only candidates to be considered at any election.

Section 2: Ballots

Elections shall be by secret ballot.

Section 3: Church Council

Church Council members shall be elected for a term not to exceed three years. Church Council members cannot be elected for more than two consecutive three-year terms. The number of terms a Church Council member can serve is unlimited if the terms are not consecutive.

Section 4: Treasurer

A Treasurer shall be elected for a term not to exceed three years and may not serve more than two consecutive three-year terms. The number of terms a Treasurer can serve is unlimited if the terms are not consecutive. The Treasurer is a member of the Church Council.

Section 1: Definitions

1. Called — this refers to the action whereby the individual is approved by a three-fourths vote of church members present at a special meeting called for that purpose.
2. Elective — this refers to election by the church membership.
3. Appointed — positions within the Church Council that are appointed by the Council members.
4. Pastor — an employee of Bethany Community Church (BCC) who is duly ordained, commissioned or licensed in accordance with the Church's qualifications for licensure.
5. Lay Pastor — a volunteer (non-employee) member of the Church who is duly ordained, commissioned or licensed in accordance with the Church's qualifications for licensure.
6. Provisional Pastor — an employee of Bethany Community Church (BCC), who is in the process of completing the Church's qualifications for licensure, yet who serves in a pastoral position within the Church.
7. Sacerdotal duties — the following factors should be considered when determining whether one is a pastor for U.S. federal tax purposes:
   1. The individual administers the sacraments.
   2. The individual conducts worship services.
   3. The individual performs services in the "control, conduct, or maintenance of a religious organization" under the authority of a church denomination or religious denomination.
   4. The individual should be "ordained, commissioned, or licensed."
   5. The individual should be considered a spiritual leader by his or her congregation.

Section 2: Called Officers

The called officers shall consist of:

1. Senior Pastor

Section 3: Elective Officers

The elective officers shall consist of:

1. Church Council — no fewer than 7, not more than 13 members, including the Treasurer
2. Church Treasurer

Section 4: Appointed Officers

The appointed officers shall consist of:

1. Chairperson of Council
2. Vice Chairperson of Council
3. Clerk of the Church

Section 5: Senior Pastor

1. Qualifications:
   1. The Senior Pastor shall be in agreement with the Constitution and Bylaws of this church.
   2. The Senior Pastor shall qualify according to the scriptural qualifications as listed in I Timothy 3:1–7 and Titus 1:5–9.
2. Call:
   1. The Senior Pastor shall be called to this position by at least three-fourths majority vote of eligible church members present and voting at a special business meeting called for that purpose.
   2. The call shall be initiated upon recommendation of the Church Council.
   3. Notice to call a Senior Pastor must be given at all worship services for the four weeks prior to the holding of such election.
3. Duties and Authority:
   1. The Senior Pastor shall be obligated to perform or oversee the performance of all sacerdotal duties for the Church.
   2. The Senior Pastor shall serve as the shepherd and chief officer of the church, and as such shall perform such duties as naturally pertain to his office.
   3. The Senior Pastor shall report to the Church Council.
4. Severance:
   1. No fewer than sixty (60) days notice shall be given to the church by the Senior Pastor of intention to resign the position.
   2. Termination shall require a majority vote of eligible church members present and voting at a special business meeting called for that purpose.

Section 6: Pastor

1. Qualifications:
   1. A Pastor shall be in agreement with the Constitution and Bylaws of this church.
   2. A Pastor shall qualify according to the scriptural qualifications as listed in I Timothy 3:1–7 and Titus 1:5–9.
2. Employment:
   1. A Pastor shall be hired by the Senior Pastor according to the Council-approved policies for hiring.
   2. A Pastor shall have met the Church's qualifications for licensure.
   3. A Pastor who has not yet met the Church's qualifications for licensure, may be granted the title Provisional Pastor while employed in ministry at Bethany Community Church upon recommendation of the Senior Pastor or designee and confirmation by the Church Council.
3. Duties and Authority:
   1. A Pastor shall be subject to direction by the Senior Pastor or designee.
   2. A Pastor shall have such duties as established at the time of their appointment and others as assigned.
   3. A Pastor shall be obligated to perform or oversee the performance of sacerdotal duties for the Church, as directed by the Senior Pastor.
4. Severance:
   1. A Pastor shall give no fewer than thirty (30) days notice of their intention to resign.
   2. Termination of any Pastor shall be at the discretion of the Senior Pastor or designee in accordance with Church policy.

Section 7: Lay Pastor

1. Qualifications:
   1. A Lay Pastor shall be in agreement with the Constitution and Bylaws of this church.
   2. A Lay Pastor shall qualify according to the scriptural qualifications as listed in I Timothy 3:1–7 and Titus 1:5–9.
2. Assignment:
   1. A Lay Pastor shall be recommended by the Senior Pastor or designee.
   2. A Lay Pastor shall have met the Church's qualifications for licensure.
   3. A Lay Pastor may retain this title by confirmation of the Church Council while involved in ministry at Bethany Community Church in a volunteer position.
3. Duties and Authority:
   1. A Lay Pastor shall be subject to direction by the Senior Pastor or designee.
   2. A Lay Pastor shall have such duties as established at the time of assignment and others as needed.
   3. A Lay Pastor may perform or oversee the performance of sacerdotal duties for the Church, as directed by the Senior Pastor or designee.
4. Revocation of Lay Pastor Status:
   1. A Lay Pastor shall give no fewer than fifteen (15) days notice of their intention to resign.
   2. Revocation of the title Lay Pastor shall be at the recommendation of the Senior Pastor or designee with confirmation by the Church Council.

Section 8: Church Council

1. Number and Vacancies:
   1. The Church Council shall consist of no fewer than seven (7) or more than thirteen (13) active members of the church elected as prescribed in Article III.
2. Meetings and Organization:
   1. The Church Council shall meet regularly.
   2. A majority of Church Council members shall constitute a quorum.
   3. The Church Council at its first meeting following the annual meeting shall appoint from its own number a Chairperson, a Vice-Chairperson, and a Clerk.
   4. Special meetings of the Church Council may be called at any time by the Chairperson or upon request of three (3) or more Church Council members. Notice must be given at least 5 days in advance of meeting to each Church Council member to permit their attendance.
3. Qualifications:
   1. Members of the Church Council shall be elected by the church membership in accordance with the scriptural qualifications as set forth in I Timothy 3:8–10, 12.
4. Duties and Authorities:
   1. The Church Council shall be responsible for the overall administration and management of the church, and shall provide for the spiritual guidance, instruction, and protection of the congregation.
   2. The Church Council shall have authority to form committees as necessary to carry out their work.

Section 9: Church Treasurer

The Church Treasurer shall be the custodian of the funds, securities, books of account and all other valuable papers of the church. The Church Treasurer shall keep, or cause to be kept, proper books of entry containing in detail the financial transactions of the church under the direction of the Church Council. In the event of the disability of the Church Treasurer, the Church Treasurer's duties may be performed by the Chairperson of the Church Council until such time as a replacement may be appointed by the Church Council. (See Section 12: Vacancies.)

Section 10: Clerk

The Clerk of the Church Council shall keep correct records of all meetings of the membership and shall be responsible to ensure that notice of all meetings of the members is given in the manner prescribed by the Bylaws under the direction of the Church Council.

Section 11: Officers of the Corporation

1. President: The Senior Pastor shall be President. In such capacity the Senior Pastor will sign such instruments as may require the President's signature, and perform the other usual duties of the office.
2. Vice-President: The Chairperson of the Church Council shall be Vice-President. In such capacity the Vice-President will preside at meetings of the membership, sign such instruments as may require the Vice-President's signature and perform such other duties as the President may from time to time prescribe.
3. Treasurer: The Church Treasurer shall also function as the Treasurer of the Corporation and perform such duties as pertain to that office.
4. Secretary: The Clerk of the Church shall also function as the Secretary of the Corporation and perform such duties as pertain to that office.
5. Board: The Church Council shall function as the Corporation's Board of Directors, and shall perform such duties as pertain to that office.

Section 12: Vacancies

In the event of the absence or disability of any of the Officers, the Church Council shall appoint a member of the church to fill the vacancy for the unexpired term.

Section 1: Creation of Committees

Committees may be created or dissolved by the Church Council. Each Committee shall be responsible for and shall be limited to the performance of those specific duties for which the Committee was created. A Committee shall be automatically dissolved after the assigned duties have been accomplished.

Section 2: Chairpersons

All Committee Chairpersons shall be selected by the Church Council, and shall be members of Bethany Church. It shall be the responsibility of the committee chairperson to ensure adequate communications to the Church Council of all plans and programs.

Section 3: Members of Committees

Committee members need not necessarily be members of Bethany Community Church, except as may be specifically required by the Church Council. All Committee members serve at the discretion of the Church Council.

Section 4: Meetings

Each Committee shall meet at such times as may be necessary to accomplish the duties assigned to each Committee.

Section 5: Minutes

Each Committee shall select a secretary who shall keep accurate minutes of all meetings. Copies of these minutes shall be sent in a timely manner to the committee members. A copy of the minutes shall also be forwarded to the church office for filing and storage.

Section 6: Ex-Officio

The Senior Pastor and the Chairperson of the Church Council, or their designee shall be Ex-Officio Members of all Committees.

Section 1: Sale or Purchase of Real Property

The church shall not sell or purchase any real property unless:

1. The proposed sale or purchase has been reviewed and approved by the Church Council.
2. The individual(s) authorized to sign shall be stated in the Approving Resolution adopted by the Church Council.

Section 2: Encumbering Real Property

The church shall not encumber real property unless:

1. The proposed encumbrance has been reviewed and approved by the Church Council.
2. The individual(s) authorized to sign shall be stated in the Approving Resolution adopted by the Church Council.

Section 3: Lease of Real Property

For leases of real property owned by the Church and leases of real property to be used by the Church:

1. All leases will be reviewed and approved by the Church Council.
2. The individual(s) authorized to sign shall be stated in the approving Resolution and adopted by the Church Council.

Section 1: Power to Indemnify

The church has the following powers regarding indemnification:

1. Power to Indemnify:
   1. To the full extent permitted by the Washington Nonprofit Corporation Act (Act), and without regard to the limitations on indemnification in RCW 23B.08.510 through 23B.08.550, the church has the power to indemnify its directors, officers, employees, and agents made a party to any Proceeding. This power to indemnify includes the power to indemnify any individual or entity who was or is made a party to any proceeding or is involved in any Proceeding (including as a witness) because: (i) the individual is or was a director, officer, employee, or agent of the church or the entity is or was an agent of the church; or (ii) the individual, while a director, officer, employee, or agent of the church, is or was serving at the request of the church as a director, officer, employee, agent, or trustee of another corporation or of a limited liability company, partnership, joint venture, trust, or other enterprise, including service to or for any employee benefit plan.
   2. This power to indemnify exists whether the basis of the Proceeding is alleged action or omission in an official capacity or in any other capacity while serving as a director, officer, employee, or agent of the church or on behalf of the church. This power to indemnify extends to any individual who was but is no longer a director, officer, employee, or agent of the church, and any indemnification granted inures to that individual's heirs and personal representatives.
   3. Person Seeking Indemnification means any individual or entity who seeks indemnification from the church under these Bylaws.
   4. The term Proceeding means any threatened, pending, or completed action, suit, or other proceeding, whether civil, criminal, administrative, or investigative, and whether formal or informal. Unless otherwise permitted by disinterested directors, the term Proceeding does not include: (i) any internal church investigation, hearing, complaint process, or other internal church proceeding; (ii) any action brought by the church against the Person Seeking Indemnification or brought against the church by the Person Seeking Indemnification; or (iii) any action brought by the Person Seeking Indemnification against another person to whom the church owes an indemnification obligation in the proceeding brought (or threatened) by the Person Seeking Indemnification.
   5. The term Expenses means any judgment, settlement amount, loss, expense, or other liability (including attorney fees, costs, fines, ERISA excise taxes or penalties, and amounts to be paid in settlement) actually or reasonably incurred or suffered by the indemnified person because of a Proceeding. Expenses do not include any excise tax, interest, or penalties or other expenses or liabilities related to any excess benefit transaction under Section 4958 of the Code (Intermediate Sanctions).
2. Power to Pay Expenses in Advance of Final Disposition: Subject to the terms of the church's articles of incorporation, these Bylaws, and the Act, the church may pay Expenses incurred in defending any Proceeding in advance of its final disposition (referred to as Advancement of Expenses). An Advancement of Expenses may be made only if the indemnified person delivers to the church: (i) an executed, written affirmation of good faith belief that the standard of conduct described in RCW 23B.08.510 has been met; and (ii) an executed, written undertaking to fully cooperate with the church in the defense of the claims, to transfer to the church any award for attorney fees or expenses received up to the amount incurred by the church, and to repay all amounts advanced if it is determined by final judicial decision that the indemnified party is not entitled to be indemnified.
3. Power to Enter into Contracts: The church may enter into any contract with any person who is or was a director, officer, employee, or agent of the church regarding indemnification, and may create a trust fund, grant a security interest, or use other means to ensure the payment of any amounts necessary to provide indemnification under this Article.
4. Expansion of Powers: If the Act is amended to expand or increase the power of the church to indemnify, the powers described in this Article will be expanded and increased to the fullest extent permitted by the Act, as amended.
5. Limitation of Powers: No indemnification may be provided to any person if the church is prohibited by the Act or other applicable law from paying such indemnification. No indemnification will be provided for: (a) any act or omission finally adjudged to be intentional misconduct or a knowing violation of law; (b) conduct finally adjudged to be in violation of RCW 23B.08.310 or RCW 24.03A.155; or (c) any transaction for which it is finally adjudged that the Person personally received a benefit in money, property, or services to which that Person was not legally entitled.

Section 2: Indemnification of Directors, Officers, Employees, and Agents

1. Directors and Non-employee Officers: To the extent permitted by this Article, the church will indemnify any person who is or was a director (a member of the Church Council) or non-employee officer of the church and the person is a party to a Proceeding because of the person's act or omission while serving in that capacity.
2. Employees and Agents: The church, by action of its Church Council may indemnify any person who is or was an employee or agent of the church, and may provide Advancement of Expenses to the full extent permitted by these Bylaws and Act, or to any lesser extent that the Church Council may determine.
3. Obligation of Indemnified Parties: When the church provides defense of the indemnified party, the indemnified party must cooperate fully with the church, its insurers, and attorneys. The church has exclusive control of the defense of the indemnified party and may settle any Proceeding without the indemnified party's consent if the settlement may be achieved by payment of monetary damages only.
4. Character of Rights: To the extent required by this Article, the rights of indemnification and Advancement of Expenses under this Article are contract rights.
5. Enforcement: Each director and non-employee officer is presumed to be entitled to indemnification under this Article. On submission of a written claim by the Claimant, the church has the burden of proof to overcome the presumption of indemnification or Advancement of Expenses.
6. Claimant's Rights: If a claim under this Article is not paid in full within 60 days after a written claim is received (or within 20 days in the case of a claim for Advancement of Expenses), the Claimant may bring suit against the church to recover the unpaid amount and, if successful, is also entitled to reasonable attorney fees, costs, and expenses.
7. Rights Not Exclusive: The right to indemnification and Advancement of Expenses under this Article is not exclusive of any other right that any Person may have under the Articles, Bylaws, or under any statute, agreement, vote of disinterested directors, or otherwise.
8. Insurance: The church may purchase and maintain insurance to protect itself and any director, officer, employee, volunteer, or agent against any Expense or other liability.
9. Survival of Benefits: Any repeal or modification of this Article will not adversely affect any right existing at the time of that repeal or modification.
10. Severability: If any part of this Article or any application of this Article is invalid, unenforceable, or contrary to applicable law, the remainder of this Article will continue in full force and effect.
11. Applicable Law: For purposes of this Article, applicable law means the Act in effect at the date when indemnification is sought, or the Act in effect at the date of the action, omission, or other event giving rise to the situation for which indemnification may be sought, whichever is selected by the person seeking indemnification.

Section 3: Definitions

Unless the context clearly requires otherwise, the following definitions apply throughout these Bylaws:

1. Deliver, Delivered, and Delivery means delivery by hand, U.S. mail, private courier service, Electronic Transmission, or other methods of delivery used in conventional commercial practice.
2. Director means a Church Council member.
3. Electronic means relating to technology having electronic, digital, magnetic, wireless, optical, electromagnetic, or similar capabilities.
4. Electronic Transmission means an electronic communication: (a) not directly involving the physical transfer of a Record in a Tangible Medium; and (b) that may be retained, retrieved, and reviewed by the sender and the recipient, and that may be directly reproduced in a Tangible Medium by the sender and recipient.
5. Electronically Transmitted means that the sender of an Electronic Transmission initiated the Electronic Transmission.
6. Execute, Executes, or Executed means: (a) signed, with respect to a written Record; (b) Electronically Transmitted along with sufficient information to determine the sender's identity and intent to Execute, with respect to an Electronic Transmission; and (c) as required by law when filing a Record with the Secretary of State.
7. Includes and including has its normal meaning and means a partial list.
8. Notify means to give Notice.
9. Notice may be communicated in person or by delivery of a Record. Notice is effective at the earliest of the following: (a) when received; (b) when left at the recipient's residence or usual place of business; (c) five days after its deposit in the United States mail or with a commercial delivery service if the postage or delivery charge is paid and the Notice is correctly addressed; or (d) on the date shown on the return receipt if sent by registered or certified mail, return receipt requested, or by commercial delivery service.
10. Person includes an individual or an entity.
11. Record means information inscribed on a Tangible Medium or that is stored in an Electronic or other medium and is retrievable in perceivable form.
12. Tangible Medium means a writing, copy of a writing, facsimile, or a physical reproduction, on paper or on other tangible material.
13. Any term not defined in these Bylaws has the definition in the Act.