12.1 Every member of the Council and duly appointed office-bearers of the Institute shall be indemnified by the Institute against, and it shall be the duty of the Council to pay out of the funds of the Institute, all costs losses and expenses which any such member of the Council or office-bearer may incur or become liable to pay by reason of any contract made or any act or deed by him on behalf of or as authorised by the Institute or in the proper discharge of his duties as such member of the Council or office-bearer. The right of any member of the Council or office-bearer to be indemnified as herein provided shall rank in priority over any other debts owing by the Institute to any other member or members of the Institute. As between any persons entitled to be indemnified as provided herein, their respective rights to be so indemnified shall rank equally.