This is a due diligence contract provision that a company will provide reimbursement for any losses that the director may incur in business transactions.
Alaska Director Favorable Director Indemnification Agreement
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US-DD0603
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FAQ
An indemnification agreement provides additional protection for businesses by ensuring that they are not held liable for damages or losses that occur outside of their control. This agreement allows the company to continue its operations while protecting against lawsuits.
Giving directors an exemption from any liability to the company and an indemnity against liability to third parties; taking out and paying for insurance against any liability incurred by the directors.
$20/Month. The cost of professional indemnity insurance varies considerably. While these policies are extremely common, and typically inexpensive for most industries, the cost can increase significantly for specialized services with much higher risks.
Companies may indemnify directors against the legal and financial costs of proceedings brought by third parties. This does not extend to the legal costs of unsuccessful defence of criminal proceedings, fines imposed by criminal proceedings and fines imposed by regulatory bodies.
Under Section 145(c) of the Delaware General Corporation Law (DGCL), Delaware corporations are required, in certain circumstances, to indemnify directors and officers of the corporation for costs incurred in connection with litigation and other proceedings arising from the official's corporate role, including attorneys
An indemnity agreement is a contract that protect one party of a transaction from the risks or liabilities created by the other party of the transaction. Hold harmless agreement, no-fault agreement, release of liability, or waiver of liability are other terms for an indemnity agreement.200c
In the indemnification agreement, the company agrees to reimburse the director or officer for losses incurred in legal proceedings related to his service as company director or officer and to advance funds to the director or officer to pay expenses as they are incurred.
For example, in the case of home insurance, the homeowner pays insurance premiums to the insurance company in exchange for the assurance that the homeowner will be indemnified if the house sustains damage from fire, natural disasters, or other perils specified in the insurance agreement.
Letters of indemnity should include the names and addresses of both parties involved, plus the name and affiliation of the third party. Detailed descriptions of the items and intentions are also required, as are the signatures of the parties and the date of the contract's execution.
Company/Business/Individual Name shall fully indemnify, hold harmless and defend and its directors, officers, employees, agents, stockholders and Affiliates from and against all claims, demands, actions, suits, damages, liabilities, losses, settlements, judgments, costs and expenses (including but not
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And Ease of Use. 100% Satisfaction Guarantee. "I ordered some Real Estate forms online and as a result of my error, ... On September 10, 2009, the Board of Directors (the ?Board?) of Alaska Air Group,determines that the indemnitee is not entitled to indemnification, ...By JJ Hanks Jr · 1988 · Cited by 234 ? directors themselves from personal liability for money damages.2 The standardholding company headquartered in Seattle, and five of its officers agreed ... Indemnification set forth in Section 3 of this Agreement. The Director may contest a determination that he or she is not entitled to indemnification by ... Have been placed on file with the Inspectors of Election and Voting appointed for any such meeting by the Board of Directors pursuant to Section 2.11 hereof ... Companies must file with the SEC any agreements with a director (for example, indemnification agreements which are publicly available on the ... By W Effross · 1993 · Cited by 26 ? sidering whether to serve as a director or officer of a corporation .holder resolution or an indemnification agreement or contract.84. This agreement can be used for both officers and directors of the corporation.presumptions that make indemnification more favorable to the indemnitee ... Indemnification of Directors and Officers. See Item 1. Amendment to Registration Statement (S-8). Page 2. Item 7. Exemption from Registration Claimed. Vacancies occurring in the Board of Directors may be filled by the Board.commitments and compensation or indemnification arrangements and (ii) the ...
Company may indemnify any employee member for loss or liability arising from the death, disability (including medical and psychiatric), or incapacity of his employee member caused (in whole or part) by reason of the death, disability, or incapacity of such employee member, whether the employee member was an officer or director or not. The provisions of this subsection 9 shall not be applicable to directors or officers of the Company. This provision shall continue in effect until (i) one such member becomes a member of the Board or an officer or director or until the foregoing provisions have been waived or waived and such waiver is effective, or (ii) the next periodic distribution of our undistributed earnings or distributions of capital stock to the Company ceases, either as a result of the foregoing, or of any other material change to our affairs or as otherwise required to preserve our rights and that date. Any Company employee will be considered for purposes of this provision.
Company may indemnify any employee member for loss or liability arising from the death, disability (including medical and psychiatric), or incapacity of his employee member caused (in whole or part) by reason of the death, disability, or incapacity of such employee member, whether the employee member was an officer or director or not. The provisions of this subsection 9 shall not be applicable to directors or officers of the Company. This provision shall continue in effect until (i) one such member becomes a member of the Board or an officer or director or until the foregoing provisions have been waived or waived and such waiver is effective, or (ii) the next periodic distribution of our undistributed earnings or distributions of capital stock to the Company ceases, either as a result of the foregoing, or of any other material change to our affairs or as otherwise required to preserve our rights and that date. Any Company employee will be considered for purposes of this provision.