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Alabama Indemnification Agreement between corporation and its current and future directors

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US-CC-17-197C
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17-197C 17-197C . . . Indemnification Agreement to be entered into between corporation and its current and future directors and such current and future officers and other agents as directors may designate. The proposal includes description of procedural and substantive matters in Indemnification Agreements that are not addressed, or are addressed in less detail, in California law

An Alabama Indemnification Agreement between a corporation and its current and future directors is a legally binding contract that provides protection and compensation to directors for liabilities, expenses, and damages they may incur while performing their duties on behalf of the corporation. This agreement is crucial to attract and retain top talent on the board of directors, as it assures directors that they will not be financially burdened by legal actions taken against them in their role. The Alabama Indemnification Agreement typically includes several key provisions that outline the scope and limitations of indemnification. Keywords relevant to this agreement include "indemnification," "liabilities," "expenses," "damages," "directors," "corporation," and "current" and "future directors." There are two main types of Alabama Indemnification Agreements: 1. Alabama Corporate Indemnification Agreement for Current Directors: This agreement is designed to protect the corporation's current directors from liabilities stemming from their actions or decisions made while serving on the board. It typically covers legal expenses, settlement costs, judgments, and other related costs incurred during legal proceedings. 2. Alabama Corporate Indemnification Agreement for Future Directors: This agreement works similarly to the one for current directors, but it extends its protection to directors who may join the corporation's board in the future. Future directors can negotiate the terms of their indemnification at the time of their appointment or election, ensuring they too are protected from any potential liabilities. Both types of indemnification agreements in Alabama are customizable to meet the specific needs and requirements of the corporation and its directors. It is crucial for corporations to consult legal professionals to ensure that these agreements comply with Alabama corporate laws and adequately protect the interests of all parties involved.

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FAQ

Indemnification is, generally speaking, a reimbursement by a company of its Ds&Os for expenses or losses they have incurred in connection with litigation or other proceedings relating to their service to the company.

In the indemnification agreement, the corporation agrees to reimburse the director or officer for losses incurred in legal proceedings related to their service as a corporate director or officer to the maximum extent permitted by law.

A director and officer indemnification agreement is a contract that allows executives to protect themselves from claims made against them while performing job. Indemnification means that in the event a lawsuit is filed against a company, the indemnified party is "held harmless" from claims.

A Standard Clause to be inserted into a written executive employment contract detailing the corporate employer's obligation to reimburse the executive for losses incurred in legal proceedings related to service as a corporate director or officer.

Indemnity clauses may be structured as mutual indemnification, where both parties agree to indemnify each other for specific types of losses, or they may be one-sided, where only one party agrees to indemnify the other. A mutual indemnification clause is a provision in which both parties agree to indemnify each other.

Indemnification clauses are contractual provisions that require one party (the ?Indemnitor?) to indemnify another party (the ?Indemnitee?) for losses that the Indemnitee may suffer. In prime contracts, the owner usually is the Indemnitee and the contractor is the Indemnitor.

Indemnification is often very broad, often extending ?to the maximum extent permitted by law?, whereas D&O insurance polices contain numerous exclusions and conditions. In addition, D&O insurance must be renewed each year, with possible changes in terms and conditions.

In most contracts, an indemnification clause serves to compensate a party for harm or loss arising in connection with the other party's actions or failure to act. The intent is to shift liability away from one party, and on to the indemnifying party.

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... , and the indemnification by the Company of the directors and officers of the Company and its subsidiaries;. I. The Company desires and has requested the ... ... indemnification of the Corporation as the Board of Directors may ... contract between the Corporation and each previous, current or future director or officer.When the Director has determined that the self-insured is not financially able to pay its Alabama workers' compensation claims liability. (3) Certificate of ... The Indemnity Agreement, by its terms, incorporates claims related to Campus ... Second, Alabama law provides that agreements that purport to indemnify another ... Noble Corp., 577 P.2d 830, 833. (Kan. App. 1978). “The distinction between contribution and indemnity is that contribution asks another to share ... by WE Knepper · 1971 · Cited by 29 — corporation, or by any resolution or agreement of the corporation, its directors or its shareholders.' The amount of indemnity will be so much of the ... Jul 11, 2023 — Current Alabama law enforces indemnity contracts between private parties “if the contract clearly indicates an intention to indemnify against ... by JH Cheek III · 1969 · Cited by 23 — a corporation may go the other way in indemnifying its directors and officers. One recent decision involving a Delaware corporation vividly. 42. 164 A.2d 437 ( ... Feb 9, 2021 — Indemnification is, generally speaking, a reimbursement by a company of its Ds&Os for ... the agreement or the company's governing documents. THE BOARD OF TRUSTEES OF THE UNIVERSITY OF ALABAMA, a public corporation and ... the County of its intention to either terminate this Agreement or proceed toward ...

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Alabama Indemnification Agreement between corporation and its current and future directors