Florida Indemnity Agreement between corporation and directors officers employees and agents of corporation

State:
Multi-State
Control #:
US-CC-17-146
Format:
Word; 
Rich Text
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This sample form, a detailed Indemnity Agreement, is a model for use in corporate matters. The language is easily adapted to fit your specific circumstances. Available in several standard formats.

The Florida Indemnity Agreement is a legally binding contract between a corporation and its directors, officers, employees, and agents, aimed at offering protection and indemnification to these individuals in certain designated situations. This agreement outlines the terms and conditions under which the corporation agrees to defend, reimburse, and hold harmless its directors, officers, employees, and agents against any claims, damages, liabilities, expenses, or legal fees incurred as a result of their lawful actions or omissions while carrying out their duties and responsibilities on behalf of the corporation. The agreement typically encompasses a range of scenarios, including legal proceedings, claims, investigations, or demands arising from alleged breaches of duty, negligence, errors, omissions, lawsuits, or any other actions performed in good faith within the scope of their positions. It serves as a means to attract qualified professionals to serve in corporate leadership roles, ensuring their protection against potential risks and liabilities. Different types of Florida Indemnity Agreements may be established based on the specific needs and preferences of the corporation. Some common variations include: 1. Indemnification Agreement for Directors: This type of agreement focuses specifically on protecting the directors of the corporation from legal liabilities and expenses incurred while acting in their capacity as directors. 2. Indemnification Agreement for Officers: This agreement is tailored to provide indemnification to the officers of the corporation, safeguarding them from liabilities arising out of their official duties and responsibilities. 3. Indemnification Agreement for Employees: This type of agreement extends indemnification coverage to the employees of the corporation, ensuring their protection when legal issues or claims arise in connection with their employment. 4. Indemnification Agreement for Agents: This agreement is designed to offer indemnification to the agents of the corporation, including consultants, advisors, or contractors, who act on behalf of the corporation and may face potential liabilities while doing so. The Florida Indemnity Agreement is a crucial tool for corporations to attract and retain talented individuals in key positions by providing them with a level of security against legal risks. It establishes a contractual framework to ensure that directors, officers, employees, and agents are supported and protected, enabling them to carry out their duties with confidence and peace of mind.

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  • Preview Indemnity Agreement between corporation and directors officers employees and agents of corporation
  • Preview Indemnity Agreement between corporation and directors officers employees and agents of corporation
  • Preview Indemnity Agreement between corporation and directors officers employees and agents of corporation
  • Preview Indemnity Agreement between corporation and directors officers employees and agents of corporation
  • Preview Indemnity Agreement between corporation and directors officers employees and agents of corporation
  • Preview Indemnity Agreement between corporation and directors officers employees and agents of corporation
  • Preview Indemnity Agreement between corporation and directors officers employees and agents of corporation
  • Preview Indemnity Agreement between corporation and directors officers employees and agents of corporation

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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.

The indemnity may cover liability incurred by the director to any person other than the company or an associated company. This may include both legal costs and the financial costs of an adverse judgement.

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.

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.

Aside from difficulties associated with the clarity of meaning and operation of such clauses, two common problems encountered are: the party giving the indemnity does not have the financial capacity to fund the loss; or. the party giving the indemnity is exposed to an uninsured liability.

Indemnification is protection against loss or damage. When a contract is breached, the parties look to its indemnity clause to determine the compensation due to the aggrieved party by the nonperformer. The point is to restore the damaged party to where they would have been if not for the nonperformance.

An indemnification clause may allow: The indemnified party to recover certain types of losses, such as attorney's fees, which are not typically recoverable under a common law cause of action. The indemnifying party to reduce its liability by incorporating: Liability cap.

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.

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THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is dated as of , by and between Perry Ellis International, Inc., a corporation organized under the laws of the ... The Indemnitee agrees to serve and/or continue to serve as an agent of the Company, at its will (or under separate agreement, if such agreement exists), in the ...Feb 9, 2021 — This article is part one in a two-part series that will consider the principal protections that may be utilized to protect Ds&Os against ... (2) A corporation shall have power to indemnify any person, who was or is a party to any proceeding by or in the right of the corporation to procure a judgment ... Indemnification. Corporate directors and officers may be sued for actions they took during the course of their employment. Indemnification provides financial ... 1357, 1359 (1991) (Examining Florida's statutory history of mandatory and permissive corporate obligations to indemnify officers, directors or employees for. 617.0831 Indemnification and liability of officers, directors, employees, and agents. ... a corporate director, officer, employee, or agent. (4) An officer, ... 1. Indemnity of the Indemnitee. The Company hereby agrees to, in connection with the Indemnitee's Corporate Status (as hereinafter defined), hold harmless and ... The indemnity provision in the crossing agreement contract between KUA and CSX provides that KUA “assumes all liability for, and releases and agrees to defend, ... (a) A corporation shall have power to indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending or completed ...

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Florida Indemnity Agreement between corporation and directors officers employees and agents of corporation