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Kansas Indemnification Agreement between corporation and its directors regarding method for determining whether standards for indemnification have been met

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US-CC-17-158
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17-158 17-158 . . . Indemnification Agreement between corporation and its directors and/or officers including future directors and officers containing detailed provisions relating to method for determining whether standards for indemnification or reimbursement have been met and making corporation responsible for all costs of determining whether a person is entitled to indemnification or reimbursement regardless of whether person is ultimately found to be entitled to indemnification

A Kansas Indemnification Agreement is a legal contract entered into between a corporation and its directors, outlining the method for determining whether the established standards for indemnification have been met. This agreement is crucial as it ensures that directors are protected from personal liability in the event of legal actions, expenses, or claims that arise from their position within the corporation. Within the context of a Kansas Indemnification Agreement, several relevant keywords play a vital role: 1. Indemnification: Indemnification refers to the act of compensating for losses, damages, or expenses incurred by an individual while acting on behalf of the corporation. In this agreement, it seeks to protect directors who may face legal actions or claims due to their roles and responsibilities. 2. Corporation: In this agreement, the term "corporation" refers to any legal business entity registered and operating in Kansas. This generally includes both for-profit and nonprofit organizations. 3. Directors: Directors are individuals appointed or elected to serve on the board of the corporation. They are responsible for making decisions and setting policies that govern the organization's activities. 4. Standards for Indemnification: The agreement sets specific standards or criteria that must be met for a director to be eligible for indemnification. These standards typically include acting in good faith, within the best interest of the corporation, and without willful misconduct. 5. Determining Method: The agreement outlines the process or method to determine whether the set standards for indemnification have been met. This may involve a review by independent legal counsel or a designated committee to assess the director's actions. Different types of Kansas Indemnification Agreements can be created depending on the specific needs and circumstances of the corporation. Some common variations include: 1. Indemnification Agreement for Directors: This type of agreement solely focuses on indemnifying directors and ensuring they are protected from liability arising from their roles within the corporation. 2. Indemnification Agreement for Officers and Directors: This broader agreement extends indemnification protection to both officers and directors of the corporation. 3. Bylaws Indemnification Provision: Instead of a separate agreement, the corporation may include an indemnification provision within its bylaws to ensure consistent and ongoing protection for directors against claims and legal actions. In conclusion, a Kansas Indemnification Agreement is an essential legal document that safeguards directors from personal liability. By establishing standards and outlining the method for determining eligibility for indemnification, corporations can provide their directors with the necessary protection and reassurance to carry out their duties effectively.

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How to fill out Kansas Indemnification Agreement Between Corporation And Its Directors Regarding Method For Determining Whether Standards For Indemnification Have Been Met?

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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.

Indemnification clauses vary widely, but in a typical indemnification provision, the indemnifying party promises to reimburse the indemnified party from and against ?losses, liabilities, claims, and causes of action? (recoverable damages) incurred by the indemnified party that ?are caused by,? ?arise from,? or are ? ...

Indemnification, also referred to as indemnity, is an undertaking by one party (the indemnifying party) to compensate the other party (the indemnified party) for certain costs and expenses, typically stemming from third-party claims.

ESSENTIALS OF CONTRACT OF INDEMNITY 1. PARTIES TO A CONTRACT: There must be two parties, namely, promisor or indemnifier and the promisee or indemnified or indemnity-holder. 2. PROTECTION OF LOSS: A contract of indemnity is entered into for the purpose of protecting the promisee from the loss.

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.

Sponsor shall indemnify and hold Institution, System, their Regents, officers, agents, and employees harmless against any and all claims, demands, damages, liabilities and costs which directly or indirectly result from, or arise in connection with, any negligent act or omission of Sponsor, its agents, or employees, ...

Indemnifications, or ?hold harmless? provisions, shift risks or potential costs from one party to another. One party to the contract promises to defend and pay costs and expenses of the other if specific circumstances arise (often a claim or dispute with a third party to the contract).

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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This Indemnification Agreement (the “Agreement”), effective as of January 2, 2019, is made by and between CrossFirst Bankshares, Inc., a Kansas corporation (the ... (a) A determination, if required by applicable law, with respect to Indemnitee's entitlement to indemnification shall be made in the specific case by one of ...Aug 9, 2023 — Indemnifications, or hold harmless provisions, shift risks or potential costs from one party to another. View a sample indemnification ... by JH Cheek III · 1969 · Cited by 23 — determination of whether the standard has been met under judicial control. Surely this determination in a derivative suit can be made more appropriately by ... Feb 9, 2021 — By statute, Delaware has established a minimum “standard of conduct” that, if met by a director or officer, permits a corporation to indemnify ... Some companies choose to provide mandatory indemnification for directors (i.e., the Company is required to indemnify a director if the applicable conditions  ... The board of directors from time to time shall determine whether and to what extent, and at what times and places, and under what conditions and regulations, ... by ND Hamilton · Cited by 34 — There are several reasons why this book was written. First, using production contracts may help you diversify or add more profitable marketing options to ... by KGJ Pillai · Cited by 11 — Co., 404 U.S. 6 (1971), wherein plaintiffs were not shareholders of the insolvent corporations but had standing to sue on behalf of an undercapitslized ... An employer shall have been in business (doing business under the present corporate identity) for not less than five years and shall demonstrate sufficient ...

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Kansas Indemnification Agreement between corporation and its directors regarding method for determining whether standards for indemnification have been met