Keywords: Massachusetts, indemnification agreement, corporation, directors, non-director officers, vice president level, above. The Massachusetts Indemnification Agreement between a Corporation and its Directors and Non-Director Officers at Vice President Level and Above is a legal document that outlines the terms and conditions for indemnifying these individuals in relation to their roles and responsibilities within the organization. This agreement provides protection and reimbursement for certain liabilities, expenses, and legal costs that may arise from their actions or decisions made in good faith while acting on behalf of the corporation. There are different types of Massachusetts Indemnification Agreements between a Corporation and its Directors and Non-Director Officers at Vice President Level and Above. These include: 1. Standard Indemnification Agreement: This is the most common type of agreement that provides protection to directors and officers in case of litigation, claims, or actions brought against them due to their corporate duties. It typically covers expenses such as attorney fees, settlements, judgments, and other legal costs. 2. Enhanced Indemnification Agreement: This agreement offers additional protection compared to the standard indemnification agreement and may include provisions for advancement of legal expenses, personal liability insurance coverage, and broader indemnification for acts taken in their capacities as a director or officer. 3. Broad Shield Indemnification Agreement: This type of agreement provides the broadest level of indemnification and typically covers all actions taken by directors and officers in their official capacities, including those outside the scope of their corporate duties. It is designed to give maximum protection against any legal claims and expenses they may face. 4. Customized Indemnification Agreement: In certain cases, corporations may opt for a customized indemnification agreement that includes specific clauses or provisions tailored to the unique circumstances or risks faced by their directors and non-director officers at the vice president level and above. These agreements may contain additional limitations or restrictions based on the corporation's specific needs. It is crucial for both the corporation and individuals to carefully review and negotiate the terms of the indemnification agreement to ensure adequate protection and alignment of interests. It is also recommended seeking legal counsel to ensure compliance with Massachusetts laws and regulations governing indemnification agreements.
Massachusetts Indemnification Agreement between Corporation and Its Directors and Non-Director Officers at Vice President Level and Above
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Insurance ? The indemnification agreement typically will require that the company provide D&O liability insurance that protects the indemnitee to the same extent as the most favorably insured of the company's and its affiliates' current directors and officers.
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.
Section 145(b) empowers a corporation to indemnify its directors against expenses incurred in connection with the defense or settlement of an action brought by or in the right of the corporation, subject to the standard of conduct determination, and except that no indemnification may be made as to any claim to which ...
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.
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.
Indemnification & Volunteer Protection ? Most nonprofit bylaws include indemnification provisions ? language that expresses the intent of the nonprofit to cover the expenses a board member might incur in defending an action and paying settlements or judgments related to his service on the board.
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.