Michigan Indemnification Agreement between corporation and its current and future directors

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Multi-State
Control #:
US-CC-17-197C
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Word; 
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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

Michigan Indemnification Agreement is a legally binding contract between a corporation and its current and future directors. This agreement is designed to provide protection and support to directors, ensuring their personal liability is limited in the scope of their duties and responsibilities. By signing this agreement, directors can enjoy peace of mind, allowing them to make decisions in the best interest of the corporation, without fearing personal financial repercussions. Keywords: Michigan, indemnification agreement, corporation, directors, liability, protection, responsibilities, personal liability, agreement, financial repercussions. There are two main types of Michigan Indemnification Agreements that can be established between a corporation and its directors: 1. Michigan Indemnification Agreement for Current Directors: This type of agreement is specifically tailored to cover the existing directors of a corporation. It outlines the terms and conditions under which directors are indemnified against any liability incurred while performing their duties. It typically includes provisions regarding the scope of indemnification, the process for making a claim, and the circumstances in which indemnification may be denied. 2. Michigan Indemnification Agreement for Future Directors: This second type of agreement is drafted to cater to directors who will be appointed in the future. It covers similar key aspects as the agreement for current directors, but focuses on potential liability arising from their roles and responsibilities upon assuming the position in the corporation. By entering into this agreement, future directors are reassured that they will also be indemnified against any potential claims or lawsuits. Both types of Michigan Indemnification Agreements aim to safeguard the interests of directors and encourage them to act in the best interests of the corporation. The agreements typically provide coverage for legal costs, settlements, and judgments that directors may face in their capacity as corporate leaders. However, it is essential for directors to review and understand the specific terms and conditions outlined in these agreements, as they may vary depending on the corporation's bylaws and applicable state laws. In summary, the Michigan Indemnification Agreement between a corporation and its current and future directors offers protection and support to directors, ensuring that personal liability is limited while carrying out their duties. By establishing clear guidelines for indemnification, these agreements promote confident decision-making and allow directors to act in the best interest of the corporation without fearing personal financial consequences.

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  • Preview Indemnification Agreement between corporation and its current and future directors
  • Preview Indemnification Agreement between corporation and its current and future directors
  • Preview Indemnification Agreement between corporation and its current and future directors
  • Preview Indemnification Agreement between corporation and its current and future directors
  • Preview Indemnification Agreement between corporation and its current and future directors
  • Preview Indemnification Agreement between corporation and its current and future directors
  • Preview Indemnification Agreement between corporation and its current and future directors
  • Preview Indemnification Agreement between corporation and its current and future directors
  • Preview Indemnification Agreement between corporation and its current and future directors

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Many company constitutions set out rights of indemnity for directors, and often also include provision for directors and officers (D&O) insurance. Alternatively, they may simply provide that the company may indemnify directors. The deed of indemnity is an agreement between the company and a director.

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 ...

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.

A company may, however, lend money to a director to fund the director's defence costs. Frequently, an indemnity will include a provision under which the company agrees to lend the director the amounts necessary to fund the director's defence costs.

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.

Indemnification refers to the right to have a company reimburse current or former directors or officers for all losses, including legal fees, incurred in connection with litigation arising from actions taken in service to the company or at the company's direction.

Indemnification Agreement to secure against loss or damage; to give security for the reimbursement of a person in case of an anticipated loss falling upon him. Also to make good; to compensate; to make reimbursement to one of a loss already incurred by him.

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This Indemnification Agreement (“Agreement”) is made and entered into as of , by and between CMS ENERGY CORPORATION, a Michigan corporation (the ... by JP Williams · 1958 — its directors, and the contract was approved by Overland's stockholders. ... Current Status of Corporate Directors' Right to In- demnification," 69 HARV. L. REv ...Director Indemnification Agreement -- Form: Learn more about this contract and other key contractual terms and issues by viewing the many sample contracts ... WHEREAS, the Certificate of Incorporation and Bylaws of the Company contemplate indemnification and advancement of expenses to its directors and officers to the ... Compiler's note: The repealed sections pertained to incorporation, articles of incorporation, corporate powers, officers, agents, bylaws, capital stock, ... NONPROFIT CORPORATION ACT (EXCERPT) Act 162 of 1982. 450.2564a Indemnification of director, officer, employee, nondirector volunteer, or agent under MCL ... ... a true and complete copy of each Indemnification Agreement ... benefits) to a current or former Company Employee, director or other service provider of any. by JJ Hanks Jr · 2000 · Cited by 24 — upheld under familiar principles of contract law: "The consideration for such an agreement is the directors' willingness to serve with the indemnity. 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 ( ... Section 145(g) specifically authorizes a corporation to obtain D&O insurance for directors and officers for liability asserted against them in such capacity or ...

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Michigan Indemnification Agreement between corporation and its current and future directors