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A director and officer indemnification agreement is a contract that allows executives to protect themselves from claims made against them while performing job.
In the agreement, the company agrees to reimburse the director or officer for losses incurred in legal proceedings related to their service as a director or officer and to advance funds to the director or officer to pay expenses as they are incurred.
Although similar to a hold harmless agreement, an indemnity agreement is an arrangement whereby one party agrees to pay the other party for any damages regardless of who is at fault.