Utah Articles of Incorporation with Indemnification
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How to fill out Articles Of Incorporation With Indemnification?
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FAQ
Indemnification is a way to provide limited liability protection to the people whose role is to manage, operate or oversee a company.
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.
Indemnification in the context of nonprofit bylaws generally refers to how the nonprofit will protect its directors and other agents in the event they are sued for acting in their capacity as agents of the nonprofit.
Indemnification clauses are exceedingly common in many contracts, but what you should pay close attention to is the scope of your indemnification agreement. Generally, you should only agree to pay for losses arising from your own actions and not the other party's actions.
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.
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.
Breach of Contract For the state of Utah, the statutes of limitations start running on the date the breach is made?even if the affected party was not aware at the moment. The statute of limitations for contract breaches are: Written contract: Six years. Oral/non-written contract: Four years.
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.
Utah's anti-indemnification statute defines an ?indemnification provision? as an agreement between any combination of construction managers, general contractors, subcontractors, sub-subcontractors or suppliers (collectively, ?construction workers?) ?requiring the promisor to insure, hold harmless, indemnify, or defend ...
What Is an Indemnification Clause? An indemnification clause is a legally binding agreement between two parties specifying that one party (the indemnifying party) will compensate the other party (the indemnified party) for any losses or damages that may arise from a particular event or circumstance.