The Washington Indemnification Agreement between a corporation and its directors and non-director officers at the Vice President level and above serves as a legal contract that outlines the terms and conditions for indemnifying these individuals for liabilities incurred while acting in their official capacities. This agreement aims to protect corporate leaders from personal financial loss in situations where they are facing legal action due to their actions or decisions made in their professional roles. The agreement typically defines the roles and responsibilities of the corporation, directors, and non-director officers regarding indemnification. It outlines the extent of indemnification, the conditions under which indemnification is provided, and any applicable limitations or exclusions. The agreement may also establish procedures for seeking indemnification, including how claims are to be made, reviewed, and approved. Keywords: Washington Indemnification Agreement, corporation, directors, non-director officers, Vice President level, indemnification, liabilities, legal action, decisions, professional roles, personal financial loss, terms and conditions, roles and responsibilities, extent of indemnification, conditions, limitations, exclusions, procedures, claims, reviewed, approved. Different types of Washington Indemnification Agreements between a corporation and its directors and non-director officers at the Vice President level and above may include: 1. General Indemnification Agreement: This type of agreement provides comprehensive indemnification for directors and officers against a wide range of liabilities, including legal expenses, settlement costs, and damages. 2. Limited Indemnification Agreement: As the name suggests, this agreement offers a more restricted scope of indemnification, specifying certain limitations and exclusions that may be applicable to certain types of liabilities or actions. 3. Advancement of Expenses Agreement: This agreement specifically focuses on the advancement and reimbursement of legal expenses incurred by directors and officers during legal proceedings. It may outline the process and conditions under which these expenses will be covered by the corporation. 4. Indemnification Agreement for Specific Events: In certain situations, corporations may opt for a targeted indemnification agreement that addresses specific events, such as mergers, acquisitions, or other significant corporate transactions. This type of agreement may outline unique indemnification provisions and terms tailored to the specific circumstances. Keywords: General Indemnification Agreement, Limited Indemnification Agreement, Advancement of Expenses Agreement, Indemnification Agreement for Specific Events, legal expenses, reimbursement, targeted indemnification provisions, mergers, acquisitions, corporate transactions, circumstances.
Washington Indemnification Agreement between Corporation and Its Directors and Non-Director Officers at Vice President Level and Above
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FAQ
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.
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.
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.
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 ...
(1) A limited liability company may indemnify any member or manager from and against any judgments, settlements, penalties, fines, or expenses incurred in a proceeding or obligate itself to advance or reimburse expenses incurred in a proceeding to which a person is a party because such person is, or was, a member or a ...