The Washington Amendment of Articles to Expand Indemnification of Agents is a legal provision that aims to enhance the protection and indemnification of agents operating in the state of Washington. This amendment is especially important for businesses and organizations that rely on agents to carry out their operations and need to safeguard them from potential liabilities and legal risks. Under this amendment, there are a few distinct types that expand the indemnification rights and provisions for agents. These variations can be summarized as follows: 1. Broadened Scope of Indemnification: The Washington Amendment broadens the scope of indemnification by allowing businesses to indemnify their agents against claims, damages, liabilities, and expenses incurred while performing their duties on behalf of the organization. This includes legal fees, settlements, and judgments that agents may encounter while acting within the scope of their authority. 2. Financial Protection: This amendment provides agents with financial protection by allowing businesses to advance funds to agents to cover expenses related to legal proceedings or potential liabilities. These funds can be used to hire legal representation or handle any personal financial burdens resulting from their acts as agents. 3. Retroactive Application: The Washington Amendment allows businesses to retroactively apply indemnification provisions to acts or omissions of agents that occurred before the amendment's effective date. This ensures that agents are protected even for actions taken prior to the implementation of these expanded rights. 4. Indemnification for Serving Other Entities: The amendment enables businesses to extend indemnification to agents who also serve on the boards or as employees of other entities, as long as they are acting within the scope of their agency for the organization providing the indemnification. This provision ensures that agents are protected even when they are involved in multiple roles across different entities. 5. Limitations and Requirements: While this amendment expands indemnification rights for agents, it does include certain limitations and requirements. For example, it may stipulate that indemnification is contingent on the agent acting in good faith and in a manner reasonably believed to be in the best interests of the organization. Additionally, indemnification may be limited in cases where the agent is found to be liable due to intentional misconduct or gross negligence. Overall, the Washington Amendment of Articles to Expand Indemnification of Agents provides an increased level of protection and support for agents operating within the state. By broadening the scope of indemnification and introducing provisions that advance funds and retroactively apply to past actions, this amendment helps to ensure that agents can operate with confidence and security, knowing they are supported in their roles and protected from potential liabilities.
Washington Amendment of Articles to Expand Indemnification of Agents
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Indemnity is implicated when a person discharges another's duty: A person who, in whole or in part, has discharged a duty which is owed by him but which as between himself and another should have been discharged by the other, is entitled to indemnity from the other, unless the payor is barred by the wrongful nature of ...
115, Washington's construction anti-indemnity law. As background, the law voids indemnity provisions requiring construction contractors and designers to defend personal injury and property damage claims caused by another party's negligence.
Requirement for and duties of board of directors. (1) Each corporation must have a board of directors, except that a corporation may dispense with or limit the authority of its board of directors by describing in its articles of incorporation, or in a shareholders' agreement authorized by RCW 23B.
(1) A membership corporation shall give notice to the members of the date, time, and place of each annual, regular, or special meeting of the members.
(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 ...
In the indemnity clause, one party commits to compensate another party for any prospective loss or damage. More common is in insurance contracts, in exchange for premiums paid by the insured to the insurer, the insurer offers to compensate the insured for any potential damages or losses.
?To indemnify? means to compensate someone for his/her harm or loss. 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.
(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 ...