Hawaii Indemnification Agreement between corporation and its current and future directors

• Category: Corporations - Public - Indemnification
• State: Multi-State
• Control #: US-CC-17-197C
• Format: Word; Rich Text

Description

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 Hawaii Indemnification Agreement between Corporation and its Current and Future Directors An indemnification agreement is a legal document that outlines the responsibilities and liabilities between a corporation and its directors. In Hawaii, this agreement serves to protect directors from potential legal claims and expenses that may arise in the course of their duties. Keyword: Hawaii Indemnification Agreement. One type of indemnification agreement in Hawaii is the "General Indemnification Agreement." This type of agreement offers comprehensive protection to current and future directors of the corporation, shielding them from personal liability for acts performed within the scope of their official duties. It covers legal expenses, judgments, settlements, and even certain expenses incurred during investigations. Keyword: General Indemnification Agreement. Another type of indemnification agreement between a corporation and its directors in Hawaii is the "Advancement of Expenses Agreement." This agreement allows the directors to request an advance payment from the corporation for legal expenses they may incur during legal proceedings related to their directorial responsibilities. Keyword: Advancement of Expenses Agreement. Additionally, Hawaii corporations may have a "Limited Indemnification Agreement" in place, which provides indemnification to directors only to the extent permitted by the Hawaii Revised Statutes. This agreement limits indemnification to cases where the director acted in good faith and reasonably believed their actions were in the best interest of the corporation. Keyword: Limited Indemnification Agreement. The Hawaii Indemnification Agreement typically includes the following key elements: 1. Scope of Coverage: This section outlines the extent of indemnification, including the type of expenses covered and any limitations or conditions. 2. Procedures for the Indemnification Process: It specifies the steps required for directors to seek indemnification, such as providing written notice to the corporation and cooperating with the investigation or legal proceedings. 3. Advancement of Expenses: If applicable, this section details the procedure for directors to request advances for legal expenses. 4. Standard of Conduct: This clause lays out the standard of conduct required to qualify for indemnification, often requiring directors to act in good faith and in the best interest of the corporation. 5. Indemnification in Third-Party Claims: It covers indemnification in situations where the director faces legal actions initiated by third parties. 6. Indemnification for Expenses Incurred in Internal Proceedings: This section addresses potential legal costs directors may bear in internal proceedings, such as derivative actions brought on behalf of the corporation. 7. Indemnification for Successful Defense: It outlines the corporation's obligation to indemnify directors when they successfully defend against any legal actions related to their directorial role. 8. Severability: This clause ensures that if any part of the agreement is deemed unenforceable, the remaining provisions will still be valid. Directors in Hawaii corporations should carefully review and understand the terms and conditions of the indemnification agreement to ensure they are adequately protected from potential legal risks. Seek legal counsel to draft or review the agreement, as it should be tailored to the specific needs and requirements of the corporation and its directors.

Hawaii Indemnification Agreement between Corporation and its Current and Future Directors An indemnification agreement is a legal document that outlines the responsibilities and liabilities between a corporation and its directors. In Hawaii, this agreement serves to protect directors from potential legal claims and expenses that may arise in the course of their duties. Keyword: Hawaii Indemnification Agreement. One type of indemnification agreement in Hawaii is the "General Indemnification Agreement." This type of agreement offers comprehensive protection to current and future directors of the corporation, shielding them from personal liability for acts performed within the scope of their official duties. It covers legal expenses, judgments, settlements, and even certain expenses incurred during investigations. Keyword: General Indemnification Agreement. Another type of indemnification agreement between a corporation and its directors in Hawaii is the "Advancement of Expenses Agreement." This agreement allows the directors to request an advance payment from the corporation for legal expenses they may incur during legal proceedings related to their directorial responsibilities. Keyword: Advancement of Expenses Agreement. Additionally, Hawaii corporations may have a "Limited Indemnification Agreement" in place, which provides indemnification to directors only to the extent permitted by the Hawaii Revised Statutes. This agreement limits indemnification to cases where the director acted in good faith and reasonably believed their actions were in the best interest of the corporation. Keyword: Limited Indemnification Agreement. The Hawaii Indemnification Agreement typically includes the following key elements: 1. Scope of Coverage: This section outlines the extent of indemnification, including the type of expenses covered and any limitations or conditions. 2. Procedures for the Indemnification Process: It specifies the steps required for directors to seek indemnification, such as providing written notice to the corporation and cooperating with the investigation or legal proceedings. 3. Advancement of Expenses: If applicable, this section details the procedure for directors to request advances for legal expenses. 4. Standard of Conduct: This clause lays out the standard of conduct required to qualify for indemnification, often requiring directors to act in good faith and in the best interest of the corporation. 5. Indemnification in Third-Party Claims: It covers indemnification in situations where the director faces legal actions initiated by third parties. 6. Indemnification for Expenses Incurred in Internal Proceedings: This section addresses potential legal costs directors may bear in internal proceedings, such as derivative actions brought on behalf of the corporation. 7. Indemnification for Successful Defense: It outlines the corporation's obligation to indemnify directors when they successfully defend against any legal actions related to their directorial role. 8. Severability: This clause ensures that if any part of the agreement is deemed unenforceable, the remaining provisions will still be valid. Directors in Hawaii corporations should carefully review and understand the terms and conditions of the indemnification agreement to ensure they are adequately protected from potential legal risks. Seek legal counsel to draft or review the agreement, as it should be tailored to the specific needs and requirements of the corporation and its directors.