What is the purpose of an indemnification agreement?

Indemnification clauses are clauses in contracts that set out to protect one party from liability if a third-party or third entity is harmed in any way. It's a clause that contractually obligates one party to compensate another party for losses or damages that have occurred or could occur in the future.

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Director Favorable Director Indemnification Agreement

Hawaii Director Favorable Director Indemnification Agreement

Name: Hawaii Director Favorable Director Indemnification Agreement
Brand: US Legal Forms
Rating: 4.63 (380 reviews)

Category:

Corporations - Due Diligence

State:

Multi-State

Control #:

US-DD0603

Format:

Instant download

Description

This is a due diligence contract provision that a company will provide reimbursement for any losses that the director may incur in business transactions.

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How to fill out Hawaii Director Favorable Director Indemnification Agreement?

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FAQ

Indemnification clauses are clauses in contracts that set out to protect one party from liability if a third-party or third entity is harmed in any way. It's a clause that contractually obligates one party to compensate another party for losses or damages that have occurred or could occur in the future.

Subject to the exceptions mentioned below, the Companies Law prohibits a company and its subsidiaries from exempting any director from, or indemnifying any director against, any liability incurred by the director as a result of the director acting as a director of the company.

Further, in light of the recent amendments to Section 145, only certain officers are entitled to mandatory indemnification of expenses as a matter of law when they are successful on the merits; an indemnification agreement allows a director or officer to secure such rights in the absence of express statutory coverage.

Companies may indemnify directors against the legal and financial costs of proceedings brought by third parties. This does not extend to the legal costs of unsuccessful defence of criminal proceedings, fines imposed by criminal proceedings and fines imposed by regulatory bodies.

An indemnity agreement is a contract that protect one party of a transaction from the risks or liabilities created by the other party of the transaction. Hold harmless agreement, no-fault agreement, release of liability, or waiver of liability are other terms for an indemnity agreement.200c

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.

Indemnification provisions are generally enforceable. There are certain exceptions however. Indemnifications that require a party to indemnify another party for any claim irrespective of fault ('broad form' or 'no fault' indemnities) generally have been found to violate public policy.

A director's or officer's right to indemnification and advancement of expenses is subject to the company's ability to pay, and several legal limitations. Bankruptcy Law Limits. Claims against directors and officers more frequently occur when the company is under financial distress that leads to bankruptcy.

Any UK company can now indemnify any of its directors, and any director of a company in the same group, against damages, costs and interest awarded against him in civil proceedings brought by a third party, and against legal and other costs incurred in defending both civil and criminal proceedings if and when the

Indemnification is a legal agreement by one party to hold another party blameless not liable for potential losses or damages.

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414-17 Appeal from department director's refusal to file414-19 Certificates and certified copies to be received in414-162 Voting agreements. Management Program for the University of Hawaii system,if that party has agreed to an indemnification clause in favorappropriate dean or director.Companies must file with the SEC any agreements with a director (for example, indemnification agreements which are publicly available on the ... By ME Barrett · Cited by 10 ? Most state general corporation statutes permit a corporation to indemnify its directors, officers, employees, and agents for expenses incurred in defend-. By JJ Hanks Jr · 1988 · Cited by 234 ? directors themselves from personal liability for money damages.2 The standardholding company headquartered in Seattle, and five of its officers agreed ... This Standard Document is a form of indemnification agreement for directors and officers of a Delaware reporting company. In the indemnification agreement, ... Orchestrating this transaction, Defendants (both the Directors andThat said, the Directors' indemnification agreement appears to be more favorable. These Standard Terms & Conditions are intended to cover the furnishing and paying forindemnify, and hold harmless Hawaiian and its directors, officers, ... By HL Ulrich · 1982 · Cited by 2 ? Indemnification of Corporate Directors and Officers, 77 YALE L.J. 1078 (1967) a director may be entitled under by-law, contract or other corporate. By W Effross · 1993 · Cited by 26 ? sidering whether to serve as a director or officer of a corporation .holder resolution or an indemnification agreement or contract.84.

Hawaii Director Favorable Director Indemnification Agreement

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What is the purpose of an indemnification agreement?

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What is a director indemnification agreement?

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