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

Louisiana Director Favorable Director Indemnification Agreement

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

Category:

Corporations - Due Diligence

State:

Multi-State

Control #:

US-DD0603

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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.

How to fill out Louisiana Director Favorable Director Indemnification Agreement?

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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.

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.

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.

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 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.

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.

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.

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.

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.

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The remainder of this cover page shall be filled out for areportingDirector, U.S. Taxation, TransCanada USA Services Inc. 700 Louisiana Street, ... Indemnification provisions and agreements are commonplace in contractsThis type of agreement is the most beneficial to an indemnitee ...By JJ Hanks Jr · 1988 · Cited by 234 ? directors themselves from personal liability for money damages.2 The standardimpact in Louisiana, Maryland, and Nevada, which include officers in their. A substantial uptick in securities litigation and an increased regulatory enforcement focus have put directors and officers squarely in the ... A. A corporation may indemnify and advance expenses under this Subpart to anthe bylaws, a resolution of the board of directors, or contract except for ... 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. Indemnification set forth in Section 3 of this Agreement. The Director may contest a determination that he or she is not entitled to indemnification by ... Practice on Directors and Officers Liability Insurance,corporation on a separate indemnification agreement that details indemnification. 1000 Louisiana Street. Suite 4300. Houston, Texas 77002. PROXY STATEMENT. 2012 ANNUAL MEETING OF STOCKHOLDERS. The Board of Directors of the Company ... Incorporation, bylaws or indemnification agreements will survive the mergerofficers and directors of the selling corporation, the existing directors' ...

Louisiana Director Favorable Director Indemnification Agreement

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