New Hampshire Indemnification Agreement between Corporation and Its Directors and Non-Director Officers at Vice President Level and Above

• Category: Corporations - Public - Indemnification
• State: Multi-State
• Control #: US-CC-17-102E
• Format: Word; Rich Text

Description

17-102E 17-102E . . . Indemnification Agreements between corporation and its directors and non-director officers at level of Vice President and above. The proposal states that Board anticipates that, if these Indemnification Agreements are ratified and approved, corporation may enter into similar Indemnification Agreements with new directors and non-director officers at same levels without seeking stockholder approval or ratification and that stockholder who votes in favor of ratification and approval sought herein may be estopped from making a claim that such future agreements are invalid New Hampshire Indemnification Agreement between Corporation and Its Directors and Non-Director Officers at Vice President Level and Above is a legal contract that outlines the terms and conditions of indemnification provided by a corporation to its high-ranking officers in the case of legal claims or liabilities arising from their role in the company. This agreement aims to protect directors and officers by ensuring their financial security and mitigating potential risks associated with their decision-making responsibilities. The New Hampshire Indemnification Agreement typically includes the following key provisions: 1. Parties and Effective Date: Clearly identifies the corporation and the directors and non-director officers at the vice president level and above who are covered under the agreement. It also states the effective date from which the agreement becomes enforceable. 2. Definitions: Provides detailed definitions of important terms used throughout the agreement, such as "corporation," "officers," "director," "indemnification," and "expenses." 3. Scope of Indemnification: Outlines the extent of indemnification provided by the corporation to its directors and non-director officers, including the reimbursement of legal fees, expenses, judgments, fines, and settlements incurred in connection with legal proceedings. 4. Limitations and Exclusions: Specifies any limitations or exclusions to the indemnification, such as acts of fraud, intentional misconduct, or violations of applicable laws or regulations. 5. Advancement of Expenses: Clarifies that the corporation will advance legal expenses and costs to directors and officers prior to the final determination of their entitlement to indemnification, but subject to repayment if it is determined that they are not entitled to indemnification. 6. Procedure and Notification: Outlines the procedure for seeking indemnification, including prompt notification to the corporation about any legal proceedings, cooperation with the corporation in the defense of such proceedings, and submission of documentation to support the indemnification request. 7. Insurance Coverage: Addresses the corporation's obligation to obtain and maintain adequate directors and officers (D&O) liability insurance coverage to protect both the corporation and its directors and officers. 8. Mandatory Indemnification: States that the corporation is required, to the fullest extent permitted by law, to indemnify directors and officers against legal expenses and liabilities incurred in their official capacity. Different types of New Hampshire Indemnification Agreements may exist based on factors such as the size, nature, and specific requirements of the corporation. These may include: 1. Basic Indemnification Agreement: A standard agreement that provides essential indemnification provisions to protect directors and officers. 2. Enhanced Indemnification Agreement: An agreement that offers extended indemnification coverage, including broader protection against lawsuits, legal actions, and liabilities arising in the course of performing their duties. 3. Tailored Indemnification Agreement: An agreement customized to meet the unique needs of a specific corporation, considering factors such as industry regulations, potential risks, and individual director and officer responsibilities. 4. Indemnification Agreement with Side Letters: In some cases, additional side letters may be attached to the primary agreement, addressing specific concerns or unique circumstances related to indemnification. In conclusion, the New Hampshire Indemnification Agreement between Corporation and Its Directors and Non-Director Officers at Vice President Level and Above is a comprehensive, legally binding contract that safeguards high-ranking officers from financial risks associated with their roles in the company. It assures them of indemnification for legal expenses, judgments, fines, and settlements incurred during their service, subject to certain limitations and exclusions. Different types of agreements may exist, tailored to meet the specific needs and circumstances of the corporation.

New Hampshire Indemnification Agreement between Corporation and Its Directors and Non-Director Officers at Vice President Level and Above is a legal contract that outlines the terms and conditions of indemnification provided by a corporation to its high-ranking officers in the case of legal claims or liabilities arising from their role in the company. This agreement aims to protect directors and officers by ensuring their financial security and mitigating potential risks associated with their decision-making responsibilities. The New Hampshire Indemnification Agreement typically includes the following key provisions: 1. Parties and Effective Date: Clearly identifies the corporation and the directors and non-director officers at the vice president level and above who are covered under the agreement. It also states the effective date from which the agreement becomes enforceable. 2. Definitions: Provides detailed definitions of important terms used throughout the agreement, such as "corporation," "officers," "director," "indemnification," and "expenses." 3. Scope of Indemnification: Outlines the extent of indemnification provided by the corporation to its directors and non-director officers, including the reimbursement of legal fees, expenses, judgments, fines, and settlements incurred in connection with legal proceedings. 4. Limitations and Exclusions: Specifies any limitations or exclusions to the indemnification, such as acts of fraud, intentional misconduct, or violations of applicable laws or regulations. 5. Advancement of Expenses: Clarifies that the corporation will advance legal expenses and costs to directors and officers prior to the final determination of their entitlement to indemnification, but subject to repayment if it is determined that they are not entitled to indemnification. 6. Procedure and Notification: Outlines the procedure for seeking indemnification, including prompt notification to the corporation about any legal proceedings, cooperation with the corporation in the defense of such proceedings, and submission of documentation to support the indemnification request. 7. Insurance Coverage: Addresses the corporation's obligation to obtain and maintain adequate directors and officers (D&O) liability insurance coverage to protect both the corporation and its directors and officers. 8. Mandatory Indemnification: States that the corporation is required, to the fullest extent permitted by law, to indemnify directors and officers against legal expenses and liabilities incurred in their official capacity. Different types of New Hampshire Indemnification Agreements may exist based on factors such as the size, nature, and specific requirements of the corporation. These may include: 1. Basic Indemnification Agreement: A standard agreement that provides essential indemnification provisions to protect directors and officers. 2. Enhanced Indemnification Agreement: An agreement that offers extended indemnification coverage, including broader protection against lawsuits, legal actions, and liabilities arising in the course of performing their duties. 3. Tailored Indemnification Agreement: An agreement customized to meet the unique needs of a specific corporation, considering factors such as industry regulations, potential risks, and individual director and officer responsibilities. 4. Indemnification Agreement with Side Letters: In some cases, additional side letters may be attached to the primary agreement, addressing specific concerns or unique circumstances related to indemnification. In conclusion, the New Hampshire Indemnification Agreement between Corporation and Its Directors and Non-Director Officers at Vice President Level and Above is a comprehensive, legally binding contract that safeguards high-ranking officers from financial risks associated with their roles in the company. It assures them of indemnification for legal expenses, judgments, fines, and settlements incurred during their service, subject to certain limitations and exclusions. Different types of agreements may exist, tailored to meet the specific needs and circumstances of the corporation.