An Oregon Indemnity Agreement is a legally binding contract entered into between a corporation and its directors, officers, employees, and agents. This agreement provides protection and financial security to individuals who serve in these positions by indemnifying them against certain liabilities, costs, and expenses arising from their roles in the corporation. The primary purpose of an Oregon Indemnity Agreement is to ensure that the corporation compensates its directors, officers, employees, and agents for any legal fees, judgments, settlements, or other costs incurred as a result of claims or lawsuits brought against them while acting in their official capacity. This indemnification extends to any claims arising from alleged negligence, breach of fiduciary duty, or other acts or omissions committed by these individuals. There are different types of Oregon Indemnity Agreements tailored to specific situations and circumstances. Some of these agreements include: 1. Standard Oregon Indemnity Agreement: This is the most commonly used agreement which provides general indemnification to directors, officers, employees, and agents in line with the legal requirements set forth by the state of Oregon. 2. Enhanced Oregon Indemnity Agreement: This agreement offers additional protections and wider indemnification coverage, which may go beyond the standard provisions mandated by state law. Enhanced agreements often offer higher limits of indemnification and provide coverage for a broader range of liabilities and expenses. 3. Specific Oregon Indemnity Agreement: This agreement focuses on indemnifying individuals for specific risks, liabilities, or activities associated with their roles. For example, a corporation may enter into a specific indemnity agreement with its directors to protect them against claims arising from mergers and acquisitions, financial transactions, or regulatory compliance matters. It is important to note that while an Oregon Indemnity Agreement offers valuable protection, there may be limitations imposed by state laws and corporate bylaws. It is crucial for individuals entering into such agreements to thoroughly review and understand the terms, conditions, and limits of indemnification provided. Seeking professional legal advice is highly recommended ensuring the agreement adequately safeguards their interests. In conclusion, an Oregon Indemnity Agreement is a crucial legal instrument that provides financial protection and peace of mind to directors, officers, employees, and agents of corporations. By indemnifying these individuals against potential liabilities and expenses, this agreement incentivizes capable professionals to serve in these positions, fostering corporate growth and maintaining strong leadership.
Oregon Indemnity Agreement between corporation and directors officers employees and agents of corporation
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How to fill out Oregon Indemnity Agreement Between Corporation And Directors Officers Employees And Agents Of Corporation?
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FAQ
A director and officer indemnification agreement is a contract that allows executives to protect themselves from claims made against them while performing job. Indemnification means that in the event a lawsuit is filed against a company, the indemnified party is "held harmless" from claims.
For example, A promises to deliver certain goods to B for Rs. 2,000 every month. C comes in and promises to indemnify B's losses if A fails to so deliver the goods. This is how B and C will enter into contractual obligations of indemnity.
Indemnity is a type of insurance compensation paid for damage or loss. When the term is used in the legal sense, it also may refer to an exemption from liability for damage. Indemnity is a contractual agreement between two parties in which one party agrees to pay for potential losses or damage caused by another party.
Indemnity Agreement: Although similar to a hold harmless agreement, an indemnity agreement is an arrangement whereby one party agrees to pay the other party for any damages regardless of who is at fault.
In corporate law, an indemnity agreement serves to hold Board Directors and company executives free from personal liability if the company becomes sued or suffers damages.
Insurance ? The indemnification agreement typically will require that the company provide D&O liability insurance that protects the indemnitee to the same extent as the most favorably insured of the company's and its affiliates' current directors and officers.
Although similar to a hold harmless agreement, an indemnity agreement is an arrangement whereby one party agrees to pay the other party for any damages regardless of who is at fault.
Section 145(b) empowers a corporation to indemnify its directors against expenses incurred in connection with the defense or settlement of an action brought by or in the right of the corporation, subject to the standard of conduct determination, and except that no indemnification may be made as to any claim to which ...