The Texas Form of Indemnification Agreement by Southwest Gas is a legal document that outlines the terms and conditions under which Southwest Gas agrees to indemnify and hold harmless its employees, officers, directors, and agents against any claims, damages, losses, or expenses arising out of their roles within the company. This comprehensive agreement provides protection for individuals acting on behalf of Southwest Gas while performing their duties. Key features of the Texas Form of Indemnification Agreement include: 1. Scope: This agreement defines the scope of the indemnification, specifying that it covers claims made against individuals for actions taken within the scope of their official duties and in compliance with the law. 2. Attorneys' Fees: The agreement ensures that individuals are reimbursed for reasonable attorneys' fees and other legal expenses incurred in defending against any covered claims. 3. Indemnification Exceptions: The document may also include exceptions to the indemnification terms, such as cases involving gross negligence or intentional misconduct. These exceptions protect Southwest Gas from potentially unlimited liability. 4. Notice and Defense: The agreement specifies procedures for providing notice of a claim and outlines the company's obligations to defend and settle claims promptly and in good faith. 5. Severability: This provision states that even if any part of the agreement is declared unenforceable, the remaining provisions shall remain valid and enforceable. While the Texas Form of Indemnification Agreement by Southwest Gas is a standard document, there may be different versions tailored to specific scenarios or roles within the company. Some variations include: 1. Board of Directors Indemnification Agreement: This agreement may provide additional indemnification provisions, considering the unique responsibilities and potential liabilities associated with serving on a company's board of directors. 2. Officer Indemnification Agreement: This specific agreement may focus on indemnifying corporate officers and providing clarity regarding their roles and responsibilities. 3. Employee Indemnification Agreement: This version may differ slightly from the standard agreement as it applies to employees in non-executive positions, outlining the parameters for indemnification based on their job duties. Overall, the Texas Form of Indemnification Agreement by Southwest Gas serves as a crucial legal safeguard for individuals associated with the company, ensuring that they are protected against personal liability while they carry out their duties ethically and within the scope of their employment.