What is the purpose of an indemnification agreement?

In most contracts, an indemnification clause serves to compensate a party for harm or loss arising in connection with the other party's actions or failure to act. The intent is to shift liability away from one party, and on to the indemnifying party.

Are directors of a company liable for debts?

Because a company is a separate legal entity, directors and shareholders are generally protected from being personally liable for the company's debts. This protection however may be abused when directors allow companies to continue trading and incurring debt despite warnings of potential insolvency.

Can a director indemnify a company?

A director's indemnity involves a company undertaking to protect its directors against liabilities that they may incur in the course of performing their company's duties. A director's indemnity may be required (as in some instances by ASIC) or a company can choose to indemnify its directors.

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Indemnification Agreement between Corporation and Its Directors and...

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

Name: Philadelphia Pennsylvania Indemnification Agreement between Corporation and Its Directors and Non-Director Officers at Vice President Level and Above
Brand: US Legal Forms
Rating: 4.79 (235 reviews)

Category:

Corporations - Public - Indemnification

State:

Multi-State

County:

Philadelphia

Control #:

US-CC-17-102E

Format:

Instant download

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

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How to fill out Philadelphia Pennsylvania Indemnification Agreement Between Corporation And Its Directors And Non-Director Officers At Vice President Level And Above?

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FAQ

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.

Under Section 145(c) of the Delaware General Corporation Law (DGCL), Delaware corporations are required, in certain circumstances, to indemnify directors and officers of the corporation for costs incurred in connection with litigation and other proceedings arising from the official's corporate role, including attorneys

Indemnification. Indemnification is an undertaking by the company to defend the director and officer against the cost of certain claims, including legal fees, litigation awards and settlement costs.

Modification: As opposed to indemnification and advancement rights created by the company's organizational documents, which may be amended by the board or shareholders, indemnification agreements allow the director or officer to prevent the company from unilaterally terminating or reducing the indemnitee's rights.

In most contracts, an indemnification clause serves to compensate a party for harm or loss arising in connection with the other party's actions or failure to act. The intent is to shift liability away from one party, and on to the indemnifying party.

What does "Corporate Indemnification" mean? Generally, indemnification refers to a situation in which one party (the indemnifying party) agrees or is required to cover the costs, losses and/or expenses experienced by another party (the indemnified party).

A deed of indemnity is a contractual agreement between a company and a company director. A deed of indemnity can help to indemnify a director against liabilities or legal costs incurred in his or her professional capacity as a director of the company.

To be held liable, the director must have a close connection to the UK e.g. be a British citizen, an individual ordinarily resident in the UK or a British Overseas citizen. A director found guilty of any of these offences could face a maximum penalty of 10 years imprisonment and/or an unlimited fine.

Because a company is a separate legal entity, directors and shareholders are generally protected from being personally liable for the company's debts. This protection however may be abused when directors allow companies to continue trading and incurring debt despite warnings of potential insolvency.

A director's indemnity involves a company undertaking to protect its directors against liabilities that they may incur in the course of performing their company's duties. A director's indemnity may be required (as in some instances by ASIC) or a company can choose to indemnify its directors.

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We have no agreements obligating the Corporation to nominate a particular candidate as a director, and none of our directors. New York Stock Exchange.Securities Registered Pursuant to Section 12(g) of the Act: None. Indemnification of Directors and Officers" of the information statement. A "non-exclusivity" statute empowers the corporation to use charter provisions or contracts to provide its officers and directors with additional.

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

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FAQ

Can a director indemnify another director?

Does Dgcl require indemnification?

What is indemnification agreement for directors and officers?

What is a director indemnification agreement?

What is the purpose of an indemnification agreement?

What is a corporate indemnification agreement?

What is a directors Deed of indemnity?

When can a director be held personally liable UK?

Are directors of a company liable for debts?

Can a director indemnify a company?

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What is a Philadelphia Indemnification Agreement?

Who does a Philadelphia Indemnification Agreement protect?

What is the purpose of a Philadelphia Indemnification Agreement?

What does indemnification mean?

Why do corporations and executives need protection?

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