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
Wake North Carolina Indemnification Agreement between Corporation and its Directors and Non-Director Officers at Vice President Level and Above An indemnification agreement is a legal document that outlines the rights and obligations of a corporation to indemnify its directors and non-director officers at the vice president level and above. In Wake North Carolina, there are different types of indemnification agreements specifically tailored for different situations. Let's delve into the details: 1. General Indemnification Agreement: This type of indemnification agreement establishes a comprehensive framework to protect directors and non-director officers, holding the position of Vice President or above, from liabilities arising out of their corporate roles. It outlines the terms and conditions under which the corporation commits to providing indemnification, such as legal expenses, settlements, judgments, or fines incurred by the officers while acting in their official capacity. 2. Defense Costs Indemnification Agreement: In certain cases, directors and non-director officers may face legal actions brought against them by third parties. The defense costs indemnification agreement specifically addresses such situations, ensuring that the corporation will cover the expenses incurred during the defense process, including attorney fees, court costs, and related expenses. This agreement serves as an additional layer of protection for the individuals holding high-level positions within the corporation. 3. Advance Payments Indemnification Agreement: To further support the directors and non-director officers, the advance payments' indemnification agreement guarantees the advancement of legal fees and expenses incurred in connection with a covered claim. It ensures that officers have access to financial resources promptly, allowing them to mount a strong defense without experiencing undue financial burden while awaiting the resolution of the legal matter. 4. Indemnification for Corporate Actions Agreement: This type of indemnification agreement specifically addresses indemnification for actions taken by directors and non-director officers during the course of their duties. It outlines the corporation's commitment to protecting individuals from any claims or liabilities that arise due to actions taken in good faith while adhering to applicable laws and regulations. This agreement serves as a shield for officers acting in their official capacities, giving them confidence to make decisions in the best interest of the corporation without fear of personal liability. In summary, Wake North Carolina provides comprehensive indemnification agreements designed to protect both directors and non-director officers at the vice president level and above. These agreements encompass various scenarios, including general indemnification, defense costs coverage, advance payments, and indemnification for corporate actions. By entering into such agreements, corporations demonstrate their commitment to safeguarding their key executives and ensuring they can fulfill their duties without the concern of personal financial repercussions.
Wake North Carolina Indemnification Agreement between Corporation and its Directors and Non-Director Officers at Vice President Level and Above An indemnification agreement is a legal document that outlines the rights and obligations of a corporation to indemnify its directors and non-director officers at the vice president level and above. In Wake North Carolina, there are different types of indemnification agreements specifically tailored for different situations. Let's delve into the details: 1. General Indemnification Agreement: This type of indemnification agreement establishes a comprehensive framework to protect directors and non-director officers, holding the position of Vice President or above, from liabilities arising out of their corporate roles. It outlines the terms and conditions under which the corporation commits to providing indemnification, such as legal expenses, settlements, judgments, or fines incurred by the officers while acting in their official capacity. 2. Defense Costs Indemnification Agreement: In certain cases, directors and non-director officers may face legal actions brought against them by third parties. The defense costs indemnification agreement specifically addresses such situations, ensuring that the corporation will cover the expenses incurred during the defense process, including attorney fees, court costs, and related expenses. This agreement serves as an additional layer of protection for the individuals holding high-level positions within the corporation. 3. Advance Payments Indemnification Agreement: To further support the directors and non-director officers, the advance payments' indemnification agreement guarantees the advancement of legal fees and expenses incurred in connection with a covered claim. It ensures that officers have access to financial resources promptly, allowing them to mount a strong defense without experiencing undue financial burden while awaiting the resolution of the legal matter. 4. Indemnification for Corporate Actions Agreement: This type of indemnification agreement specifically addresses indemnification for actions taken by directors and non-director officers during the course of their duties. It outlines the corporation's commitment to protecting individuals from any claims or liabilities that arise due to actions taken in good faith while adhering to applicable laws and regulations. This agreement serves as a shield for officers acting in their official capacities, giving them confidence to make decisions in the best interest of the corporation without fear of personal liability. In summary, Wake North Carolina provides comprehensive indemnification agreements designed to protect both directors and non-director officers at the vice president level and above. These agreements encompass various scenarios, including general indemnification, defense costs coverage, advance payments, and indemnification for corporate actions. By entering into such agreements, corporations demonstrate their commitment to safeguarding their key executives and ensuring they can fulfill their duties without the concern of personal financial repercussions.