What is the purpose of an indemnification clause?

An indemnification clause may allow: The indemnified party to recover certain types of losses, such as attorney's fees, which are not typically recoverable under a common law cause of action. The indemnifying party to reduce its liability by incorporating: Liability cap.

How do you draft corporate bylaws?

Here are eight key things to include when writing bylaws. Basic Corporate Information. The bylaws should include your corporation's formal name and the address of its main place of business.Board of Directors.Officers.Shareholders.Committees.Meetings.Conflicts of Interest.Amendment.

What is the purpose of an indemnification clause?

An indemnification clause may allow: The indemnified party to recover certain types of losses, such as attorney's fees, which are not typically recoverable under a common law cause of action. The indemnifying party to reduce its liability by incorporating: Liability cap.

How do you draft corporate bylaws?

Here are eight key things to include when writing bylaws. Basic Corporate Information. The bylaws should include your corporation's formal name and the address of its main place of business.Board of Directors.Officers.Shareholders.Committees.Meetings.Conflicts of Interest.Amendment.

What is the purpose of an indemnification clause?

An indemnification clause may allow: The indemnified party to recover certain types of losses, such as attorney's fees, which are not typically recoverable under a common law cause of action. The indemnifying party to reduce its liability by incorporating: Liability cap.

How do you draft corporate bylaws?

Here are eight key things to include when writing bylaws. Basic Corporate Information. The bylaws should include your corporation's formal name and the address of its main place of business.Board of Directors.Officers.Shareholders.Committees.Meetings.Conflicts of Interest.Amendment.

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Proposed amendment to Bylaws regarding director and officer...

Santa Clara California Proposed amendment to Bylaws regarding director and officer indemnification with copy of amendment

Name: Santa Clara California Proposed amendment to Bylaws regarding director and officer indemnification with copy of amendment
Brand: US Legal Forms
Rating: 4.61 (325 reviews)

Category:

Corporations - Public - Indemnification

State:

Multi-State

County:

Santa Clara

Control #:

US-CC-17-113A

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This sample form, a detailed Proposed Amendment to Bylaws Re: Director and Officer Indemnifiation w/Copy of Amendment, is a model for use in corporate matters. The language is easily adapted to fit your specific circumstances. Available in several standard formats.

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How to fill out Santa Clara California Proposed Amendment To Bylaws Regarding Director And Officer Indemnification With Copy Of Amendment?

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FAQ

Why are indemnification provisions important? Indemnification clauses allow a contracting party to: Customize the amount of risk it is willing to undertake in each transaction and with every counterparty. Protect itself from damages and lawsuits that are more efficiently borne by the counterparty.

Yes it does. In a lawsuit or proceeding brought by a third party ? those outside of the company and not in a derivative manner on behalf of the corporation ? directors and officers may be indemnified for actual and reasonably incurred expenses, including attorney's fees, judgments, fees and amounts paid in settlement.

Indemnification in the context of nonprofit bylaws generally refers to how the nonprofit will protect its directors and other agents in the event they are sued for acting in their capacity as agents of the nonprofit.

An indemnity agreement is a contract that protects one party of a transaction from the risks or liabilities created by the other party of the transaction. Hold harmless agreement, no-fault agreement, release of liability, or waiver of liability are other terms for an indemnity agreement.?

Indemnification is where the company reimburses the director or officer for the attorneys' fees and costs, and potentially judgments, incurred in connection with claims arising out of the director's or officer's service to the company.

An indemnification clause may allow: The indemnified party to recover certain types of losses, such as attorney's fees, which are not typically recoverable under a common law cause of action. The indemnifying party to reduce its liability by incorporating: Liability cap.

Here are eight key things to include when writing bylaws. Basic Corporate Information. The bylaws should include your corporation's formal name and the address of its main place of business.Board of Directors.Officers.Shareholders.Committees.Meetings.Conflicts of Interest.Amendment.

Make a draft bylaw Some of the most essential elements that need to be included in a draft bylaw are your organization's name and purpose, information about memberships, the roles and duties of board members, how to handle financial information, and an outline of how to keep the bylaws up to date or amended.

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.

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IHC, including its name and purpose, are identified in the bylaws. C. Directors, Officers and Members of An Other Body.University Communications, Building 170, 450 Serra Mall, Stanford, Santa Clara County,. (b) fill vacancies on the board of directors or in any committee which has the authority of the board;. (c) amend or repeal bylaws or adopt new bylaws;. Identification No.) 3250 Olcott Street. Santa Clara, California 95054. Suite 200 1671 Dell Avenue, Campbell 95008 in Santa Clara County, California. Proposed Bylaws amendments recommended for review and consideration are attached. AMENDED AND RESTATED. BYLAWS.

Santa Clara California Proposed amendment to Bylaws regarding director and officer indemnification with copy of amendment

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