A Broward Florida Indemnification Agreement is a legally binding document that outlines the terms and conditions under which a corporation agrees to indemnify its directors. This agreement serves as a means to protect directors from personal liability for actions taken in their official capacity. One key aspect of this agreement is the method for determining whether the standards for indemnification have been met. This typically involves a thorough evaluation of the director's conduct and adherence to their fiduciary duties. The agreement may specify certain criteria or benchmarks that need to be satisfied before indemnification can be granted. The Broward Florida Indemnification Agreement may include various types or provisions to address the different scenarios that could warrant indemnification. Some possible types include: 1. Standard Indemnification Clause: This type of clause provides general indemnification to directors for actions taken in good faith and in the best interest of the corporation. It may cover legal expenses, settlements, and judgments incurred as a result of lawsuits or claims. 2. Advancement of Expenses: This provision allows the corporation to provide advances to directors for legal fees and other expenses related to a covered claim. It ensures that directors have access to necessary funds during legal proceedings. 3. Indemnification for Successful Defense: This type of provision extends indemnification to directors who successfully defend against claims brought against them. It ensures that directors are not burdened with the financial costs of defending themselves in court, even if the claims are ultimately dismissed. 4. Limited Indemnification: In certain situations, the agreement may specify that indemnification is only available up to a certain limit. This limit could be determined by factors such as the director's level of responsibility, the type of claim, or the financial capacity of the corporation. 5. Indemnification for Specific Actions: This provision may outline specific actions or roles for which directors are eligible for indemnification. For example, it could cover actions related to mergers and acquisitions, compliance with regulatory requirements, or strategic decision-making. Ultimately, the Broward Florida Indemnification Agreement is designed to provide assurance and protection to the corporation's directors. By establishing a clear method for determining when indemnification is appropriate and specifying different types of indemnification, this agreement helps to mitigate the risks associated with directorship and promotes a favorable environment for corporate governance.
Broward Florida Indemnification Agreement between corporation and its directors regarding method for determining whether standards for indemnification have been met
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How to fill out Broward Florida Indemnification Agreement Between Corporation And Its Directors Regarding Method For Determining Whether Standards For Indemnification Have Been Met?
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Companies may indemnify directors against the legal and financial costs of proceedings brought by third parties. This does not extend to the legal costs of unsuccessful defence of criminal proceedings, fines imposed by criminal proceedings and fines imposed by regulatory bodies.
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.
An indemnification provision allocates the risk and expense in the event of a breach, default, or misconduct by one of the parties. By Jennifer Paley. An indemnification provision, also known as a hold harmless provision, is a clause used in contracts to shift potential costs from one party to the other.
Maric Law Office A company can usually indemnify a director for his/her defense costs and/or damages, judgments and settlements if he/she was the only one responsible for the procedure and was found guilty. In such case the usual conditions would apply as to proof of the amount of damage, defense costs etc.
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).
Further, in light of the recent amendments to Section 145, only certain officers are entitled to mandatory indemnification of expenses as a matter of law when they are successful on the merits; an indemnification agreement allows a director or officer to secure such rights in the absence of express statutory coverage.
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.
There are two possible options: giving directors an exemption from any liability to the company and an indemnity against liability to third parties; taking out and paying for insurance against any liability incurred by the directors.
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.
An Alberta corporation is not permitted to indemnify its directors for their actions if they have not acted honestly and in good faith with a view to the best interests of the corporation that is, if they have breached their fiduciary duty to the corporation.