Harris Texas Indemnity Agreement refers to a legally binding contract that establishes the terms and conditions under which a corporation indemnifies its directors and/or officers in the state of Texas. This agreement is designed to protect directors and officers from potential liabilities that may arise in the course of their duties while working for the corporation. The agreement outlines the corporation's commitment to cover legal costs, damages, and other expenses incurred as a result of lawsuits or claims filed against the directors and/or officers. There are various types of Harris Texas Indemnity Agreements, each catering to specific circumstances and needs. These types of agreements may include: 1. General Indemnity Agreement: This is the most common type of agreement that offers broad indemnification protection to directors and officers. It covers a wide range of liabilities, including legal fees, settlements, judgments, and other related expenses. 2. Advancement of Expenses Agreement: This type of agreement allows the corporation to provide immediate financial assistance to directors and officers for legal expenses and liabilities before the final resolution of a lawsuit or claim. It ensures that directors and officers do not face financial burdens during legal proceedings. 3. Indemnity Agreement with Limitations: Some agreements may include certain restrictions or limitations on the extent of indemnification. These limitations could be based on specific scenarios, such as cases where the director or officer acted in bad faith or engaged in intentional misconduct. 4. Indemnity Agreement for Specific Roles or Circumstances: These agreements may be tailored to cater to specific positions or circumstances within the corporation. For example, there might be separate agreements for executive officers, board members, or individuals serving in risky roles or industries. 5. Indemnity Agreement for Non-Profit Corporations: Non-profit organizations often have their own unique indemnity agreement types that align with their specific legal requirements and regulations. It is crucial for both the corporation and directors/officers to carefully review and negotiate the terms and conditions outlined in the Harris Texas Indemnity Agreement. Legal counsel is highly recommended ensuring that the agreement adequately addresses the potential risks and liabilities faced by the directors and officers while aligning with the corporation's best interests.