What is a standard indemnification clause?

Indemnification clauses are clauses in contracts that set out to protect one party from liability if a third-party or third entity is harmed in any way. It's a clause that contractually obligates one party to compensate another party for losses or damages that have occurred or could occur in the future.

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Amendment of Articles to Expand Indemnification of Agents

Fairfax Virginia Amendment of Articles to Expand Indemnification of Agents

Name: Fairfax Virginia Amendment of Articles to Expand Indemnification of Agents
Brand: US Legal Forms
Rating: 4.88 (240 reviews)

Category:

Corporations - Public - Indemnification

State:

Multi-State

County:

Fairfax

Control #:

US-CC-17-189-NE

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Instant download

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This sample form, a detailed Amendment of Articles to Expand Indemnification of Agents, 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 Fairfax Virginia Amendment Of Articles To Expand Indemnification Of Agents?

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Party A shall indemnify, defend and hold harmless Party B against any and all loss arising out of, by reason of, in connection with or as a result of third-party claims in connection with intellectual property that is the subject matter of license under this agreement.

Owners of corporations and limited liability companies can have statutory and contractual obligations to indemnify officers, directors, managers, and members for legal fees incurred in defending litigation.

"Each party agrees to indemnify, defend, and hold harmless the other party from and against any loss, cost, or damage of any kind (including reasonable outside attorneys' fees) to the extent arising out of its breach of this Agreement, and/or its negligence or willful misconduct."

You should look to limit indemnification clauses by narrowing their scope, putting in caps on damages, and clearly defining the indemnifiable acts (i.e. the representations and warranties in the example above). Also consider purchasing insurance as a means to limit your financial risk.

To indemnify means to compensate someone for his/her harm or loss. 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.

The most important part of an indemnification clause is that it protects the indemnified party from lawsuits filed by third parties. This protection is important because damaged parties are still able to pursue compensation for their losses even if this clause isn't in the contract.

Indemnification clauses are clauses in contracts that set out to protect one party from liability if a third-party or third entity is harmed in any way. It's a clause that contractually obligates one party to compensate another party for losses or damages that have occurred or could occur in the future.

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

Example 1: Here is an example of a simple indemnity clause in a contract: "I hereby release, acquit and discharge company and its agents and employees from any liability arising from any circumstance including the negligence of company or its employees.

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Arrangements with Participating Public Agencies (as defined in the RFP) other than Fairfax County on terms and. ARTICLE II - MEMBERS.And Special Provision Copied Notes included in the specific contract. Note: This recruitment may be used to fill multiple positions. Therefore, the optional provision limiting the liability of directors is of no meaningful benefit in a such a corporation. Indemnification of Agents. Fifth Amendment Advisements in Civil Forfeiture Cases . Code of Virginia (1950), as amended). (3) "Association" means Round Hill Homeowners. ARTICLE II. PURPOSE and MISSION.

Fairfax Virginia Amendment of Articles to Expand Indemnification of Agents

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