San Jose California Form of Indemnification Agreement by Kyle Technology Corp. is a legally binding document that outlines the terms and conditions for indemnification between Kyle Technology Corp. and its officers, directors, employees, agents, and any other authorized representatives (collectively referred to as "Indemnities"). This agreement acknowledges the inherent risks faced by Indemnities while engaging in their duties on behalf of Kyle Technology Corp. and aims to protect and indemnify them against any liabilities, claims, damages, losses, or expenses arising from actions taken within the scope of their responsibilities. Key provisions in the San Jose California Form of Indemnification Agreement include: 1. Scope of Indemnification: This section defines the circumstances under which Kyle Technology Corp. agrees to indemnify Indemnities, such as legal proceedings, investigations, or other actions in which Indemnities are involved due to their positions within the company. 2. Advance of Expenses: This clause addresses Kyle Technology Corp.'s commitment to promptly reimburse Indemnities for any reasonable expenses incurred in defending against covered claims, including legal fees and other related costs. 3. Standard of Conduct: It outlines a standard of conduct for Indemnities, stating that they must have acted in good faith with the reasonable belief that their actions were in the best interest of Kyle Technology Corp. 4. Procedures: This section outlines the procedures to be followed in the event an Indemnity seeks indemnification, including providing written notice to the company and cooperating fully in legal proceedings. 5. Insurance: Kyle Technology Corp. may choose to secure directors and officers liability insurance covering the Indemnities to further protect them from potential liabilities. It is important to note that there may be different types or variations of the San Jose California Form of Indemnification Agreement depending on specific needs or circumstances. For example, there might be separate agreements for different positions within the company, such as directors, officers, or employees. Each agreement could have slightly different provisions tailored to the responsibilities and potential risks associated with those roles.