Indemnity Agreement

Summary

This precedent provides two sample indemnity agreements for directors and officers, which set out provisions relating to general indemnities, advance of costs, limitations, claims and defences. An indemnity agreement allows parties to set out the terms of the indemnification protections in greater detail than may be contemplated in the corporation’s by-laws. This precedent includes practical guidance and drafting notes. For more information about director and officer liability and indemnity, see the practice notes: Director and Officer Liability and Indemnity and Directors' and Officers' Insurance Liabilities. For a precedent form of indemnity agreement between a CBCA or OBCA corporation and its director or officer entered into for the purposes of protecting the director or officer from liability arising from claims made against the director or officer in such capacity, see the precedent: Indemnity Agreement for Director and Officer.