Application for Indemnification Clause Samples
The Application for Indemnification clause outlines the process by which a party can formally request compensation or protection from losses, damages, or liabilities covered under an indemnity agreement. Typically, this clause specifies the required steps for submitting a claim, such as providing written notice, supporting documentation, and details about the nature and extent of the loss. Its core practical function is to establish a clear and orderly procedure for seeking indemnification, thereby reducing disputes and ensuring that claims are handled efficiently and transparently.
Application for Indemnification. In addition to the notice required under Section 7 of this Agreement, to obtain indemnification pursuant to this Agreement, Indemnitee must submit a written request for indemnification to Company that includes documentation and information reasonably available to Indemnitee and reasonably necessary to determine whether and to what extent Indemnitee is entitled to indemnification following final disposition of the Claim. Company shall indemnify Indemnitee insofar as Company determines Indemnitee is entitled to indemnification in accordance with Section 9 of this Agreement.
Application for Indemnification. To obtain indemnification, Indemnitee shall submit to the Company a written request, including therein or therewith such documentation and information as is reasonably available to Indemnitee and as is reasonably necessary to determine whether and to what extent Indemnitee is entitled to indemnification following the final disposition of the Proceeding. The Company shall, as soon as reasonably practicable after receipt of such a request for indemnification, advise the board of directors that Indemnitee has requested indemnification. Any delay in providing the request will not relieve the Company from its obligations under this Agreement.
Application for Indemnification. All claims for indemnification under Section 1 hereof shall be submitted by Indemnitee to the Company together with substantiation thereof. Substantiation of a claim can be evidence of payment of a claim or evidence of a fixed obligation to pay a claim. Prior to payment of such claims by the Company, the board of directors or shareholders of the Company must, in each specific case, authorize such payment in conformity with the procedural provisions of Section 723(b) of the Business Corporation Law of the State of New York. It is understood and agreed by the Company that the board of directors will (a) if necessary or deemed desirable, appoint independent legal counsel within thirty (30) days after a claim is submitted, and (b) authorize and pay each such substantiated claim within sixty (60) days of submission to the Company by Indemnitee unless indemnification is prohibited due to the application of subsections (i) and (ii) of Section 1 above. Independent legal counsel shall mean a law firm or a member of a law firm (1) that neither is nor in the past five years has been retained to represent in any material matter the Company or any Affiliate, or Indemnitee or any other party to the proceeding giving rise to a claim for indemnification hereunder, and (2) the appointment of which is agreeable to the Indemnitee, which agreement shall not be unreasonably withheld. Advance payments requested under Section 2 hereof shall be made by the Company upon Indemnitee's request without any requirement of board authorization. The Company shall pay Indemnitee interest at a rate per annum equal to two percentage points above that charged by The Chase Manhattan Bank, N.A., to its prime industrial borrowers on all indemnifiable amounts paid by Indemnitee from the date of such payment.
Application for Indemnification
Application for Indemnification