Director Indemnification Agreement Delaware

While it is routine for a director to be compensated in actions brought by third parties, he is not necessarily entitled to compensation for costs and attorneys` fees if he has to sue the company to assert his rights of compensation under an agreement, organizational document or applicable legislation. An exemption agreement may expressly provide for the right to compensation in the event of a „costs on costs“ dispute. This Agreement is binding and applicable to the parties and their respective assigns (including all direct or indirect assigns through the purchase, merger, consolidation, sale of all or all of the business or other business or assets), the beneficiaries of the assignment, spouses, heirs, executors of wills and personal and legal representatives. A legal complaint or written notification of such an act, remedy or proceeding. . . .