Indemnification Clause Example with 4 Variations from Business Contracts

Indemnification. In addition to such other rights of indemnification as they may have as members of the Board or the Committee, the members of the Board and the Committee shall be indemnified by the Company against all costs and expenses reasonably incurred by them in connection with any action, suit, or proceeding to which they or any of them may be party by reason of any action taken or failure to act under or in connection with the Plan or any Class Y Z Common Units issued hereunder, and against all amounts p...aid by them in settlement thereof (provided such settlement is approved by independent legal counsel selected by the Company) or paid by them in satisfaction of a judgment in any such action, suit or proceeding; provided that any such Board or Committee member shall be entitled to the indemnification rights set forth in this Section 8 only if such Board or Committee member has acted in good faith and in a manner that such Board or Committee member reasonably believed to be in, or not opposed to, the best interests of the Company and, with respect to any criminal action or proceeding, had no reasonable cause to believe that such conduct was unlawful, and further provided that upon the institution of any such action, suit, or proceeding a Board or Committee member shall give the Company written notice thereof and an opportunity, at the Company’s own expense, to handle and defend the same before such Board or Committee member undertakes to handle and defend such action, suit or proceeding on his own behalf. * * * * * EX-10.11 9 d53727dex1011.htm EX-10.11 EX-10.11 EX-10.10 8 d53727dex1010.htm EX-10.10 EX-10.10 Exhibit 10.11 10.10 loanDepot.com, LLC 2012 2009 INCENTIVE EQUITY PLAN 1. Purpose of Plan. This 2012 2009 Incentive Equity Plan (the “Plan”) of loanDepot.com, LLC, a Delaware limited liability company (the “Company”), adopted by the Board of the Company on December 24, 2012, 30, 2009, for employees, managers, consultants and advisers of the Company and its Subsidiaries (including, without limitation, Trilogy Management Investors Two, Investors, LLC, a Delaware limited liability company, which will hold Class Y Z Common Units on behalf of certain employees, managers, consultants and advisers of the Company and its Subsidiaries) of the Company and its Subsidiaries, Subsidiaries), is intended to advance the best interests of the Company and its Subsidiaries by providing those persons who have a substantial responsibility for their management and growth with additional incentives by allowing such persons to acquire an equity interest in the Company and thereby encouraging them to contribute to the success of the Company and its Subsidiaries and, in the case of employees, to remain in their employ. The availability and offering of Class Y Z Common Units under the Plan also is intended to increase the Company and its Subsidiaries’ ability to attract and retain individuals of exceptional managerial talent upon whom, in large measure, the sustained progress, growth, and profitability of the Company and its Subsidiaries depends. The Plan is intended to be a compensatory benefit plan within the meaning of Rule 701 of the Securities Act and, unless and until the Class Y Z Common Units are publicly traded, the issuance of Class Y Z Common Units pursuant to the Plan is intended to qualify for the exemption from registration under the Securities Act provided by Rule 701. View More

Indemnification. In addition to such other rights of indemnification as they may have as members of the Board or the Committee, the members of the Board and the Committee shall be indemnified by the Company against all costs and expenses reasonably incurred by them in connection with any action, suit, or proceeding to which they or any of them may be party by reason of any action taken or failure to act under or in connection with the Plan or any Class Y Z Common Units issued hereunder, and against all amounts p...aid by them in settlement thereof (provided such settlement is approved by independent legal counsel selected by the Company) or paid by them in satisfaction of a judgment in any such action, suit or proceeding; provided that any such Board or Committee member shall be entitled to the indemnification rights set forth in this Section 8 only if such Board or Committee member has acted in good faith and in a manner that such Board or Committee member reasonably believed to be in, or not opposed to, the best interests of the Company and, with respect to any criminal action or proceeding, had no reasonable cause to believe that such conduct was unlawful, and further provided that upon the institution of any such action, suit, or proceeding a Board or Committee member shall give the Company written notice thereof and an opportunity, at the Company’s own expense, to handle and defend the same before such Board or Committee member undertakes to handle and defend such action, suit or proceeding on his own behalf. * * * * * EX-10.11 9 d53727dex1011.htm EX-10.11 EX-10.11 EX-10.5 2 d814714dex105.htm EX-10.5 EX-10.5 Exhibit 10.11 10.5 loanDepot.com, LLC 2012 2009 INCENTIVE EQUITY PLAN 1. Purpose of Plan. This 2012 2009 Incentive Equity Plan (the “Plan”) of loanDepot.com, LLC, a Delaware limited liability company (the “Company”), adopted by the Board of the Company on December 24, 2012, [__], 2009, for employees, managers, consultants and advisers of the Company and its Subsidiaries (including, without limitation, Trilogy Management Investors Two, Investors, LLC, a Delaware limited liability company, which will hold Class Y Z Common Units on behalf of certain employees, managers, consultants and advisers of the Company and its Subsidiaries) of the Company and its Subsidiaries, Subsidiaries), is intended to advance the best interests of the Company and its Subsidiaries by providing those persons who have a substantial responsibility for their management and growth with additional incentives by allowing such persons to acquire an equity interest in the Company and thereby encouraging them to contribute to the success of the Company and its Subsidiaries and, in the case of employees, to remain in their employ. The availability and offering of Class Y Z Common Units under the Plan also is intended to increase the Company and its Subsidiaries’ ability to attract and retain individuals of exceptional managerial talent upon whom, in large measure, the sustained progress, growth, and profitability of the Company and its Subsidiaries depends. The Plan is intended to be a compensatory benefit plan within the meaning of Rule 701 of the Securities Act and, unless and until the Class Y Z Common Units are publicly traded, the issuance of Class Y Z Common Units pursuant to the Plan is intended to qualify for the exemption from registration under the Securities Act provided by Rule 701. View More

Indemnification. In addition to such other rights of indemnification as they may have as members of the Board or the Committee, the members of the Board and the Committee shall be indemnified by the Company against all costs and expenses reasonably incurred by them in connection with any action, suit, or proceeding to which they or any of them may be party by reason of any action taken or failure to act under or in connection with the Plan or any Class Y Common Units issued hereunder, and against all amounts pai...d by them in settlement thereof (provided such settlement is approved by independent legal counsel selected by the Company) or paid by them in satisfaction of a judgment in any such action, suit or proceeding; provided that any such Board or Committee member shall be entitled to the indemnification rights set forth in this Section 8 only if such Board or Committee member has acted in good faith and in a manner that such Board or Committee member reasonably believed to be in, or not opposed to, the best interests of the Company and, with respect to any criminal action or proceeding, had no reasonable cause to believe that such conduct was unlawful, and further provided that upon the institution of any such action, suit, or proceeding a Board or Committee member shall give the Company written notice thereof and an opportunity, at the Company’s own expense, to handle and defend the same before such Board or Committee member undertakes to handle and defend such action, suit or proceeding on his own behalf. * * * * * EX-10.11 9 d53727dex1011.htm EX-10.11 EX-10.11 EX-10.6 3 d814714dex106.htm EX-10.6 EX-10.6 Exhibit 10.11 10.6 loanDepot.com, LLC 2012 INCENTIVE EQUITY PLAN 1. Purpose of Plan. This 2012 Incentive Equity Plan (the “Plan”) of loanDepot.com, LLC, a Delaware limited liability company (the “Company”), adopted by the Board of the Company on December 24, 2012, for employees, managers, consultants and advisers (including, without limitation, Trilogy Management Investors Two, LLC, a Delaware limited liability company, which will hold Class Y Common Units on behalf of certain employees, managers, consultants and advisers of the Company and its Subsidiaries) of the Company and its Subsidiaries, is intended to advance the best interests of the Company and its Subsidiaries by providing those persons who have a substantial responsibility for their management and growth with additional incentives by allowing such persons to acquire an equity interest in the Company and thereby encouraging them to contribute to the success of the Company and its Subsidiaries and, in the case of employees, to remain in their employ. The availability and offering of Class Y Common Units under the Plan also is intended to increase the Company and its Subsidiaries’ ability to attract and retain individuals of exceptional managerial talent upon whom, in large measure, the sustained progress, growth, and profitability of the Company and its Subsidiaries depends. The Plan is intended to be a compensatory benefit plan within the meaning of Rule 701 of the Securities Act and, unless and until the Class Y Common Units are publicly traded, the issuance of Class Y Common Units pursuant to the Plan is intended to qualify for the exemption from registration under the Securities Act provided by Rule 701. View More

Indemnification. In addition to such other rights of indemnification as they may have as members of the Board or the Committee, the members of the Board and the Committee shall be indemnified by the Company against all costs and expenses reasonably incurred by them in connection with any action, suit, or proceeding to which they or any of them may be party by reason of any action taken or failure to act under or in connection with the Plan or any Class Y V Common Units issued hereunder, and against all amounts p...aid by them in settlement thereof (provided such settlement is approved by independent legal counsel selected by the Company) or paid by them in satisfaction of a judgment in any such action, suit or proceeding; provided provided, that any such Board or Committee member shall be entitled to the indemnification rights set forth in this Section 8 only if such Board or Committee member has acted in good faith and in a manner that such Board or Committee member reasonably believed to be in, or not opposed to, the best interests of the Company and, with respect to any criminal action or proceeding, had no reasonable cause to believe that such conduct was unlawful, and further provided further, provided, that upon the institution of any such action, suit, or proceeding a Board or Committee member shall give the Company written notice thereof and an opportunity, at the Company’s own expense, to handle and defend the same before such Board or Committee member undertakes to handle and defend such action, suit or proceeding on his own behalf. * * * * * EX-10.11 9 d53727dex1011.htm EX-10.11 EX-10.11 EX-10.9 11 d814714dex109.htm EX-10.9 EX-10.9 Exhibit 10.11 10.9 loanDepot.com, LLC 2012 2015 INCENTIVE EQUITY PLAN 1. Purpose of Plan. This 2012 2015 Incentive Equity Plan (the “Plan”) of loanDepot.com, LLC, a Delaware limited liability company (the “Company”), adopted by the Board of the Company on December 24, 2012, 31, 2015, for employees, managers, consultants and advisers (including, without limitation, Trilogy Management Investors Two, Eight, LLC, a Delaware limited liability company, which will hold Class Y V Common Units on behalf of certain employees, managers, consultants and advisers of the Company and its Subsidiaries) of the Company and its Subsidiaries, is intended to advance the best interests of the Company and its Subsidiaries by providing those persons Persons who have a substantial responsibility for their management and growth with additional incentives by allowing such persons Persons to acquire an equity interest in the Company and thereby encouraging them to contribute to the success of the Company and its Subsidiaries and, in the case of employees, to remain in their employ. The availability and offering of Class Y V Common Units under the Plan also is intended to increase the Company and its Subsidiaries’ ability to attract and retain individuals of exceptional managerial talent upon whom, in large measure, the sustained progress, growth, and profitability of the Company and its Subsidiaries depends. The Plan is intended to be a compensatory benefit plan within the meaning of Rule 701 of the Securities Act and, unless and until the Class Y V Common Units are publicly traded, the issuance of Class Y V Common Units pursuant to the Plan is intended to qualify for the exemption from registration under the Securities Act provided by Rule 701. View More