Section 7018. Nonexclusivity of statutory provisions for indemnification of directors and officers  


Latest version.
  • The indemnification and advancement of expenses  granted pursuant to, or provided by, this article shall  not  be  deemed
      exclusive  of  any  other  rights to which a director or officer seeking
      indemnification or advancement of  expenses  may  be  entitled,  whether
      contained  in  the  organization  certificate  or  the  by-laws or, when
      authorized by such  certificate  of  incorporation  or  by-laws,  (i)  a
      resolution  of shareholders, (ii) a resolution of directors, or (iii) an
      agreement  providing  for  such  indemnification,   provided   that   no
      indemnification  may  be made to or on behalf of any director or officer
      if a judgment or other final adjudication adverse  to  the  director  or
      officer  establishes  that  his acts were committed in bad faith or were
      the result of active and deliberate dishonesty and were material to  the
      cause  of  action so adjudicated, or that he personally gained in fact a
      financial profit  or  other  advantage  to  which  he  was  not  legally
      entitled.   Nothing contained in this article shall affect any rights to
      indemnification to which corporate personnel other  than  directors  and
      officers may be entitled by contract or otherwise under law.