Director and Officer Indemnification Agreement — Review and Redline
A review and redline of a counterparty's Director and Officer Indemnification Agreement, the agreement that gives an individual director or officer contractual indemnity and advancement that bylaws alone do not guarantee.
We separate the terms worth contesting from the ones that just look alarming. You receive a marked-up document plus a ranked issues memo that separates what must change from what is worth trading.
Frequently asked questions
The fee covers a full read of the counterparty's document against your position, a tracked-changes redline you can send back, and a ranked issues memo separating deal-breakers from trade material. It is fixed at this scope: one officer or director. 1 round of revisions are included. If your matter falls outside that scope we tell you before starting and quote the difference — we do not bill past a flat fee without agreeing it first.
3 to 5 business days from a complete set of instructions, plus time for the 1 round of revisions included in the fee. If you are working to a court deadline or a closing date, tell us when you order and we will confirm in writing whether we can meet it before you commit.
$900 is $325/hour × 2.75 hours — the time this deliverable takes in an ordinary governance matter, at the firm's standard rate. Because it is a flat fee, the risk of the work running long sits with the firm: you pay $900 whether it takes us the estimate or twice it.
Third-party costs are never inside a flat fee and are passed through at cost, never marked up: court and agency filing fees, court reporter and transcript charges, expert witness fees, search vendor and e-discovery hosting charges, process server fees, and travel.
The business terms you have agreed so far, the counterparty and which side of the deal you are on, any existing draft, term sheet, or prior agreement, and your risk tolerance on the provisions that matter most to you. Send what you have — if something is missing we will tell you what else we need before the turnaround clock starts.
Clients also order
Other Governance work MC Law prepares on a flat fee.
Director and Officer Indemnification Agreement (Short Form)
A streamlined Director and Officer Indemnification Agreement that gives an individual director or officer contractual indemnity and advancement that bylaws alone do not guarantee, focused on the terms that carry the risk.
Related Party Transaction and Conflicts Policy — Review and Redline
A review and redline of a counterparty's Related Party Transaction and Conflicts Policy, the agreement that sets the approval process for insider deals so they survive a later fiduciary challenge.
Voting Agreement and Proxy (Short Form)
A short-form Voting Agreement and Proxy that locks in how shares will be voted on board composition and major corporate actions, written for speed without leaving the important terms out.
Advisory Board Member Agreement
A custom-drafted Advisory Board Member Agreement that engages an advisor with clear expectations, equity or fee terms, confidentiality, and no implied board duties.