(A) The Commission shall indemnify and advance expenses to any individual who was or is a party or is threatened to be made a party to any threatened, pending, or completed action, suit, or proceeding, whether civil, criminal, administrative, or investigative (other than an action by or in the right of the Commission) by reason of the fact that such person is a member or officer of the Commission. Such indemnification shall be against expenses (including attorneys’ fees), judgments, fines, and amounts paid in settlement actually and reasonably incurred by such person in connection with such action, suit, or proceeding. The Commission may, if appropriate, itself undertake the defense of any member or officer rather than advancing expenses.
(B) Notwithstanding the foregoing provisions of division (A) above, there shall be no indemnification in relation to matters as to which an individual shall be finally adjudicated to be guilty of a criminal offense or liable to the Commission for damages arising out of his or her own gross negligence or willful misconduct in the performance of a duty to the Commission related to the matter for which indemnification is sought. In addition, an individual who received advance payment of expenses from the Commission shall repay such expenses to the Commission if the Commission ultimately determines that such individual is not entitled to indemnification under this section.
(C) The Commission may also authorize the purchase of insurance on behalf of any member, officer, or agent against any liability incurred by him or her which arises out of such person’s status as member, officer, or agent, regardless of whether the Commission would have the power to indemnify such individual against that liability under law.
(Ord., passed 6-8-93; Am. Ord. 03-008, passed 4-8-03; Am. Ord. 14-016, passed 11-11-14)