Manheim Township, a First Class Township existing pursuant to
laws of the Commonwealth of Pennsylvania (Township), shall indemnify
any person who was or is a Commissioner, officer, employee or agent
of the Township or any of its boards, commissions, or agencies against
all reasonable costs and expenses (including, without limitation,
counsel fees, judgments, penalties, fines, amounts paid in settlement,
etc.) incurred in any actual or threatened investigation or proceeding
(whether civil, criminal, administrative or otherwise) if such person,
in acting as a Commissioner, officer, employee or agent of the Township,
its boards, commissions or agencies:
B. In a manner such person believed to be in the best interest of the
Township; and
C. With respect to criminal matters, without knowledge that such actions
were unlawful.
As to §
82-1A and
B above, it shall be presumed that a person acted in good faith and in a manner such person believed to be in the best interest of the Township unless and until:
A. It shall be finally adjudged that such person acted in a manner which
such person knew not to be in good faith or knew not to be in the
best interests of the Township; or
B. The Township:
(1) Shall determine that such person acted in a manner which such person
knew not to be in good faith or knew not to be in the best interests
of the Township; and
(2) Shall have received the opinion of its independent counsel that indemnification
may be improper under the circumstances.
As to §
82-1C above, a conviction or judgment (whether after trial or based on a plea of guilty or nolo contendere or otherwise) shall not be deemed an adjudication adverse to the person to be indemnified unless it shall also be adjudged in such conviction or judgement that such person knew such actions to be unlawful.
It is the intent and obligation of the Township to indemnify
each former and present Commissioner, officer, employee or agent in
accordance with this chapter and to the maximum extent permitted by
law. If any portion of this chapter is declared to be illegal or unenforceable,
then the remaining portions of this chapter shall be interpreted so
as to provide the maximum indemnity permitted by law.
Any person entitled to indemnity pursuant to this chapter shall,
as a precondition to such indemnity, inform and consult with the Township
prior to incurring any cost or expense for which indemnity is requested.
Payment of expenses to be indemnified shall be made as and when incurred
by the person to be indemnified, except as otherwise directed by the
Township. The indemnity obligation, as hereinbefore set forth, shall:
A. Be in addition to and supplemental to any right of indemnity pursuant
to any insurance contracts; and
B. Be in addition to and supplemental to any right of indemnity pursuant
to the "Political Subdivision Tort Claims Act" or any other right of indemnity; and
C. Not constitute a waiver of any immunity which might be available
to the person entitled to indemnity.