Chairperson-CEO Indemnity Agreement Draft

I need a clean, enforceable indemnity agreement in which the Chairperson of company XYZ assumes full responsibility for any transaction in which she has been involved, so that our CEO is completely shielded from resulting legal liability. The document must explicitly state that the indemnity extends to every type of transaction the Chairperson touches—financial dealings, contractual commitments, and any regulatory-related actions—past, present, and future.

Core clauses to weave in:

• Confidentiality: both the existence and terms of this agreement stay private.
• Governing law: specify the jurisdiction most favorable to enforcing indemnification.
• Dispute resolution: a clear escalation path culminating in binding arbitration.
• Misappropriation of funds: an unambiguous statement that any misuse triggers automatic indemnity without the need for the CEO to prove loss first.

I expect a well-structured agreement, ready for signature, formatted in Word and PDF. Citations to relevant statutes or case law are welcome if they strengthen enforceability, but keep the language plain enough for non-lawyers to follow.

Please outline your approach, estimated timeline, and any information you still need from me before drafting begins.