Section 10-856 - Indemnification of officersA. A corporation may indemnify and advance expenses under this article to an officer of the corporation who is a party to a proceeding because the individual is or was an officer of the corporation as follows:1. To the same extent as a director.2. If the individual is an officer but not a director, to the further extent as may be provided by the articles of incorporation, the bylaws, a resolution of the board of directors, or contract except for: (a) Liability in connection with a proceeding by or in the right of the corporation other than for reasonable expenses incurred in connection with the proceeding.(b) Liability arising out of conduct that constitutes:(i) Receipt by the officer of a financial benefit to which the officer is not entitled.(ii) An intentional infliction of harm on the corporation or the shareholders.(iii) An intentional violation of criminal law.B. Subsection A, paragraph 2 of this section applies to an officer who is also a director if the basis on which the officer is made a party to the proceeding is an act or omission solely as an officer.C. An officer of a corporation who is not a director is entitled to mandatory indemnification under section 10-852, subsection A and may apply to a court under section 10-854 for indemnification or an advance for expenses, in each case to the same extent to which a director is entitled to indemnification or advance for expenses under those sections.