A contractual indemnity of a corporate officer against 'all Liabilities' (defined as 'any loss, liability, cost, charge or expense') incurred 'as an officer' does not extend to loss of reputation or to the costs of pursuing defamation proceedings arising from the officer's performance of duties. The word 'loss' in such a definition is constrained by its associated words (noscitur a sociis) to mean financial loss or obligation, not non-pecuniary loss such as reputational damage. Costs of pursuing (as opposed to defending) proceedings are not incurred 'as an officer' even where the proceedings arise from conduct in the officer's role. The general law right of an agent to indemnity from a principal does not extend to losses of types compensable by an action in tort.
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