This form provides boilerplate contract clauses that outline the scope of any indemnity under the contract agreement. Different language options are included to suit individual needs and circumstances.
New York Indemnity Provisions — Scope of thIndemnityty provisions are contractual clauses that allocate the risks and liabilities between parties involved in a business transaction. In the context of New York law, indemnity provisions play a crucial role in defining the scope of indemnification and the extent to which one party is responsible for the losses, damages, or claims arising from the transaction. Here are some key terms and types of New York Indemnity Provisions — Scope of the Indemnity: 1. General Indemnity Provisions: These provisions outline the broad scope of indemnification, typically stating that one party (the indemnity) agrees to protect, defend, and hold harmless the other party (the indemnity) from any losses, damages, or claims arising out of the transaction or related to the indemnity's actions or negligence. 2. Limited Scope Indemnity: In certain cases, parties may negotiate a limited scope of indemnity, where the indemnity's responsibility is confined to specific types of losses or damages. For example, the indemnity provision may only cover third-party claims or exclude certain types of damages such as consequential or punitive damages. 3. Mutual Indemnity Provisions: In some transactions, both parties may agree to provide indemnification to each other. This mutual indemnity provision ensures that both parties are protected from any potential losses or claims arising from their respective roles or responsibilities in the transaction. 4. Broad Form Indemnity: Broad form indemnity provisions offer extensive protection to the indemnity by including not only losses or damages that directly arise from the transaction but also those indirectly related or remotely connected to it. This type of provision may provide the indemnity with greater peace of mind by addressing a wider range of potential risks and liabilities. 5. Comparative Fault/Contribution Indemnity: New York law recognizes the principle of comparative fault, where the responsibility for a loss or damage can be apportioned among multiple parties based on their level of fault or negligence. In such cases, an indemnity provision may outline that the indemnity's liability will be reduced or limited according to the extent of their contribution to the loss. It's important to note that the specific language and scope of New York indemnity provisions can vary based on the nature of the transaction, the parties involved, and the bargaining power of the respective parties. Therefore, it is essential to consult legal professionals familiar with New York law while drafting or negotiating indemnity provisions to ensure they align with the intended protections and comply with applicable legal requirements.
