What is the purpose of an indemnification clause?

An indemnification clause may allow: The indemnified party to recover certain types of losses, such as attorney's fees, which are not typically recoverable under a common law cause of action. The indemnifying party to reduce its liability by incorporating: Liability cap.

What is an example of indemnification?

A common example of indemnification happens with reagrd to insurance transactions. This often happens when an insurance company, as part of an individual's insurance policy, agrees to indemnify the insured person for losses that the insured person incurred as the result of accident or property damage.

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Indemnification Agreement establishing Escrow Reserve

Allegheny Pennsylvania Indemnification Agreement establishing Escrow Reserve

Name: Allegheny Pennsylvania Indemnification Agreement establishing Escrow Reserve
Brand: US Legal Forms
Rating: 4.55 (342 reviews)

Category:

Corporations - Public - Indemnification

State:

Multi-State

County:

Allegheny

Control #:

US-CC-17-217

Format:

Instant download

Description

17-217 17-217 . . . Indemnification Agreement providing that (i) in event of change in control, corporation shall establish Escrow Reserve of $2,000,000 as security for its obligations under Indemnification Agreement and (ii) in event of any liquidation, merger, consolidation or reorganization in which corporation is not surviving entity, or sale of all or substantially all of corporation's assets, corporation shall ensure that Indemnification Agreement is assumed by surviving entity or otherwise provide for satisfaction of its obligations thereunder

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FAQ

Indemnification, also referred to as indemnity, is an undertaking by one party (the indemnifying party) to compensate the other party (the indemnified party) for certain costs and expenses, typically stemming from third-party claims.

Most escrow agreements are put into place when one party wants to make sure the other party meets certain conditions or obligations before it moves forward with a deal. For instance, a seller may set up an escrow agreement to ensure a potential homebuyer can secure financing before the sale goes through.

?To indemnify? means to compensate someone for his/her harm or loss. In most contracts, an indemnification clause serves to compensate a party for harm or loss arising in connection with the other party's actions or failure to act.

Indemnification obligations are negotiated to spread risk between the buyer and the seller in a sale transaction. They are commonly used to make the seller responsible for matters that occurred prior to closing and which the buyer does not expressly assume, but they can cover any matter and benefit either party.

An indemnification clause may allow: The indemnified party to recover certain types of losses, such as attorney's fees, which are not typically recoverable under a common law cause of action. The indemnifying party to reduce its liability by incorporating: Liability cap.

In the simplest sense, indemnification obligations protect one party to a contract against claims that arise after a transaction that should be the other party's responsibility.

A common example of indemnification happens with reagrd to insurance transactions. This often happens when an insurance company, as part of an individual's insurance policy, agrees to indemnify the insured person for losses that the insured person incurred as the result of accident or property damage.

An indemnification escrow account is a separate fund that the parties can establish at the closing of a transaction for the payment of indemnification obligations. The indemnification escrow is funded from the buyer's purchase price.

In a one-way indemnification, only one party provides this indemnity in favor of the other party. The primary benefit of an indemnification provision is to protect the indemnified party against losses from third party claims related to the contract.

Indemnity benefits are monetary payments you may be entitled to receive as compensation for lost wages or damages related to your workers' compensation claim.

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Escrow Agreement as Attachment 3. II. Instructions for Completing the Subsection r.Serving as a parking lot behind the Landing Building. In the second action, the underwriter filed a third- party claim against the debtor for indemnification under the underwriting agreement. The. America, as described in the Escrow Agreement. Completing these steps will allow Pittsburgh to leave Act 47 oversight. The Sports and Exhibition Authority's operating deficit as defined in a January 23, 1978 Cooperation. Agreement. Owner agrees to pay a contractor a set dollar amount to complete a project as fully designed and detailed in the contract documents. (including any amounts to be held in the Settlement Fund Escrow pending. "Agreement" has the meaning set forth in the preamble.

Allegheny Pennsylvania Indemnification Agreement establishing Escrow Reserve

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