Queens New York Indemnification Agreement establishing Escrow Reserve

State:
Multi-State
County:
Queens
Control #:
US-CC-17-217
Format:
Word; 
Rich Text
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

A Queens New York Indemnification Agreement establishing Escrow Reserve is a legal contractual document that outlines the terms and conditions for indemnifying parties involved in a transaction or agreement. It ensures protection for all parties by setting up an escrow reserve, which acts as a safeguard against potential financial losses or damages. Keywords: Queens New York, Indemnification Agreement, Escrow Reserve, legal document, terms and conditions, indemnifying parties, protection, escrow reserve, financial losses, damages. Types of Queens New York Indemnification Agreement establishing Escrow Reserve: 1. Real Estate Indemnification Agreement: This type of agreement is commonly used in real estate transactions, such as the buying or selling of properties. It protects both the buyer and seller by establishing an escrow reserve to cover any potential damages or losses that may arise during the transaction. 2. Commercial Lease Indemnification Agreement: This agreement is specifically designed for commercial leases in Queens, New York. It outlines the indemnification terms and conditions between the landlord and tenant, ensuring that both parties are protected in case of any financial losses or damages related to the lease. 3. Business Acquisition Indemnification Agreement: When a business acquisition takes place in Queens, New York, this type of agreement can be used to protect both the buyer and seller. It establishes an escrow reserve to cover any potential liabilities or claims that may arise from the acquisition. 4. Contractual Indemnification Agreement: This type of agreement is more general and can be used in various contractual situations. It establishes an escrow reserve to protect parties involved in different types of contracts, ensuring they are indemnified against any financial losses or damages. 5. Employment Indemnification Agreement: In Queens, New York, an employment indemnification agreement may be used to protect both employers and employees. It establishes an escrow reserve to cover any potential claims or liabilities arising from the employment relationship. In conclusion, a Queens New York Indemnification Agreement establishing Escrow Reserve is a crucial legal document that ensures the protection of all parties involved in various transactions or agreements. Whether it pertains to real estate, commercial leases, business acquisitions, contracts, or employment, this agreement establishes an escrow reserve to cover any potential financial losses or damages, safeguarding the interests of all parties involved.

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FAQ

Letters of indemnity should include the names and addresses of both parties involved, plus the name and affiliation of the third party. Detailed descriptions of the items and intentions are also required, as are the signatures of the parties and the date of the contract's execution.

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. The intent is to shift liability away from one party, and on to the indemnifying party.

The escrow agreement generally includes, but is not limited to, information about the escrow agent's identity, the funds in escrow, and the acceptable use of funds by the agentfeff.

Generally, indemnification is the buyer's remedy for a breach of any promises made in the purchase agreement or losses incurred relating to specific liabilities outlined in the purchase agreement. Indemnification allocates the risk of various post-closing losses between buyer and seller.

An escrow agent is a third party, a person or entity, which holds an asset or funds before they are transferred from one party to another. The escrow agent holds the funds or the asset until both parties have fulfilled their contractual requirements.

Indemnification in real estate defines the buyer taking full responsibility for what should be the seller's fault otherwise. For example, you agree to purchase a property with minor flaws caused by the seller.

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.

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.

For example, A promises to deliver certain goods to B for Rs. 2,000 every month. C comes in and promises to indemnify B's losses if A fails to so deliver the goods. This is how B and C will enter into contractual obligations of indemnity.

Example 1: Here is an example of a simple indemnity clause in a contract: "I hereby release, acquit and discharge company and its agents and employees from any liability arising from any circumstance including the negligence of company or its employees.

More info

An escrow agent should provide the parties with a receipt for the escrow property, a copy of the escrow agreement and keep complete and accurate records. Such shares as described in the "Underwriting" section of this prospectus.

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Queens New York Indemnification Agreement establishing Escrow Reserve