Common use of 2Indemnification Clause in Contracts

2Indemnification. Dalmore will indemnify Rally from and pay: all damages, costs, and attorneys’ fees finally awarded against Rally in any Claim under Section 7.1; all out-of-pocket costs (including reasonable attorneys’ fees) reasonably incurred by Rally in connection with the defense of a Claim under Section 7.1 (other than attorneys’ fees and costs incurred without Dalmore’s consent after Dalmore has accepted defense of the Claim); and, all amounts that Dalmore agrees to pay to any third party to settle any Claim under Section 7.1.