Common use of Client Indemnities Clause in Contracts

Client Indemnities. 5.1. If Octiv Fitness is sued for something that the Client has indemnified us for, the Client will take our place in the lawsuit or be liable to reimburse us for any costs, damages and expenses including attorneys’ fees on the attorney and own client scale. This means that the Client will be liable to pay Octiv Fitness attorney’s fees finally awarded against us by a court or agreed to in a written settlement agreement, provided that: 5.1.1. Octiv Fitness will notify the Client in writing as soon as we become aware of the indemnified claim so it can take steps to contest it, 5.1.2. Client may assume sole control of the defense of the claim or related settlement negotiations; and 5.1.3. Octiv Fitness will provide, at Client’s expense, all the assistance, information, and authority necessary to enable it to perform your obligations under this clause. 5.2. The Client must pay any amount due under clause 5.1 as soon as Octiv Fitness demands payment. If the Client contests the amount, it must pay the amount into Octiv Fitness’s attorney’s trust or give us security to cover the amount, until the dispute has been resolved.