Contingent Indemnification Clause Samples

Contingent Indemnification is a contractual provision that requires one party to compensate the other for losses or damages, but only if certain specified events or conditions occur. In practice, this means that the obligation to indemnify is not automatic; it is triggered by the happening of a particular contingency, such as a third-party claim or a breach of a specific warranty. This clause is used to allocate risk between parties in situations where potential liabilities are uncertain, ensuring that indemnification is provided only when clearly defined circumstances arise.
Contingent Indemnification. As of the related Transfer Date, no claim with respect to contingent indemnification obligations of (i) the related Managing Member under the related Tax Equity Opco LLC Agreement or (ii) the related Inverted Lease Lessor under the related Master Lease Agreement has been asserted and remains outstanding.
Contingent Indemnification. As of the related Transfer Date, no claim with respect to contingent indemnification obligations of (i) the related Managing Member under the related Tax Equity Opco LLC Agreement or (ii) the related Inverted Lease Lessor under the related Master Lease Agreement has been asserted and remains outstanding. 24. Cash Sweep Event. As of the related Transfer Date, no event or circumstance occurred and is continuing that has resulted or could reasonably be expected to result in or trigger any limitation, reduction, suspension or other restriction on distributions to the related Managing Member, which limitation, reduction, suspension or other restriction is set forth in the applicable Tax Equity Fund operating agreement(s) or other Material Project Document. 25.