Indemnification and Default Sample Clauses
The "Indemnification and Default" clause establishes the obligations of one party to compensate the other for losses or damages arising from specific breaches or failures to perform under the agreement. Typically, this clause outlines the circumstances under which indemnification is triggered, such as a party's default, negligence, or violation of contract terms, and may detail the process for making indemnity claims. Its core practical function is to allocate risk between the parties and provide a clear mechanism for addressing financial harm resulting from defaults, thereby promoting accountability and protecting against unforeseen liabilities.
Indemnification and Default. 1Composer hereby indemnifies Developer, and shall keep Developer indemnified, from and against all claims, demands, actions, proceedings, costs, damages, losses and expenses (including, but not limited to, any and all legal costs and expenses and VAT) whether suffered or incurred directly or indirectly by Developer or any compensation paid or agreed to be paid by Developer to any third party or arising out of any breach, non-performance or non-observance of any of the covenants, warranties, representations, undertakings and agreements of Composer contained or implied in this Agreement.
Indemnification and Default. In addition to all other amounts due hereunder, ▇▇▇▇▇ shall reimburse SJE in full for all collection costs or charges, including reasonable attorney fees, which SJE may incur in the collection of any past due amounts from Buyer, including applicable interest on overdue accounts. If Buyer is in default under this or any other agreement with SJE, SJE may defer performance hereunder until such default is resolved. SJE shall have no obligation to provide factory startup assistance or factory training (when requested) until all invoices (including retentions) for equipment have been paid in full. Furthermore, SJE shall have no liability to Buyer to the extent Buyer damages, or any damages are suffered by, or claims are made against Buyer as a result of Buyer’s negligence, willful misconduct, misrepresentation of any Goods, or failure to utilize the Goods properly.
Indemnification and Default