INDEMNIFYING Clause Samples
An indemnifying clause requires one party to compensate the other for certain losses, damages, or liabilities that may arise in connection with the agreement. Typically, this clause specifies the types of claims covered, such as third-party lawsuits or breaches of contract, and outlines the process for making indemnification claims. Its core practical function is to allocate risk between the parties, ensuring that the party best able to control or prevent certain risks bears the financial responsibility if those risks materialize.
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INDEMNIFYING. PARTY In the event that the net worth of UBIBV shall, at any time during the period for which UBIBV is obligated to indemnify Buyer pursuant to Section 8.1 and 8.2 hereof, be less than $650,000,000, Unicorn shall cause one of its Affiliates having a net worth of not less than $650,000,000 execute such agreement(s) as may be reasonably requested by Buyer including legal opinions or other assurances as to the enforceability of such agreements to provide for the assignment by UBIBV and the assumption by such Affiliate of UBIBV's indemnification obligations pursuant to such Section, provided that in no event shall such indemnification obligations be expanded or increased beyond the limitations set forth in such Section.
INDEMNIFYING. The User agrees to indemnify, defend and hold harmless MHM and/or its affiliates, their websites and their respective lawful successors and assigns from and against any and all losses, liabilities, claims, damages, costs and expenses (including reasonable legal fees and disbursements in connection therewith and interest chargeable thereon) asserted against or incurred by MHM and/or its affiliates, partner websites and their respective lawful successors and assigns that arise out of, result from, or may be payable by virtue of, any breach or non-performance of any representation, warranty, covenant or agreement made or obligation to be performed by the User pursuant to this agreement.
INDEMNIFYING. PARTY In the event that the net worth of Seller shall, at any time during the period for which Seller is obligated to indemnify Buyer pursuant to Section 8.1 and 8.2 hereof, be less than $650,000,000, Unicorn shall cause one of its Affiliates having a net worth of not less than $650,000,000 execute such agreement(s) as may be reasonably requested by Buyer including legal opinions or other assurances as to the enforceability of such agreements to provide for the assignment by Seller and the assumption by such Affiliate of Seller's indemnification obligations pursuant to such Section, provided that in no event shall such indemnification obligations be expanded or increased beyond the limitations set forth in such Section.