Indemnification
A contractual promise by one party to compensate the other for specific losses, damages, or legal liabilities arising from defined events — typically third-party claims related to the contract.
What it means
Indemnification clauses shift risk between contracting parties. The indemnifying party agrees to defend, hold harmless, and pay for losses the indemnified party suffers from specified causes (IP infringement, breach of warranty, negligence). Sophisticated clauses include scope limits (third-party claims only), procedural requirements (notice, control of defense), and caps tied to the limitation-of-liability section.
Read more
- Indemnification Clauses Explained (Plain English) — Learn what indemnification clauses are, how mutual vs. one-sided indemnity works, and how to negotiate fair terms in any business contract.