As you grow your company, you must enter into various commercial contracts. These can range from Office Leases to Consulting Agreements and Software Licenses to Master Service Agreements to secure the goods and services your business relies on. One of the most important and often most daunting provisions of these commercial contracts is indemnification.
An indemnity is an obligation of one party, the Indemnitor, to pay for a loss or damage incurred by another party, the Indemnitee. In commercial contracts, a duty to indemnify is often coupled with obligations of defense, release, and to hold the Indemnitee harmless. The Indemnification section of your contracts is the essential tool for ensuring that the parties’ risks are appropriately allocated and/or limited with respect to the commercial circumstances you face.
At RR&A, we can help you understand the interplay between representations and warranties, navigate the nuances of distinguishing indemnities and related duties, determine how best to allocate risks caused by gross negligence or willful misconduct, and draft and negotiate for the fundamental protections that you will need in your commercial contracts.
Disclaimer: The information and material on this website is general information about our practice and firm. This information does not offer specific legal advice and the use of this information does not create an attorney-client relationship with RR&A or any of its attorneys. The information on this website should not be used for legal advice, and persons should not act upon the information on this website without engaging professional legal counsel.
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