California Indemnity Agreement between Centra Software, Inc. and officer of corporation
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How to fill out Indemnity Agreement Between Centra Software, Inc. And Officer Of Corporation?
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FAQ
Example 1: A service provider asking their customer to indemnify them to protect against misuse of their work product. Example 2: A rental car company, as the rightful owner of the car, having their customer indemnify them from any damage caused by the customer during the course of the retnal.
Indemnification Clauses Usually, the SaaS agreement outlines the issues in which the SaaS vendor may have limited liability or may have to bear indemnity. Usually, indemnification clauses concern the damages caused to the third party. It is a standard part of software licensing agreements.
In software indemnification agreements, the intent is to balance risk associated with infringement of software rights as well as copyright. Also, indemnification clauses are provisions inserted in agreements between parties that desire to transfer risk of loss in certain events.
Insurance ? The indemnification agreement typically will require that the company provide D&O liability insurance that protects the indemnitee to the same extent as the most favorably insured of the company's and its affiliates' current directors and officers.
In most contracts, an indemnification clause serves to compensate a party for harm or loss arising in connection with the other party's actions or failure to act. The intent is to shift liability away from one party, and on to the indemnifying party.
Suppose a contract between a software development company and a client includes an indemnification clause. The software development company may be required to compensate the client if the software they deliver causes harm or damage to the client's business.
Section 145(b) empowers a corporation to indemnify its directors against expenses incurred in connection with the defense or settlement of an action brought by or in the right of the corporation, subject to the standard of conduct determination, and except that no indemnification may be made as to any claim to which ...
Indemnification clauses are exceedingly common in many contracts, but what you should pay close attention to is the scope of your indemnification agreement. Generally, you should only agree to pay for losses arising from your own actions and not the other party's actions.