This form brings together several boilerplate contract clauses that work together to outline the procedures, restrictions, exclusivity and other aspects of an indemnity provided for under the terms of the contract agreement.
New York Indemnification — Long-Form Provision is a legal clause commonly included in contracts to allocate liability and provide protection for parties involved in a business relationship. It serves as a means to safeguard against potential losses, damages, or claims that may arise throughout the course of a contract. This provision outlines the specific terms and conditions under which one party agrees to indemnify, or compensate, the other party for any losses incurred due to specified events or actions. By including this clause in a contract, parties can mitigate risks associated with potential liabilities, lawsuits, or unforeseen circumstances. In the state of New York, several types of Indemnification — Long-Form Provisions exist: 1. General Indemnification: This type of provision encompasses a broad range of liabilities and potential losses, offering protection for both direct and indirect damages. 2. Third-Party Indemnification: In this provision, one party agrees to indemnify the other party for claims brought by third parties. For example, if a customer sues a service provider due to an injury sustained on the customer's property, the service provider may be required to indemnify the customer for any legal costs or damages incurred. 3. Contractual Indemnification: This provision focuses on indemnifying the other party for specific risks or liabilities outlined within the contract. The events triggering indemnification in a contractual provision are typically narrowed down to specific situations or actions. 4. Active Indemnification: This provision requires the indemnifying party to take immediate action to compensate for losses or damages incurred. It may involve monetary compensation, performance of additional services, or other remedial actions. 5. Passive Indemnification: In contrast to active indemnification, this provision allows the indemnifying party to be notified of potential claims and given an opportunity to rectify the situation before being held responsible for indemnification. The New York Indemnification — Long-Form Provision is comprehensive and precise, clearly defining the responsibilities, obligations, and limits of liability for each party involved in a contract. It is essential to consult legal professionals specializing in contract law to ensure proper inclusion and understanding of the indemnification clauses when drafting or reviewing agreements.
