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The seller agrees to indemnify and hold harmless the buyer, its affiliates, and their respective officers, directors, employees, agents, successors, and assigns (collectively, the ?Indemnified Parties?) from and against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, ...
Reseller's obligations ? Responsibilities of the reseller, such as marketing efforts, sales targets, customer support, and compliance with the principal's policies.
Indemnification Clause Defined Indemnification clauses, also known as hold harmless agreements, transfer the liability of one party's action away from the other. They can include mutual indemnification clauses and one-sided indemnification clauses. They can also define specific terms such as: Indemnity caps.
Reseller (as an indemnifying party) shall indemnify Seller (as an indemnified party) against all losses and expenses arising out of any proceeding brought by either a third party or Seller, and arising out of Reseller's breach of its obligations, representations, warranties, or covenants under this agreement.
Comment: An indemnification provision in a commercial contract provides a contractual remedy to redress a party's liability or financial loss suffered as a result of a claim, typically by a third party, that results from an action, inaction, or breach by the counterparty.
A reseller agreement typically refers to an arrangement between someone supplying goods (often known as the wholesaler) and another party selling the goods to a third party or the general public (the reseller). Under a reseller agreement, the reseller agrees to sell the products on behalf of the wholesaler.