General Contract Clauses: Indemnification
These Standard Clauses provide for unilateral or mutual indemnification and defense in a sale of goods or services transaction. This resource includes language on the duty to compensate and defend for losses incurred and optional hold harmless language. In addition, this resource includes provisions addressing common exceptions to indemnification, notice of indemnification, control of defense, a liability basket, a liability cap, indemnification as a sole remedy, and indemnity payment adjustments for taxes and insurance payments. These Standard Clauses have integrated notes with important explanations and drafting tips.