What is Indemnification | Indemnification Clauses and Indemnity Explained

What is an indemnification clause and why would you want one? In any contract or terms of service, one of the legalese clauses has one or both parties indemnify each other.

In this video I explain what is an indemnification clause and why you may want one party to indemnify the other. I also review YouTube’s indemnification clause and discuss some tips, limits, and options for indemnification.

00:00 Intro
00:19 Indemnify Defined
01:00 Why Indemnify?
02:45 Indemnification Clause Example from YouTube’s Terms of Service
05:28 Limits and Options
07:32 Tip

I recommend guides by Nolo Publishing if you plan to handle your own legal work:

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Legal Disclosure: Elizabeth is licensed to practice in the state of California and before the United States Patent and Trademark Office. Information contained in this video is not legal advice – please seek advice of counsel. This video and description may contain attorney advertising.

Disclosure: My videos may contain reviews, recommendations, testimonials, or endorsements of other businesses, individuals, events, materials (such as books), products, services, or websites. I may receive affiliate percentages on sales; if so, it will say “affiliate link” after the link. I will clearly disclose if I have received a free product, free service, discount, or any other compensation related to a review.

#indemnificationexplained #legaleseexplained

[spectershore]

So surprised that we can find high quality law content on youtube! The sharing was so accurate! You're amazing ! Thanks from Paris, c'était incroyable !! 😃🇨🇵👍🏾

[Esther-xhls]

Very informative and you put it in simple terms which is nice. I deal with indemnifications at work and I know how confusing they can be, as you so kindly explained. Thank you.

[arizafrmaustin]

Best explanation I’ve come across. Thank you!

[Montanho]

This was great, just what I was looking for.
Thank you so much for your videos!

[Eliza]

Wow! Breaking down indemnification was...something
Else. It must be hard jot to add your own opinion or make guesses about the future. You are impressive. Thank
You.

[dineshdeokar]

Very simple and lucid language. It helps me to understand basics

[chrissoto]

very helpful! Question how about when it comes to music or buying an instrumental for example if the agreement reads : Licensee agrees to indemnify and hold Licensor harmless from and against any and all claims, losses, damages, costs, expenses, including, without limitation, reasonable attorney's fees, arising of or resulting from a claimed breach of any of Licensee's representations, warranties or agreements hereunder... . is the something I can agree to ?

[robertabboud]

Hi Liz
In the case of this clause of Indemnification I am not holding the state to account is that correct.

Upon receipt of funds (either ACH or negotiation of check) for payment of this claim, you are certifying that your claim is valid and just, that all statements herein are true and correct, and that you will indemnify and hold harmless the State, its officers and employees, from any other valid claim to the property.

[AmericanTravelers]

Leases are bilateral? So what the leasee is signing to the lessor is obligated to the same?

[lowqualitymemes]

Hi thanks for the video, I had one question, Im leaving my friend’s company/startup, I have agreed transferring my shares to her. And In the leaving contract its written
“ The Benificiary(Me) saves Harmless and indemnifies the Trustee(Her) in her capacity as director and shareholder from all costs, claims, demands or damages that may be made or claimed against them in their capacity as director and/or shareholder of the company and acting in accordance with the deed” can you please explain this?

[ajantamoushumi]

Thank you for such a wonderful and digestible explanation of such a complex contract law concept. My question is, does the duty to defend automatically that party a right to assume and control the defense of the third-party suit? I often read, "Company X reserves the right, at its own expense, to assume the exclusive defence and control of any matter otherwise subject to indemnification by Company Y". Does AT ITS OWN EXPENSE makes sure that Company X can have exclusive control? Can Company X legally demand exclusive control even if Company Y is paying for, for example, a lawsuit?

[AndrewMillerVideo]

Hello Elizabeth. Thank you so much for sharing this information!

Currently in a situation with a client where the relationship has gone a bit sour. I have an indemnification clause in our contract with no survival language. I'm wondering if that means that, if I terminate the contract with this client, if they are able to then attempt a lawsuit with my company.

[fahadmukhtar]

"TRANSFER OF OUTSTANDING AMOUNT AND BALANCE OF DEPOSIT " Please make 1 video on this, thanks.

[lilmamabadd]

This was a very helpful video. Thank you!