Indemnity Agreement to Be Given To Landlord by Someone Who Is Indemnifying the Landlord against Non-Payment by Tenant
INDEMNITY AGREEMENT –
This Agreement made as of [agreement date], between [Landlord name & address], the ‘Landlord’, and [Indemnifier name & address], the ‘Indemnifier’.
WHEREIN the Landlord enters into a lease of the property described as [Describe leased property here] with [Tenant name].
AND WHEREIN the property-owner agrees to enter into the Lease on the provision that he/she receives a cover from the Indemnifier, based on the terms and conditions mentioned in this Agreement;
AND WHEREIN in order to encourage the Landlord to enter into the contract, the Indemnifier agrees to provide an insurance;
NOW THIS AGREEMENT WITNESSES that in consideration of the property, the covenants and agreements contained and for other good and valuable consideration, the reception and satisfactoriness of which is hereby acknowledged, the parties are in agreement as follows:
1. The Indemnifier hereby agrees with the Landlord:
(a) to make the due and punctual payment of all rent, additional rent and other monies and charges of any kind whatsoever payable under the Lease during the term thereof and any extension or renewal of the term;
(b) to effect prompt and complete performance of all obligations contained in the Lease on the part of the Tenant to be kept, observed and performed; and
(c) to indemnify and save the Landlord harmless from any loss, costs or damages arising out of any failure by the Tenant to pay the aforesaid rent, additional rent and monies and charges or resulting from any failure by the Tenant to observe or perform any of the obligations contained in the Lease.
2. This protection is complete and unconditional, and the compulsions of the Indemnifier shall not be freed, discharged, eased, damaged or affected by:
(a) any time extension, or changes which the Landlord makes with the Tenant regarding the performance of any of the compulsions of the Tenant under the Lease;
(b) any rejection by or failure of the property-owner to put in force any of the terms, covenants and conditions mentioned in the Lease;
(c) any duty of the Lease by the Tenant or any approval which the Landlord gives to any such duty;
(d) any adjustment to the Lease or any rejection by the Tenant of any of its rights under the Lease;
(e) the ending of the term or the lease termination for any reason whatsoever;
(f) any loss of or, in respect of any protection received by the Landlord from the Tenant or, from any other person, or company, whether or not occurred or added to by or through the act, exclusion, non-payment or ignore of the Landlord; or
(g) any act or omission of the Landlord or any other person whereby the Indemnifier would or might otherwise be released or have its obligations set free, eased, impaired or influenced in any way whatsoever, it is agreed that nothing but payment and contentment in full of all dues and charges payable according to the Lease and the due performance and adherence of all terms, covenants and conditions on the Tenant’s part to be paid and performed shall free the Indemnifier of its responsibilities hereunder.
3. The Indemnifier hereby clearly rejects the acceptance notice of this protection and all notice of non-performance, defaulting or non-adherence the part of the Tenant of the terms, covenants and conditions mentioned in the Lease.
4. In the occurrence of a non-payment under the Lease, the Indemnifier rejects any right to require the Landlord to:
(a) go on against the Tenant or any other indemnifier or follow any rights or remedies in opposition to the Tenant or any other indemnifier regarding the Lease;
(b) go on against or exhaust any protection held by the Landlord from the Tenant or any other person; or
(c) follow any other remedy whatever in the Landlord’s power.
The Landlord has the right to implement this insurance with no regard to the receipt of extra security from the Tenant and regardless of any release or discharge of the Tenant by the Landlord or by others or by procedure of any law.
5. With no limits on the generality of the above, the legal responsibility of the Indemnifier under this Indemnity shall continue in full force and effect and shall not be or be believed to have been waived, freed, discharged, harmed or affected by cause of the release or discharge of the Tenant in any receivership, insolvency, wrapping up or other creditors’ procedures or the rejection, or disclaimer of the contract in any proceeding and shall continue with respect to the periods earlier and afterward, for and with respect to the terms as if the Lease had not been unconfirmed or disclaimed. The accountability of the Indemnifier shall not be affected by any recovery of the property by the Landlord.
6. No action or proceeding brought or founded under this Indemnity and no recovery in pursuance thereof shall be a block or defense to any additional action or proceeding which may be brought under this insurance on grounds of any further non-payment hereunder or in the performance and adherence of the terms, covenants and conditions mentioned in the Lease.
7. No change of this Indemnity shall be effective unless the same is in writing and, is performed by both the Indemnifier and the Landlord.
8. The Indemnifier shall, without limiting the generality of the preceding, be bound by this protection in the same manner as though the Indemnifier were the Tenant named in the Lease. Despite the foregoing, or any performance in whole or in part by the Indemnifier of its compulsions hereunder or of the Tenant under the Lease, the Indemnifier shall not have any right to any of the benefits to which the Tenant qualifies for under the Lease.
9. If two or more persons, companies, partnerships or other business relations (or any arrangement of two or more thereof) perform this Indemnity as Indemnifier, the accountability of each such individual, corporation, enterprise or other business associations is joint and quite a few. In like manner, if the Indemnifier mentioned in this Indemnity is an enterprise or other business association, the members of which are constitutional or general law subject to individual liability, the liability of each such member is joint and several.
10. All of the terms, covenants and conditions of this insurance extend to and are compulsory upon the Indemnifier, his or its heirs, executors, administrators, descendants and allots, as the case may be, and bear to the benefit of and may be imposed by the Landlord, its descendants and assigns.
11. The compulsions of the Indemnifier hereunder shall be transferable by the Landlord and a lease assignment shall comprise an assignment of the obligations of the Indemnifier unless the said responsibilities of the Indemnifier are particularly are kept out from such assignment of the Lease.
12. In the event of lease termination for any reason whatsoever including, but not limited to, any termination resultant from the insolvency, liquidation, wrapping up or similar circumstances of the Tenant, then at the decision of the Landlord the Indemnifier shall enter into a written agreement with the Landlord for a term beginning at the date of such termination and expiring on the date on which the Lease would have ended if it had run its full term with no defaulting by the Tenant and without such termination. Such agreement shall include the same terms and conditions as are mentioned in the Lease which would apply to and be in force for that part of the Lease term which by the original terms of the Lease would have continued till the date of such termination.
Dated: [dated]
………………………………………….. ………………………………………….
[Landlord Name] [Indemnifier Name]
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