Form of Letter of Indemnity. Any letter of indemnity provided by Seller shall be in the following form: In consideration of your paying for the cargo of [VOLUME] Metric Tons or Tons of Petroleum Coke that sailed from [PORT] on [VESSEL] on [XXXX OF LADING DATE] loaded with the cargo when the full set of bills of lading and original shipping documents for the cargo have not been delivered to you at the time payment is due under our contract dated [CONTRACT DATE]. We hereby warrant to you that at the time property passed as specified under the terms of the contract, we had the right to sell the cargo to you, and we had unencumbered title to the cargo. We hereby irrevocably and unconditionally undertake to indemnify you and hold you harmless against any claim made against you by anyone as a result of breach by us of any of our warranties as set out above; and all loss, costs (including, but not limited to, reasonable attorneys’ fees), damages, and expenses which you may suffer, incur, or be put to which are not too remote as a result of our failure to deliver the above document(s) in accordance with the contract. This indemnity shall terminate on delivery by us of the aforesaid document(s). This indemnity shall be governed by and construed in accordance with laws of the State of New York and all disputes, controversies, or claims arising out of or in relation to this warranty or the breach, termination, or validity hereof shall be subject to the non-exclusive jurisdiction of the courts of the State of New York and the United States District Court located in the Borough of Manhattan in New York City.
Appears in 4 contracts
Samples: Petroleum Coke Purchase/Sale Agreement, Petroleum Coke Purchase/Sale Agreement, Petroleum Coke Purchase/Sale Agreement
Form of Letter of Indemnity. Any letter of indemnity provided by Seller shall be in the following form: In consideration of your paying for the cargo of [VOLUME] U.S. Barrels/Metric Tons or Tons of Petroleum Coke that [TYPE OF PRODUCT] which sailed from [PORT] on [VESSEL] on [XXXX OF LADING DATE] loaded with the cargo when the full set of bills of lading and original shipping documents for the cargo have not been delivered to you at the time payment is due under our contract dated [CONTRACT DATE]. We hereby warrant to you that at the time property passed as specified under the terms of the contract, we had the right to sell the cargo to you, and we had unencumbered title to the cargo. We hereby irrevocably and unconditionally undertake to indemnify you and hold you harmless against any claim made against you by anyone as a result of breach by us of any of our warranties as set out above; and all loss, costs (including, but not limited to, reasonable attorneys’ fees), damages, and expenses which you may suffer, incur, or be put to which are not too remote as a result of our failure to deliver the above document(s) in accordance with the contract. This indemnity shall terminate on delivery by us of the aforesaid document(s). This indemnity shall be governed by and construed in accordance with laws of the State of New York and all disputes, controversies, or claims arising out of or in relation to this warranty or the breach, termination, or validity hereof shall be subject to the non-exclusive jurisdiction of the courts of the State of New York and the United States District Court located in the Borough of Manhattan in New York City.
Appears in 2 contracts
Samples: Products Purchase/Sale Agreement, Products Purchase/Sale Agreement
Form of Letter of Indemnity. Any letter of indemnity provided by Seller shall be in the following form: In consideration of your paying for the cargo of [VOLUME] Metric Tons Ton, Short Ton, or Tons Long Ton of Petroleum Coke Sulfur that sailed from [PORT] on [VESSEL] on [XXXX OF LADING DATE] loaded with the cargo when the full set of bills of lading and original shipping documents for the cargo have not been delivered to you at the time payment is due under our contract dated [CONTRACT DATE]. We hereby warrant to you that at the time property passed as specified under the terms of the contract, we had the right to sell the cargo to you, and we had unencumbered title to the cargo. We hereby irrevocably and unconditionally undertake to indemnify you and hold you harmless against any claim made against you by anyone as a result of breach by us of any of our warranties as set out above; and all loss, costs (including, but not limited to, reasonable attorneys’ fees), damages, and expenses which you may suffer, incur, or be put to which are not too remote as a result of our failure to deliver the above document(s) in accordance with the contract. This indemnity shall terminate on delivery by us of the aforesaid document(s). This indemnity shall be governed by and construed in accordance with laws of the State of New York and all disputes, controversies, or claims arising out of or in relation to this warranty or the breach, termination, or validity hereof shall be subject to the non-exclusive jurisdiction of the courts of the State of New York and the United States District Court located in the Borough of Manhattan in New York City.
Appears in 2 contracts
Samples: Sulfur Purchase/Sale Agreement, Sulfur Purchase/Sale Agreement
Form of Letter of Indemnity. Any letter of indemnity provided by Seller shall be in the following form: In consideration of your paying for the cargo of [VOLUME] Metric Tons or Tons of Petroleum Coke Product that sailed from [PORT] on [VESSEL] on [XXXX OF LADING DATE] loaded with the cargo when the full set of bills of lading and original shipping documents for the cargo have not been delivered to you at the time payment is due under our contract dated [CONTRACT DATE]. We hereby warrant to you that at the time property passed as specified under the terms of the contract, we had the right to sell the cargo to you, and we had unencumbered title to the cargo. We hereby irrevocably and unconditionally undertake to indemnify you and hold you harmless against any claim made against you by anyone as a result of breach by us of any of our warranties as set out above; and all loss, costs (including, but not limited to, reasonable attorneys’ fees), damages, and expenses which you may suffer, incur, or be put to which are not too remote as a result of our failure to deliver the above document(s) in accordance with the contract. This indemnity shall terminate on delivery by us of the aforesaid document(s). This indemnity shall be governed by and construed in accordance with laws of the State of New York and all disputes, controversies, or claims arising out of or in relation to this warranty or the breach, termination, or validity hereof shall be subject to the non-exclusive jurisdiction of the courts of the State of New York and the United States District Court located in the Borough of Manhattan in New York City.
Appears in 1 contract