Common use of Indemnification by PEO Clause in Contracts

Indemnification by PEO. XXX agrees to defend, indemnify and hold Client, its shareholders, officers, directors, employees and controlling persons, harmless from any and all claims, fees, costs and expenses resulting from: (1) any breach or default by PEO under this Agreement or any other agreement between the parties; (2) any action, conduct or omission, real or alleged, of PEO, its agents, employees, officers, directors and Shared Employees occurring at any time. Prior to invoking this indemnification provision, Client must first give PEO written notice of any applicable or alleged nonperformance and a reasonable period of time to cure the same.