Indemnification

Indemnification is a promise by one party to cover losses, damages, settlements, and legal fees incurred by the other party under specified circumstances. In NIL contracts, indemnification typically runs both ways: the brand indemnifies the athlete against claims arising from brand-supplied creative, product defects, or the brand's marketing decisions; the athlete indemnifies the brand against claims arising from the athlete's conduct, false statements, or breach of representations and warranties. Athletes should read indemnification clauses carefully — broad athlete-side indemnification ("any and all claims arising in any way from this Agreement") can expose personal assets to litigation over things the athlete had no real control over. Insist on caps on indemnification exposure (typically aligned to fees earned), exclusions for the brand's gross negligence, and a defense-of-claim procedure.