This excerpt taken from the DRAX 20-F filed Mar 31, 2008.
ARTICLE 19 -INDEMNIFICATION
19.01 Indemnification by Manufacturer. Manufacturer shall indemnify and hold harmless Buyer (and its Affiliates) from and against any and all direct damages, liabilities, claims, costs, charges, judgments and expenses (including reasonable attorneys fees) (collectively Damages) that may be sustained, suffered or incurred by Buyer (or its Affiliates), arising directly from or by reason of (a) the breach by Manufacturer of any warranty, representation, covenant or agreement made by Manufacturer in this Agreement; or (b) actual or alleged injury to person or property or death occurring to any of Manufacturers employees, subcontractors, invitees, agents or individuals on Manufacturers premises; (c) any Product that does not conform to the Specifications and other requirements set forth herein;
(d) Manufacturers manufacture, packaging or supply of Products under this Agreement if not in accordance with the Specifications; or (e) Manufacturers negligence or willful misconduct.
19.02 Indemnification by Buyer. Buyer shall indemnify and hold harmless Manufacturer (and its Affiliates) from and against any and all Damages, that may be sustained, suffered or incurred by Manufacturer (or its Affiliates) arising directly from or by reason of (a) the breach by Buyer of any warranty, representation, covenant or agreement made by Buyer in this Agreement, (b) Buyers negligence or willful misconduct, (c) any actual or alleged injury to person or property or death occurring to any of Buyers employees, invitees, agents or individuals while on Manufacturers premises due to the negligence of said employees, invitees, agents or individuals or (d) a claim that the sale of the Product infringes, misappropriates or violates another partys patented intellectual property.
19.03 Claims. Each indemnified Party agrees to give the indemnifying Party prompt written notice of any matter upon which such indemnified Party intends to base a claim for indemnification (an Indemnity Claim) under this Article 19. The indemnifying Party shall have the right to participate jointly with the indemnified Party in the indemnified Partys defense, settlement or other disposition of any Indemnity Claim. With respect to any Indemnity Claim relating solely to the payment of money damages and which could not result in the indemnified Partys becoming subject to injunctive or other equitable relief or otherwise adversely affect the business of the indemnified Party in any manner, and as to which the indemnifying Party shall have acknowledged in writing the obligation to indemnify the indemnified Party hereunder, the indemnifying Party shall have the sole right to defend, settle or otherwise dispose of such Indemnity Claim, on such terms as the indemnifying Party, in its sole discretion, shall deem appropriate; provided that the indemnifying Party shall provide reasonable evidence of its ability to pay any damages claimed and with respect to any such settlement shall obtain the written release of the indemnified Party from the Indemnity Claim. The indemnifying Party shall obtain
the written consent of the indemnified Party prior to ceasing to defend, settling or otherwise disposing of any Indemnity Claim if as a result thereof the indemnified Party would become subject to injunctive or other equitable relief or the business of the indemnified Party would be adversely affected in any manner.
19.04 NEITHER PARTY SHALL BE ENTITLED TO SEEK PUNITIVE, INDIRECT, EXEMPLARY, CONSEQUENTIAL OR SPECIAL DAMAGES INCLUDING LOSS OF PROFITS FROM THE OTHER.