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These excerpts taken from the EBAY 10-K filed Feb 17, 2010. Indemnification Provisions In the ordinary course of business, we have included limited indemnification provisions in certain of our agreements with parties with whom we have commercial relations, including our standard marketing, promotions and application-programming-interface license agreements. Under these contracts, we generally indemnify, hold harmless, and agree to reimburse the indemnified party for losses suffered or incurred by the indemnified party in connection with claims by a third party with respect to our domain names, trademarks, logos and other branding elements to the extent that such marks are applicable to our performance under the subject agreement. In a limited number of agreements, we have provided an indemnity for other types of third-party claims, which are indemnities mainly related to various intellectual property rights. In our PayPal business, we have provided an indemnity to our payment processors in the event of certain third-party claims or card association fines against the processor arising out of conduct by PayPal or PayPal customers. In connection with the sale of Skype, we made certain customary warranties to the buyer in the purchase agreement. Our liability to the buyer for inaccuracies in these warranties is generally subject to certain limitations. With respect to certain specified litigation matters involving Skype that were pending as of the closing of the transaction, we also agreed, among other things, to bear 50% of the cost of any monetary judgment that is rendered in respect of those matters. It is not possible to determine the maximum potential loss under these indemnification and other provisions due to our limited history of prior indemnification claims and the unique facts and circumstances involved in each particular provision. To date, no significant costs have been incurred, either individually or collectively, in connection with our indemnification provisions. Indemnification Provisions In the ordinary course of business, we have included limited indemnification provisions in certain of our agreements with parties with whom we have commercial relations, including our standard marketing, promotions and application-programming-interface license agreements. Under these contracts, we generally indemnify, hold harmless, and agree to reimburse the indemnified party for losses suffered or incurred by the indemnified party in connection with claims by a third party with respect to our domain names, trademarks, logos and other branding elements to the extent that such marks are applicable to our performance under the subject agreement. In a limited number of agreements, we have provided an indemnity for other types of third-party claims, which are indemnities mainly related to various intellectual property rights. In our PayPal business, we have provided an indemnity to our payment processors in the event of certain third-party claims or card association fines against the processor arising out of conduct by PayPal or PayPal’s customers. In connection with the sale of Skype, we made certain customary warranties to the buyer in the purchase agreement. Our liability to the buyer for inaccuracies in these warranties is generally subject to certain limitations. With respect to certain specified litigation matters involving Skype that were pending as of the closing of the transaction, we also agreed, among other things, to bear 50% of the cost of any monetary judgment that is rendered in respect of those matters. It is not possible to determine the maximum potential loss under these indemnification or other provisions due to our limited history of prior indemnification claims and the unique facts and circumstances involved in each particular provision. To date, no significant costs have been incurred, either individually or collectively, in connection with our indemnification provisions.
112
Table of ContentseBay Inc. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
This excerpt taken from the EBAY 10-Q filed Apr 28, 2009. Indemnification Provisions In the ordinary course of business, we have included limited indemnification provisions in certain of our agreements with parties with which we have commercial relations, including our standard marketing, promotions and application-programming-interface license agreements. Under these contracts, we generally indemnify, hold harmless, and agree to reimburse the indemnified party for losses suffered or incurred by the indemnified party in connection with claims by a third party with respect to our domain names, trademarks, logos and other branding elements to the extent that such marks are applicable to our performance under the subject agreement. In a limited number of agreements, we have provided an indemnity for other types of third-party claims, which are indemnities mainly related to various intellectual property rights. In our PayPal business, we have provided an indemnity to our payment processors in the event of certain third-party claims or card network fines against the processor arising out of conduct by PayPal or PayPal customers. It is not possible to determine the maximum potential loss under these indemnification provisions due to our limited history of prior indemnification claims and the unique facts and circumstances involved in each particular provision. To date, no significant costs have been incurred, either individually or collectively, in connection with our indemnification provisions. These excerpts taken from the EBAY 10-K filed Feb 20, 2009. Indemnification
Provisions
In the ordinary course of business, we have included limited
indemnification provisions in certain of our agreements with
parties with whom we have commercial relations, including our
standard marketing, promotions and
application-programming-interface license agreements. Under
these contracts, we generally indemnify, hold harmless, and
agree to reimburse the indemnified party for losses suffered or
incurred by the indemnified party in connection with claims by a
third party with respect to our domain names, trademarks, logos
and other branding elements to the extent that such marks are
applicable to our performance under the subject agreement. In a
limited number of agreements, we have provided an indemnity for
other types of third-party claims, which are indemnities mainly
related to various intellectual property rights. In our PayPal
business, we have provided an indemnity to our payment
processors in the event of certain third-party claims or card
association fines against the processor arising out of conduct
by PayPal or PayPal customers. It is not possible to determine
the maximum potential loss under these indemnification
provisions due to our limited history of prior indemnification
claims and the unique facts and circumstances involved in each
particular provision. To date, no significant costs have been
incurred, either individually or collectively, in connection
with our indemnification provisions.
Indemnification Provisions In the ordinary course of business, we have included limited indemnification provisions in certain of our agreements with parties with whom we have commercial relations, including our standard marketing, promotions and application-programming-interface license agreements. Under these contracts, we generally indemnify, hold harmless, and agree to reimburse the indemnified party for losses suffered or incurred by the indemnified party in connection with claims by a third party with respect to our domain names, trademarks, logos and other branding elements to the extent that such marks are applicable to our performance under the subject agreement. In a limited number of agreements, we have provided an indemnity for other types of third-party claims, which are indemnities mainly related to various intellectual property rights. In our PayPal business, we have provided an indemnity to our payment processors in the event of certain third-party claims or card association fines against the processor arising out of conduct by PayPal or PayPal customers. It is not possible to determine the maximum potential loss under these indemnification provisions due to our limited history of prior indemnification claims and the unique facts and circumstances involved in each particular provision. To date, no significant costs have been incurred, either individually or collectively, in connection with our indemnification provisions. Indemnification
Provisions
In the ordinary course of business, we have included limited
indemnification provisions in certain of our agreements with
parties with whom we have commercial relations, including our
standard marketing, promotions and
application-programming-interface license agreements. Under
these contracts, we generally indemnify, hold harmless, and
agree to reimburse the indemnified party for losses suffered or
incurred by the indemnified party in connection with claims by a
third party with respect to our domain names, trademarks, logos
and other branding elements to the extent that such marks are
applicable to our performance under the subject agreement. In a
limited number of agreements, we have provided an indemnity for
other types of third-party claims, which are indemnities mainly
related to various intellectual property rights. In our PayPal
business, we have provided an indemnity to our payment
processors in the event of certain third-party claims or card
association fines against the processor arising out of conduct
by PayPal or PayPal’s customers. It is not possible to
determine the maximum potential loss under these indemnification
provisions due to our limited history of prior indemnification
claims and the unique facts and circumstances involved in each
particular provision. To date, no significant costs have been
incurred, either individually or collectively, in connection
with our indemnification provisions.
We have entered into indemnification agreements with each of our
directors, executive officers and certain other officers. These
agreements require us to indemnify such individuals, to the
fullest extent permitted by Delaware law, for certain
liabilities to which they may become subject as a result of
their affiliation with us.
All contracts with related parties are at rates and terms that
we believe are comparable with those entered into with
independent third parties. There were no material related party
transactions in 2006, 2007 and 2008. As of December 31,
2008, there were no significant amounts payable or amounts
receivable from related parties.
We are authorized, subject to limitations prescribed by Delaware
law to issue Preferred Stock in one or more series; to establish
the number of shares included within each series; to fix the
rights, preferences and privileges of the shares of each wholly
unissued series and any related qualifications, limitations or
restrictions; and to increase or decrease the number of shares
of any series (but not below the number of shares of a series
then outstanding) without any further vote or action by the
stockholders. At December 31, 2007 and 2008, there were
10 million shares of $0.001 par value Preferred Stock
authorized for issuance, and no shares issued or outstanding.
Our Certificate of Incorporation, as amended, authorizes us to
issue 3.6 billion shares of common stock. A portion of the
shares issued and outstanding are subject to repurchase or
forfeiture over a four-year period from the earlier of the
issuance date or employee hire date, as applicable. At
December 31, 2008 there were 154,892 shares subject to
repurchase rights or forfeiture, respectively.
Table of Contents
eBay
Inc.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
Indemnification Provisions In the ordinary course of business, we have included limited indemnification provisions in certain of our agreements with parties with whom we have commercial relations, including our standard marketing, promotions and application-programming-interface license agreements. Under these contracts, we generally indemnify, hold harmless, and agree to reimburse the indemnified party for losses suffered or incurred by the indemnified party in connection with claims by a third party with respect to our domain names, trademarks, logos and other branding elements to the extent that such marks are applicable to our performance under the subject agreement. In a limited number of agreements, we have provided an indemnity for other types of third-party claims, which are indemnities mainly related to various intellectual property rights. In our PayPal business, we have provided an indemnity to our payment processors in the event of certain third-party claims or card association fines against the processor arising out of conduct by PayPal or PayPal’s customers. It is not possible to determine the maximum potential loss under these indemnification provisions due to our limited history of prior indemnification claims and the unique facts and circumstances involved in each particular provision. To date, no significant costs have been incurred, either individually or collectively, in connection with our indemnification provisions.
We have entered into indemnification agreements with each of our directors, executive officers and certain other officers. These agreements require us to indemnify such individuals, to the fullest extent permitted by Delaware law, for certain liabilities to which they may become subject as a result of their affiliation with us. All contracts with related parties are at rates and terms that we believe are comparable with those entered into with independent third parties. There were no material related party transactions in 2006, 2007 and 2008. As of December 31, 2008, there were no significant amounts payable or amounts receivable from related parties.
We are authorized, subject to limitations prescribed by Delaware law to issue Preferred Stock in one or more series; to establish the number of shares included within each series; to fix the rights, preferences and privileges of the shares of each wholly unissued series and any related qualifications, limitations or restrictions; and to increase or decrease the number of shares of any series (but not below the number of shares of a series then outstanding) without any further vote or action by the stockholders. At December 31, 2007 and 2008, there were 10 million shares of $0.001 par value Preferred Stock authorized for issuance, and no shares issued or outstanding.
Our Certificate of Incorporation, as amended, authorizes us to issue 3.6 billion shares of common stock. A portion of the shares issued and outstanding are subject to repurchase or forfeiture over a four-year period from the earlier of the issuance date or employee hire date, as applicable. At December 31, 2008 there were 154,892 shares subject to repurchase rights or forfeiture, respectively.
Table of ContentseBay Inc. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) This excerpt taken from the EBAY 10-Q filed Oct 23, 2008. Indemnification
Provisions
In the ordinary course of business, we have included limited
indemnification provisions in certain of our agreements with
parties with which we have commercial relations, including our
standard marketing, promotions and
application-programming-interface license agreements. Under
these contracts, we generally indemnify, hold harmless, and
agree to reimburse the indemnified party for losses suffered or
incurred by the indemnified party in connection with claims by a
third party with respect to our domain names, trademarks, logos
and other branding elements to the extent that such marks are
applicable to our performance under the subject agreement. In a
limited number of agreements, we have provided an indemnity for
other types of third-party claims, which are indemnities mainly
related to various intellectual property rights. In our PayPal
business, we have provided an indemnity to our payment
processors in the event of certain third-party claims or card
network fines against the processor arising out of conduct by
PayPal or PayPal customers. It is not possible to determine the
maximum potential loss under these indemnification provisions
due to our limited history of prior indemnification claims and
the unique facts and circumstances involved in each particular
provision. To date, no significant costs have been incurred,
either individually or collectively, in connection with our
indemnification provisions.
Table of Contents
This excerpt taken from the EBAY 10-Q filed Jul 24, 2008. Indemnification
Provisions
In the ordinary course of business, we have included limited
indemnification provisions in certain of our agreements with
parties with which we have commercial relations, including our
standard marketing, promotions and
application-programming-interface license agreements. Under
these contracts, we generally indemnify, hold harmless, and
agree to reimburse the indemnified party for losses suffered or
incurred by the indemnified party in connection with claims by a
third party with respect to our domain names, trademarks, logos
and other branding elements to the extent that such marks are
applicable to our performance under the subject agreement. In a
limited number of agreements, we have provided an indemnity for
other types of third-party claims, which are indemnities mainly
related to various intellectual property rights. In our PayPal
business, we have provided an indemnity to our payment
processors in the event of certain third-party claims or card
network fines against the processor arising out of conduct by
PayPal or PayPal customers. It is not possible to determine the
maximum potential loss under these indemnification provisions
due to our limited history of prior indemnification claims and
the unique facts and circumstances involved in each particular
provision. To date, no significant costs have been incurred,
either individually or collectively, in connection with our
indemnification provisions.
This excerpt taken from the EBAY 10-Q filed Apr 24, 2008. Indemnification
Provisions
In the ordinary course of business, we have included limited
indemnification provisions in certain of our agreements with
parties with whom we have commercial relations, including our
standard marketing, promotions and
application-programming-interface license agreements. Under
these contracts, we generally indemnify, hold harmless, and
agree to reimburse the indemnified party for losses suffered or
incurred by the indemnified party in connection with claims by a
third party with respect to our domain names, trademarks, logos
and other branding elements to the extent that such marks are
applicable to our performance under the subject agreement. In a
limited number of agreements, we have provided an indemnity for
other types of third-party claims, which are indemnities mainly
related to various intellectual property rights. In our PayPal
business, we have provided an indemnity to our payment
processors in the event of certain third-party claims or card
association fines against the processor arising out of conduct
by PayPal or PayPal customers. It is not possible to determine
the maximum potential loss under these indemnification
provisions due to our limited history of prior indemnification
claims and the unique facts and circumstances involved in each
particular provision. To date, no significant costs have been
incurred, either individually or collectively, in connection
with our indemnification provisions.
This excerpt taken from the EBAY 10-Q filed Apr 24, 2008. Indemnification
Provisions
In the ordinary course of business, we have included limited
indemnification provisions in certain of our agreements with
parties with whom we have commercial relations, including our
standard marketing, promotions and
application-programming-interface license agreements. Under
these contracts, we generally indemnify, hold harmless, and
agree to reimburse the indemnified party for losses suffered or
incurred by the indemnified party in connection with claims by a
third party with respect to our domain names, trademarks, logos
and other branding elements to the extent that such marks are
applicable to our performance under the subject agreement. In a
limited number of agreements, we have provided an indemnity for
other types of third-party claims, which are indemnities mainly
related to various intellectual property rights. In our PayPal
business, we have provided an indemnity to our payment
processors in the event of certain third-party claims or card
association fines against the processor arising out of conduct
by PayPal or PayPal customers. It is not possible to determine
the maximum potential loss under these indemnification
provisions due to our limited history of prior indemnification
claims and the unique facts and circumstances involved in each
particular provision. To date, no significant costs have been
incurred, either individually or collectively, in connection
with our indemnification provisions.
These excerpts taken from the EBAY 10-K filed Feb 29, 2008. Indemnification
Provisions
In the ordinary course of business, we have included limited
indemnification provisions in certain of our agreements with
parties with whom we have commercial relations, including our
standard marketing, promotions and
application-programming-interface license agreements. Under
these contracts, we generally indemnify, hold harmless, and
agree to reimburse the indemnified party for losses suffered or
incurred by the indemnified party in connection with claims by a
third party with respect to our domain names, trademarks, logos
and other branding elements to the extent that such marks are
applicable to our performance under the subject agreement. In a
limited number of agreements, we have provided an indemnity for
other types of third-party claims, which are indemnities mainly
related to various intellectual property rights. In our PayPal
business, we have provided an indemnity to our payment
processors in the event of certain third-party claims or card
association fines against the processor arising out of conduct
by PayPal or PayPal’s customers. It is not possible to
determine the maximum potential loss under these indemnification
provisions due to our limited history of prior indemnification
claims and the unique facts and circumstances involved in each
particular provision. To date, no significant costs have been
incurred, either individually or collectively, in connection
with our indemnification provisions.
We have entered into indemnification agreements with each of our
directors, executive officers and certain other officers. These
agreements require us to indemnify such individuals, to the
fullest extent permitted by Delaware law, for certain
liabilities to which they may become subject as a result of
their affiliation with us.
All contracts with related parties are at rates and terms that
we believe are comparable with those entered into with
independent third parties. There were no material related party
transactions in 2005, 2006 and 2007. As of December 31,
2007, there were no significant amounts payable or amounts
receivable from related parties.
We are authorized, subject to limitations prescribed by Delaware
law: to issue Preferred Stock in one or more series; to
establish the number of shares included within each series; to
fix the rights, preferences and privileges of the shares of each
wholly unissued series and any related qualifications,
limitations or restrictions; and to increase or decrease the
number of shares of any series (but not below the number of
shares of a series then outstanding) without
Table of Contents
eBay Inc.
NOTES TO CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
any further vote or action by the stockholders. At
December 31, 2006 and 2007, there were 10 million
shares of $0.001 par value Preferred Stock authorized for
issuance, and no shares issued or outstanding.
Our Certificate of Incorporation, as amended, authorizes us to
issue 3,580 million shares of common stock. A portion of
the shares outstanding are subject to repurchase or forfeiture
over a four-year period from the earlier of the issuance date or
employee hire date, as applicable. At December 31, 2006 and
2007 there were 551,676 and 431,202 shares subject to
repurchase rights or forfeiture, respectively.
At December 31, 2007, we had reserved 210.9 million
shares of common stock available for future issuance under our
stock option plans, including 126.7 million shares related
to outstanding stock options and restricted stock units and
84.2 million shares available for future grant. In
addition, as of December 31, 2007, we had reserved
approximately 4.0 million shares of common stock available
for future issuance under our deferred stock unit plan, and
approximately 5.2 million shares of common stock available
for future issuance under our employee stock purchase plan.
Indemnification Provisions In the ordinary course of business, we have included limited indemnification provisions in certain of our agreements with parties with whom we have commercial relations, including our standard marketing, promotions and application-programming-interface license agreements. Under these contracts, we generally indemnify, hold harmless, and agree to reimburse the indemnified party for losses suffered or incurred by the indemnified party in connection with claims by a third party with respect to our domain names, trademarks, logos and other branding elements to the extent that such marks are applicable to our performance under the subject agreement. In a limited number of agreements, we have provided an indemnity for other types of third-party claims, which are indemnities mainly related to various intellectual property rights. In our PayPal business, we have provided an indemnity to our payment processors in the event of certain third-party claims or card association fines against the processor arising out of conduct by PayPal or PayPal’s customers. It is not possible to determine the maximum potential loss under these indemnification provisions due to our limited history of prior indemnification claims and the unique facts and circumstances involved in each particular provision. To date, no significant costs have been incurred, either individually or collectively, in connection with our indemnification provisions.
We have entered into indemnification agreements with each of our directors, executive officers and certain other officers. These agreements require us to indemnify such individuals, to the fullest extent permitted by Delaware law, for certain liabilities to which they may become subject as a result of their affiliation with us. All contracts with related parties are at rates and terms that we believe are comparable with those entered into with independent third parties. There were no material related party transactions in 2005, 2006 and 2007. As of December 31, 2007, there were no significant amounts payable or amounts receivable from related parties.
We are authorized, subject to limitations prescribed by Delaware law: to issue Preferred Stock in one or more series; to establish the number of shares included within each series; to fix the rights, preferences and privileges of the shares of each wholly unissued series and any related qualifications, limitations or restrictions; and to increase or decrease the number of shares of any series (but not below the number of shares of a series then outstanding) without
Table of ContentseBay Inc. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) any further vote or action by the stockholders. At December 31, 2006 and 2007, there were 10 million shares of $0.001 par value Preferred Stock authorized for issuance, and no shares issued or outstanding.
Our Certificate of Incorporation, as amended, authorizes us to issue 3,580 million shares of common stock. A portion of the shares outstanding are subject to repurchase or forfeiture over a four-year period from the earlier of the issuance date or employee hire date, as applicable. At December 31, 2006 and 2007 there were 551,676 and 431,202 shares subject to repurchase rights or forfeiture, respectively. At December 31, 2007, we had reserved 210.9 million shares of common stock available for future issuance under our stock option plans, including 126.7 million shares related to outstanding stock options and restricted stock units and 84.2 million shares available for future grant. In addition, as of December 31, 2007, we had reserved approximately 4.0 million shares of common stock available for future issuance under our deferred stock unit plan, and approximately 5.2 million shares of common stock available for future issuance under our employee stock purchase plan. This excerpt taken from the EBAY 10-Q filed Oct 29, 2007. Indemnification
Provisions
In the ordinary course of business, we have included limited
indemnification provisions in certain of our agreements with
parties with whom we have commercial relations, including our
standard marketing, promotions and
application-programming-interface license agreements. Under
these contracts, we generally indemnify, hold harmless, and
agree to reimburse the indemnified party for losses suffered or
incurred by the indemnified party in connection with claims by a
third party with respect to domain names, trademarks, logos and
other branding elements to the extent that such marks are
applicable to our performance under the subject agreement. In a
limited number of agreements, we have provided an indemnity for
other types of third-party claims, which are indemnities mainly
related to copyrights, trademarks, and patents. In our PayPal
business, we have provided an indemnity to our payment
processors in the event of certain third-party claims or card
association fines against the processor arising out of conduct
by PayPal or PayPal’s customers. It is not possible to
determine the maximum potential loss under these indemnification
provisions due to our limited history of prior indemnification
claims and the unique facts and circumstances involved in each
particular provision. To date, no significant costs have been
incurred, either individually or collectively, in connection
with our indemnification provisions.
This excerpt taken from the EBAY 10-Q filed Jul 27, 2007. Indemnification
Provisions
In the ordinary course of business, we have included limited
indemnification provisions in certain of our agreements with
parties with whom we have commercial relations, including our
standard marketing, promotions and
application-programming-interface license agreements. Under
these contracts, we generally indemnify, hold
Table of Contents
harmless, and agree to reimburse the indemnified party for
losses suffered or incurred by the indemnified party in
connection with claims by a third party with respect to domain
names, trademarks, logos and other branding elements to the
extent that such marks are applicable to our performance under
the subject agreement. In a limited number of agreements, we
have provided an indemnity for other types of third-party
claims, substantially all of which are indemnities related to
copyrights, trademarks, and patents. In our PayPal business, we
have provided an indemnity to our payment processors in the
event of certain third-party claims or card association fines
against the processor arising out of conduct by PayPal or
PayPal’s customers. It is not possible to determine the
maximum potential loss under these indemnification provisions
due to our limited history of prior indemnification claims and
the unique facts and circumstances involved in each particular
provision. To date, no significant costs have been incurred,
either individually or collectively, in connection with our
indemnification provisions.
This excerpt taken from the EBAY 10-Q filed Apr 25, 2007. Indemnification
Provisions
In the ordinary course of business, we have included limited
indemnification provisions in certain of our agreements with
parties with whom we have commercial relations, including our
standard marketing, promotions and
application-programming-interface license agreements. Under
these contracts, we generally indemnify, hold harmless, and
agree to reimburse the indemnified party for losses suffered or
incurred by the indemnified party in connection with claims by
any third party with respect to domain names, trademarks, logos
and other branding elements to the extent that such marks are
applicable to our performance under the subject agreement. In a
limited number of agreements, we have provided an indemnity for
other types of third-party claims, substantially all of which
are indemnities related to copyrights, trademarks, and patents.
In our PayPal business, we have provided an indemnity to our
payment processors in the event of certain third-party claims or
card association fines against the processor arising out of
conduct by PayPal. It is not possible to determine the maximum
potential loss under these indemnification provisions due to our
limited history of prior indemnification claims and the unique
facts and circumstances involved in each particular provision.
To date, no significant costs have been incurred, either
individually or collectively, in connection with our
indemnification provisions.
This excerpt taken from the EBAY 10-K filed Feb 28, 2007. Indemnification
Provisions
In the ordinary course of business we have included limited
indemnification provisions in certain of our agreements with
parties with whom we have commercial relations, including our
standard marketing, promotions and
application-programming-interface license agreements. Under
these contracts, we generally indemnify, hold harmless, and
agree to reimburse the indemnified party for losses suffered or
incurred by the indemnified party in connection with claims by
any third party with respect to domain names, trademarks, logos
and other branding elements to the extent that such marks are
applicable to our performance under the subject agreement. In a
limited
Table of Contents
eBay
Inc.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
number of agreements, we have provided an indemnity for other
types of third-party claims, substantially all of which are
indemnities related to copyrights, trademarks, and patents. In
our PayPal business, we have provided an indemnity to our
payment processors in the event of certain third-party claims or
card association fines against the processor arising out of
conduct by PayPal. It is not possible to determine the maximum
potential loss under these indemnification provisions due to our
limited history of prior indemnification claims and unique facts
and circumstances involved in each particular provision. To
date, no significant costs have been incurred, either
individually or collectively, in connection with our
indemnification provisions.
This excerpt taken from the EBAY 10-Q filed Jul 28, 2006. Indemnification
Provisions
In the ordinary course of business, we have included limited
indemnification provisions in certain of our agreements with
parties with whom we have commercial relations, including our
standard marketing, promotions and
application-programming-interface license agreements. Under
these contracts, we generally indemnify, hold
Table of Contents
harmless, and agree to reimburse the indemnified party for
losses suffered or incurred by the indemnified party in
connection with claims by any third party with respect to our
domain names, trademarks, logos and other branding elements to
the extent that such marks are applicable to our performance
under the subject agreement. In a limited number of agreements,
we have provided an indemnity for other types of third-party
claims, substantially all of which are indemnities related to
our copyrights, trademarks, and patents. In our PayPal business,
we have provided an indemnity to our payment processors in the
event of certain third-party claims or card association fines
against the processor arising out of conduct by PayPal. To date,
no significant costs have been incurred, either individually or
collectively, in connection with our indemnification provisions.
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