North American Leasing, Inc. v. Nasdi Holdings, LLC

Summary

The Court affirmed the Court of Chancery's judgment requiring the defendants to indemnify the plaintiffs for losses arising from performance and payment bonds on the Bayonne Bridge project. It held that the agreement required notice within a reasonable time after the indemnification claim arose, rather than by the earlier termination date applicable to specified representation-and-warranty claims. It also held that the defendants waived their set-off/recoupment defense by failing to raise it when the plaintiffs sought summary judgment for the entire damages amount, so the damages award required no reduction.