Google 2010 Annual Report Download - page 86

agreed to hold certain parties harmless against losses arising from a breach of representations or covenants, or
out of intellectual property infringement or other claims made against certain parties. Several of these agreements
limit the time within which an indemnification claim can be made and the amount of the claim. In addition, we have
entered into indemnification agreements with our officers and directors, and our bylaws contain similar
indemnification obligations to our agents.
It is not possible to determine the maximum potential amount under these indemnification agreements due to
the limited history of prior indemnification claims and the unique facts and circumstances involved in each
particular agreement. Historically, the payments we have made under these agreements have not had a material
impact on our operating results, financial position, or cash flows.
Legal Matters
We have had patent, copyright, and trademark infringement lawsuits filed against us claiming that certain of
our products, services, and technologies, including Android, Google WebSearch, Google AdWords, Google
AdSense, Google News, Google Image Search, Google Chrome, Google Talk, Google Voice, and YouTube, infringe
the intellectual property rights of others. Adverse results in these lawsuits may include awards of substantial
monetary damages, costly royalty or licensing agreements, or orders preventing us from offering certain features,
functionalities, products, or services, and may also result in a change in our business practices, and require
development of non-infringing products or technologies, which could result in a loss of revenues for us and
otherwise harm our business.
In addition, many of our agreements with our customers and partners require us to indemnify them for certain
intellectual property infringement claims against them, which would increase our costs as a result of defending
such claims, and may require that we pay significant damages if there were an adverse ruling in any such claims.
Furthermore, such customers and partners may discontinue the use of our products, services, and technologies,
as a result of injunctions or otherwise, which could result in loss of revenues and adversely impact our business.
We are also involved in other claims, suits, government investigations, and proceedings arising from the
ordinary course of our business, including actions with respect to intellectual property claims, competition and
antitrust matters, privacy matters, tax matters, labor and employment claims, commercial claims, and other
matters.
Although the results of such claims, suits, government investigations, and proceedings cannot be predicted
with certainty, we believe that the final outcome of the matters discussed above will not have a material adverse
effect on our business, consolidated financial position, results of operations, or cash flows.
EPA Investigation
In February 2009, we learned of a U.S. Environmental Protection Agency (EPA) investigation into an alleged
release of refrigerant at one of our smaller data facilities, which we acquired from DoubleClick, and the accuracy of
related statements and records. We are cooperating with the EPA and have provided documents and other
materials. The EPA investigation could result in fines, civil or criminal penalties, or other administrative action. We
believe this matter will not have a material adverse effect on our business, consolidated financial position, results
of operations, or cash flows.
73