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Indemnity Contract

Indemnity Contract Generator for United Arab Emirates

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Key Requirements PROMPT example:

Indemnity Contract

"I need an Indemnity Contract under UAE law for our construction project in Dubai, where our main contractor will indemnify us against all third-party claims relating to construction defects and safety incidents, with the agreement to be effective from March 1, 2025."

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Document background
The Indemnity Contract serves as a crucial risk allocation tool in commercial relationships under UAE law. It is commonly used when parties need to clearly define responsibility for potential losses or liabilities arising from specific events or circumstances. The document finds application in various scenarios including corporate transactions, construction projects, service agreements, and commercial partnerships. As a formal contract governed by UAE law, it must comply with the UAE Civil Code and related commercial legislation, particularly regarding formation, enforcement, and limitations on liability. The agreement typically includes comprehensive provisions on claim procedures, payment obligations, and dispute resolution mechanisms, reflecting the specific requirements of UAE's legal framework and commercial practices.
Suggested Sections

1. Parties: Identification of the Indemnitor (party providing indemnity) and Indemnitee (party being indemnified), including full legal names and addresses

2. Background: Recitals explaining the context and purpose of the indemnity arrangement

3. Definitions: Key terms used throughout the agreement, including 'Indemnified Events', 'Losses', 'Claims', etc.

4. Scope of Indemnity: Detailed description of what losses, damages, or liabilities are covered by the indemnity

5. Indemnification Obligations: Core provisions detailing the Indemnitor's obligations, including timing and nature of payments

6. Exclusions: Specific circumstances or types of losses that are excluded from the indemnity coverage

7. Claims Procedure: Process for making and responding to indemnification claims, including notice requirements and timeframes

8. Duration: Term of the indemnity and survival provisions

9. Limitation of Liability: Any caps or limitations on the indemnification obligation

10. Governing Law and Jurisdiction: Specification of UAE law as governing law and choice of courts/jurisdiction

11. Execution: Signature blocks and execution formalities compliant with UAE requirements

Optional Sections

1. Insurance Requirements: Required when the Indemnitor must maintain specific insurance coverage as part of the indemnity arrangement

2. Cross-Indemnification: Used when both parties are providing reciprocal indemnities to each other

3. Security: Include when additional security (such as bank guarantees) is required to support the indemnity obligations

4. Third Party Rights: Required when the indemnity extends to cover affiliated parties or specific third parties

5. Assignment: Include when transfer of indemnity rights needs to be addressed

6. Force Majeure: Optional section addressing how extraordinary events affect indemnity obligations

7. Dispute Resolution: Detailed dispute resolution procedures, including potential arbitration provisions

8. Confidentiality: Include when the indemnity relates to confidential matters or transactions

Suggested Schedules

1. Schedule 1 - Specific Indemnified Events: Detailed list of events, circumstances, or matters covered by the indemnity

2. Schedule 2 - Calculation of Losses: Methodology for calculating indemnifiable losses and expenses

3. Schedule 3 - Claim Form Template: Standard form for making indemnification claims

4. Schedule 4 - Insurance Requirements: Detailed insurance requirements including types of coverage and minimum amounts

5. Schedule 5 - Security Documents: Forms of any required security documents or guarantees

6. Appendix A - Notice Requirements: Detailed procedures and contact information for serving notices

7. Appendix B - Related Agreements: List of any related agreements that may affect the indemnity obligations

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Linkedin in social icon imageX social icon image
alex.den.21@genieai.co
Relevant legal definitions
Affiliate
Business Day
Claim
Claim Notice
Commencement Date
Confidential Information
Contract
Damages
Defense Costs
Dispute
Effective Date
Encumbrance
Event of Default
Expiry Date
Force Majeure Event
Governmental Authority
Indemnified Party
Indemnified Event
Indemnifying Party
Indemnity Period
Intellectual Property Rights
Law
Liability
Loss
Material Adverse Effect
Notice
Payment Date
Permitted Person
Proceedings
Related Agreement
Representatives
Security
Settlement
Termination Date
Third Party Claim
UAE
UAE Dirham
Relevant Industries

Construction and Real Estate

Financial Services

Oil and Gas

Manufacturing

Trading and Commerce

Technology and Software

Healthcare

Professional Services

Transportation and Logistics

Insurance

Infrastructure Development

Retail

Relevant Teams

Legal

Finance

Risk Management

Compliance

Commercial

Operations

Project Management

Insurance

Corporate Secretariat

Business Development

Relevant Roles

Legal Director

Chief Legal Officer

Risk Manager

Chief Financial Officer

Commercial Director

Contract Manager

Legal Counsel

Compliance Officer

Project Manager

Finance Director

Insurance Manager

Corporate Secretary

Business Development Manager

Operations Director

Industries
UAE Civil Code (Federal Law No. 5 of 1985): Contains fundamental principles of contract law, including Articles 1025-1055 specifically dealing with indemnity provisions and guarantees
UAE Commercial Transactions Law (Federal Law No. 18 of 1993): Governs commercial transactions and relevant provisions for commercial indemnities between merchants
UAE Companies Law (Federal Law No. 2 of 2015): Relevant for corporate capacity to enter into indemnity agreements and director indemnification provisions
UAE Insurance Law (Federal Law No. 6 of 2007): Applicable when indemnity involves insurance aspects or is structured as an insurance arrangement
UAE Electronic Transactions and Commerce Law (Federal Law No. 1 of 2006): Relevant if the indemnity agreement is to be executed electronically or involves electronic commerce
UAE Civil Procedures Law (Federal Law No. 11 of 1992): Contains provisions regarding enforcement of contracts and dispute resolution procedures
DIFC Law No. 6 of 2004 (if applicable in DIFC): Specific contract law provisions applicable if the indemnity agreement falls under DIFC jurisdiction
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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