Mutual Indemnity And Waiver Of Recourse Agreement Template for United Arab Emirates

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Key Requirements PROMPT example:

Mutual Indemnity And Waiver Of Recourse Agreement

I need a Mutual Indemnity and Waiver of Recourse Agreement under UAE law for a joint venture between two construction companies working on a large infrastructure project in Dubai, with specific focus on equipment sharing and workforce safety obligations starting March 2025.

Document background
The Mutual Indemnity And Waiver Of Recourse Agreement is a critical document used in commercial relationships where parties need to establish clear risk allocation mechanisms under UAE law. It is particularly relevant in situations involving joint operations, shared facilities, or complex project structures where multiple parties interact and face potential cross-claims. The agreement provides a framework for parties to mutually indemnify each other and waive rights of recourse for specified risks, helping to avoid costly disputes and litigation. This document is essential in the UAE business environment, where civil law principles govern contractual relationships and specific requirements exist for the enforceability of liability limitations and waivers. It typically includes comprehensive definitions of covered risks, detailed indemnity provisions, insurance requirements, and claim procedures, all structured to ensure compliance with UAE legal requirements.
Suggested Sections

1. Parties: Identification of all parties entering into the agreement, including full legal names, registration details, and addresses

2. Background: Context of the agreement, relationship between parties, and purpose of the mutual indemnities and waivers

3. Definitions: Detailed definitions of key terms, including 'Claims', 'Losses', 'Indemnified Parties', 'Group Members', and specific activities covered

4. Interpretation: Rules for interpreting the agreement, including construction of language and resolution of conflicts

5. Mutual Indemnities: Core section detailing reciprocal indemnity obligations between the parties, including scope and extent of coverage

6. Waiver of Recourse: Express waivers of rights to pursue claims against the other party, subject to permitted exceptions

7. Limitations on Liability: Specific limitations on the scope and extent of indemnities and waivers, ensuring compliance with UAE law

8. Duration and Survival: Term of the agreement and which provisions survive termination

9. Insurance Requirements: Obligations to maintain insurance coverage supporting the indemnity obligations

10. Notice Requirements: Procedures for making claims under the indemnities and required notifications

11. Governing Law and Jurisdiction: Specification of UAE law as governing law and jurisdiction for disputes

12. General Provisions: Standard boilerplate clauses including severability, entire agreement, and amendments

Optional Sections

1. Third Party Rights: Section addressing rights of third parties to benefit from or enforce the indemnities, used when group companies or contractors need protection

2. Specific Activity Exclusions: Detailed exclusions for specific high-risk activities, used in high-risk industries or specific project contexts

3. Financial Caps: Caps on indemnity amounts, used when parties want to limit their maximum exposure

4. Alternative Dispute Resolution: Procedures for mediation or arbitration, used when parties prefer alternative dispute resolution to court proceedings

5. Cross-Border Provisions: Additional provisions for cross-border enforcement, used when parties are from different jurisdictions

6. Force Majeure: Provisions addressing effect of force majeure events on indemnity obligations, used in long-term or high-risk agreements

Suggested Schedules

1. Schedule 1 - Group Members: List of affiliated companies and entities covered by the indemnities and waivers

2. Schedule 2 - Covered Activities: Detailed description of activities, operations, or projects covered by the agreement

3. Schedule 3 - Insurance Requirements: Specific insurance types, coverage amounts, and terms required to support indemnities

4. Schedule 4 - Excluded Claims: Detailed list of claims and circumstances excluded from the indemnities and waivers

5. Appendix A - Claim Notification Form: Standard form for notifying claims under the agreement

6. Appendix B - Corporate Authorities: Evidence of corporate authority to enter into 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

Relevant legal definitions
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Relevant Roles

General Counsel

Legal Director

Risk Manager

Contract Manager

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Insurance Manager

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Industries
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