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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.
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
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
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
Agreement
Business Day
Claim
Commencement Date
Confidential Information
Contract Area
Contractor Group
Covered Activities
Effective Date
Emergency
Employee
Equipment
Excluded Claims
Force Majeure Event
Governing Law
Group
Gross Negligence
Indemnified Party
Indemnifying Party
Insurance Policy
Intellectual Property Rights
Joint Operations
Liability
Loss
Material Breach
Notice
Operator
Parent Company
Party
Personnel
Project
Property
Related Entity
Representatives
Services
Subcontractor
Term
Territory
Third Party
UAE
Waiver
Willful Misconduct
Work Product
Working Hours
Interpretation
Mutual Indemnities
Waiver of Recourse
Scope of Coverage
Limitations of Liability
Insurance Requirements
Claims Procedures
Notice Requirements
Duration and Term
Confidentiality
Force Majeure
Dispute Resolution
Governing Law and Jurisdiction
Assignment and Transfer
Amendments and Modifications
Severability
Entire Agreement
Third Party Rights
Compliance with Laws
Representations and Warranties
Termination
Survival
Costs and Expenses
Counterparts
Language
Notices
Good Faith
Further Assurance
Records and Audit
Oil and Gas
Construction
Energy
Manufacturing
Maritime
Infrastructure
Mining
Engineering
Transportation
Industrial Services
Utilities
Petrochemicals
Legal
Risk Management
Operations
Commercial
Compliance
Insurance
Contract Administration
Project Management
Corporate Governance
Business Development
Claims Management
General Counsel
Legal Director
Risk Manager
Contract Manager
Project Director
Operations Manager
Commercial Director
Chief Legal Officer
Compliance Officer
Insurance Manager
Business Development Director
Chief Operating Officer
Project Manager
Claims Manager
Legal Counsel
Corporate Secretary
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