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Contractor Indemnity Agreement
"I need a Contractor Indemnity Agreement for our IT services contractor who will be handling sensitive customer data and developing our core banking software, with specific focus on cybersecurity risks and data protection requirements."
1. Parties: Identification and details of the indemnifier and indemnitee
2. Background: Context of the agreement and relationship between parties
3. Definitions: Key terms used throughout the agreement
4. Scope of Indemnity: Precise description of what losses and liabilities are covered
5. Duration: Term of the indemnity coverage
6. Claims Procedure: Process for making and handling indemnity claims
7. Insurance Requirements: Mandatory insurance coverage requirements
8. Governing Law: Specification of English and Welsh law as governing law
1. Limitations on Liability: Caps and exclusions to the indemnity - used when parties agree to specific financial limits or exclusions
2. Dispute Resolution: Specific procedures for resolving disputes - used when parties want to specify alternative dispute resolution methods
3. Confidentiality: Obligations regarding confidential information - used when sensitive information is involved
4. Data Protection: Compliance with data protection laws - used when personal data processing is involved
1. Schedule of Services: Detailed description of contractor's services covered by indemnity
2. Insurance Schedule: Detailed insurance requirements and minimum coverage levels
3. Claims Procedure Schedule: Detailed process flow for making and handling claims
4. Excluded Losses Schedule: Specific exclusions from indemnity coverage
Authors
Applicable Laws
Business Day
Claim
Commencement Date
Company
Confidential Information
Contract Price
Contractor
Deliverables
Effective Date
Force Majeure Event
Good Industry Practice
Indemnified Party
Indemnifying Party
Indemnified Losses
Insurance Policies
Intellectual Property Rights
Liability
Loss
Material Breach
Notice
Party/Parties
Personnel
Professional Indemnity Insurance
Project
Public Liability Insurance
Representatives
Services
Term
Third Party
Working Hours
Insurance Requirements
Claims Procedure
Notice Requirements
Duration and Termination
Liability Limitations
Force Majeure
Confidentiality
Dispute Resolution
Assignment and Subcontracting
Compliance with Laws
Health and Safety
Representations and Warranties
Record Keeping
Payment Terms
Performance Standards
Data Protection
Intellectual Property
Entire Agreement
Severability
Waiver
Third Party Rights
Variation
Notices
Governing Law and Jurisdiction
Survival
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