Mutual Indemnity And Waiver Of Recourse Agreement Template for England and Wales

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Key Requirements PROMPT example:

Mutual Indemnity And Waiver Of Recourse Agreement

"Need a Mutual Indemnity And Waiver Of Recourse Agreement for a joint construction project between three contractors in London, with specific focus on equipment sharing and site safety, to be effective from March 2025."

Document background
The Mutual Indemnity And Waiver Of Recourse Agreement is commonly used in complex commercial arrangements where multiple parties operate in high-risk environments under English and Welsh law. This agreement is particularly valuable when parties need to establish clear liability boundaries and prevent circular litigation. It typically includes detailed provisions for mutual indemnification, specific waivers of recourse rights, and insurance requirements. The agreement is especially relevant in industries such as construction, energy, and maritime operations, where multiple contractors and subcontractors work together and need to manage their risk exposure effectively.
Suggested Sections

1. Parties: Identification and details of all contracting parties

2. Background: Context and purpose of the agreement

3. Definitions: Key terms used throughout the agreement

4. Mutual Indemnities: Core indemnification obligations of each party

5. Waiver of Recourse: Specific provisions waiving rights of recourse between parties

6. Term and Termination: Duration and termination provisions

7. Governing Law and Jurisdiction: Specification of English and Welsh law and courts

Optional Sections

1. Insurance Requirements: Specific insurance obligations, used when parties need to maintain certain coverage

2. Parent Company Guarantee: Additional security provisions when one or more parties are subsidiaries

3. Confidentiality: Protection of sensitive information when confidential information will be shared

Suggested Schedules

1. Schedule 1 - Scope of Indemnities: Detailed description of indemnified risks and obligations

2. Schedule 2 - Insurance Requirements: Specific insurance types and coverage levels required

3. Schedule 3 - Form of Parent Company Guarantee: Standard form of parent company guarantee if required

4. Appendix A - Defined Terms: Extended definitions and interpretations

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

Clauses
Industries

Contracts (Rights of Third Parties) Act 1999: Key legislation governing how third parties may enforce terms of a contract and affects how indemnity provisions can benefit or bind third parties

Unfair Contract Terms Act 1977: Regulates exclusion and limitation clauses, setting requirements for reasonableness in commercial contracts and restrictions on excluding certain types of liability

Consumer Rights Act 2015: Must be considered if any party could be classified as a consumer, affecting the enforceability of certain terms

Misrepresentation Act 1967: Governs liability for misrepresentations made during contract formation and attempts to exclude such liability

Third Parties (Rights against Insurers) Act 2010: Relevant for insurance aspects of indemnification and transfer of rights against insurers

Civil Liability (Contribution) Act 1978: Governs rights of contribution between parties who are jointly liable for the same damage

Limitation Act 1980: Sets statutory time limits for bringing different types of claims and affects how long parties have to enforce their rights

Financial Services and Markets Act 2000: May be relevant if the agreement involves regulated financial services or activities

Rome I Regulation: Governs choice of law in contractual obligations if there are international elements to the agreement

Interpretation Act 1978: Provides rules for interpreting legislation and statutory provisions that might affect the agreement

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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