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Standard Indemnification Agreement
"I need a Standard Indemnification Agreement to protect my software company against potential claims arising from third-party use of our AI technology, with specific coverage for intellectual property claims and data protection issues."
1. Parties: Identification and details of the indemnifier and indemnitee
2. Background: Context and purpose of the indemnification
3. Definitions: Key terms used throughout the agreement
4. Scope of Indemnity: Specific risks, losses, and circumstances covered
5. Duration: Term of the indemnification coverage
6. Claims Procedure: Process for making and handling indemnification claims
7. Governing Law: Jurisdiction and applicable law
1. Insurance Requirements: Specific insurance obligations required alongside indemnity
2. Limitations of Liability: Caps or restrictions on indemnification obligations
3. Survival Clause: Terms that continue after agreement termination
1. Schedule of Covered Events: Detailed list of circumstances triggering indemnification
2. Schedule of Excluded Events: Specific exclusions from indemnification coverage
3. Claims Procedure Details: Step-by-step process for claim submission and handling
4. Insurance Certificates: Copies of relevant insurance documentation
Authors
Affiliated Companies
Business Day
Claim
Commencement Date
Confidential Information
Costs
Damages
Effective Date
Excluded Claims
Force Majeure Event
Indemnified Party
Indemnifying Party
Indemnified Losses
Liability
Loss
Material Adverse Effect
Notice
Parties
Related Persons
Representatives
Specified Events
Term
Third Party
Third Party Claim
Working Hours
Limitations of Liability
Claims Procedure
Notice Requirements
Cooperation in Defense
Insurance Requirements
Representation and Warranties
Confidentiality
Third Party Rights
Duration and Survival
Force Majeure
Assignment
Waiver
Severability
Entire Agreement
Amendments
Governing Law
Jurisdiction
Dispute Resolution
Costs and Expenses
Subrogation Rights
Set-off Rights
Contribution
Remedies
Termination
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