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Simple Indemnification Agreement
"I need a Simple Indemnification Agreement under Hong Kong law for my technology company to protect against potential intellectual property claims when hiring a software development contractor, with the agreement to take effect from March 1, 2025."
1. Parties: Identifies and provides full details of the indemnitor and indemnitee
2. Background: Sets out the context and purpose of the indemnification agreement
3. Definitions: Defines key terms used throughout the agreement
4. Scope of Indemnification: Clearly defines what losses, damages, or liabilities are covered by the indemnification
5. Indemnification Procedure: Details the process for making and responding to indemnification claims
6. Notice Requirements: Specifies how and when notices of claims must be given
7. Duration: Establishes how long the indemnification obligations remain in effect
8. Governing Law and Jurisdiction: Specifies Hong Kong law as governing law and Hong Kong courts' jurisdiction
9. Entire Agreement: Standard clause confirming this document represents the complete agreement between parties
1. Insurance Requirements: Required when parties need to maintain specific insurance coverage related to the indemnified activities
2. Third Party Claims: Include when the agreement needs to address how claims from third parties will be handled
3. Limitations on Indemnification: Used when parties agree to cap the indemnification amount or exclude certain types of damages
4. Subrogation Rights: Include when addressing the indemnitor's right to pursue claims against third parties
5. Force Majeure: Include when parties want to exclude indemnification obligations for events beyond their control
6. Confidentiality: Required when the claims process might involve sensitive information
1. Schedule 1 - Specified Events: Lists specific events or circumstances that trigger indemnification obligations
2. Schedule 2 - Claim Form Template: Standard form for making indemnification claims
3. Schedule 3 - Excluded Losses: Details any specific types of losses that are excluded from the indemnification
4. Appendix A - Contact Information: Lists key contacts and addresses for notices and claims procedures
Authors
Claim
Commencement Date
Confidential Information
Direct Losses
Effective Date
Excluded Losses
Force Majeure Event
Indemnification Amount
Indemnified Party
Indemnifying Party
Indirect Losses
Losses
Notice
Parties
Reasonable Costs
Related Parties
Specified Events
Term
Third Party
Third Party Claim
Working Day
Written Notice
Interpretation
Scope of Indemnification
Indemnification Procedure
Notice Requirements
Payment Terms
Claims Process
Third Party Claims
Insurance
Limitations and Exclusions
Dispute Resolution
Governing Law and Jurisdiction
Confidentiality
Force Majeure
Assignment
Severability
Entire Agreement
Amendment
Waiver
Notices
Costs and Expenses
Further Assurance
Counterparts
Survival
Financial Services
Manufacturing
Technology
Professional Services
Construction
Healthcare
Retail
Real Estate
Transportation
Energy
Insurance
Education
Telecommunications
Hospitality
Legal
Compliance
Risk Management
Finance
Operations
Procurement
Business Development
Corporate Affairs
Commercial
Contract Administration
Chief Executive Officer
Chief Financial Officer
Chief Legal Officer
General Counsel
Legal Director
Risk Manager
Compliance Officer
Contract Manager
Business Development Director
Operations Director
Project Manager
Commercial Director
Company Secretary
Finance Manager
Procurement Manager
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