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Deed Of Indemnity And Release
"I need a Deed of Indemnity and Release between ABC Manufacturing Limited and XYZ Construction Ltd for a major construction project in Lagos, where ABC will indemnify XYZ against all claims arising from the use of ABC's proprietary construction materials, with the deed to be effective from March 1, 2025."
1. Parties: Identifies and defines all parties to the deed, including the Indemnifier and the Indemnified Party
2. Background: Recitals explaining the context and circumstances leading to the need for the indemnity and release
3. Definitions and Interpretation: Defines key terms used throughout the deed and establishes interpretation principles
4. Indemnity: Details the scope and nature of the indemnity being provided, including specific risks or losses covered
5. Release: Specifies the terms of release, including what claims or rights are being released
6. Duration: Specifies how long the indemnity obligations will remain in effect
7. Enforcement: Describes the mechanisms for enforcing the indemnity obligations
8. Representations and Warranties: Statements of fact and promises made by the parties regarding their capacity and authority
9. Governing Law and Jurisdiction: Specifies Nigerian law as governing law and establishes jurisdiction for disputes
10. Execution: Formal execution block meeting Nigerian deed requirements including witnesses
1. Insurance: Required when specific insurance obligations are imposed on the indemnifying party
2. Third Party Rights: Include when the indemnity may affect or benefit third parties
3. Confidentiality: Include when the indemnity relates to confidential information or requires confidential treatment
4. Assignment: Include when there's a need to restrict or permit the transfer of rights under the deed
5. Severability: Include when there's a need to ensure remaining provisions survive if some are found invalid
6. Force Majeure: Include when certain events should excuse performance of indemnity obligations
7. Notices: Include when formal notice procedures need to be established between parties
1. Schedule 1 - Specific Indemnified Matters: Detailed list of specific events, claims, or circumstances covered by the indemnity
2. Schedule 2 - Excluded Claims: List of specific claims or circumstances explicitly excluded from the indemnity
3. Schedule 3 - Claims Procedure: Detailed procedure for making and handling indemnity claims
4. Appendix A - Related Agreements: Copies or references to related agreements affecting the indemnity
5. Appendix B - Supporting Documents: Any relevant supporting documents referenced in the main deed
Authors
Business Day
Claims
Commencement Date
Confidential Information
Costs
Deed
Effective Date
Excluded Claims
Indemnified Losses
Indemnified Party
Indemnifier
Indemnity Period
Law
Liability
Losses
Material Adverse Effect
Notice
Parties
Released Claims
Released Matters
Released Party
Releasing Party
Representatives
Schedule
Stamp Duty
Term
Third Party
Third Party Claim
Transaction Documents
Working Hours
Recitals
Definitions
Interpretation
Indemnification
Release
Scope of Indemnity
Duration
Claims Procedure
Payment Terms
Representations and Warranties
Confidentiality
Notice Requirements
Assignment
Severability
Entire Agreement
Force Majeure
Further Assurance
Costs and Expenses
Stamp Duty
Governing Law
Jurisdiction
Dispute Resolution
Third Party Rights
Counterparts
Amendment
Waiver
Execution
Financial Services
Construction
Manufacturing
Oil and Gas
Real Estate
Technology
Healthcare
Transportation and Logistics
Mining
Professional Services
Insurance
Telecommunications
Legal
Compliance
Risk Management
Corporate Secretariat
Executive Leadership
Finance
Operations
Business Development
Project Management
Insurance
Legal Counsel
Corporate Secretary
Risk Manager
Compliance Officer
Chief Executive Officer
Chief Financial Officer
Chief Legal Officer
Contract Manager
Business Development Manager
Project Manager
Operations Director
Managing Director
Company Director
General Counsel
Claims Manager
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