General Indemnity Agreement Template for Nigeria

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Key Requirements PROMPT example:

General Indemnity Agreement

"I need a General Indemnity Agreement under Nigerian law for my construction company acting as indemnitor to protect a major bank against any losses arising from our upcoming infrastructure project financing, with special attention to environmental risks and local community claims."

Document background
The General Indemnity Agreement is a fundamental risk allocation tool in Nigerian commercial practice, used to protect parties against specific identified risks and potential losses. This document is typically employed in situations where one party needs to be protected from potential liabilities arising from specific business activities, transactions, or relationships. The agreement must comply with Nigerian contract law and commercial regulations, including the Companies and Allied Matters Act 2020 and relevant financial regulations. It's commonly used in construction projects, financial transactions, corporate guarantees, and various commercial arrangements where risk transfer is necessary. The General Indemnity Agreement includes specific provisions for triggering events, claim procedures, and enforcement mechanisms, all tailored to the Nigerian legal context while maintaining international best practices in risk management and commercial contracting.
Suggested Sections

1. Parties: Identification and details of the Indemnitor and Indemnitee

2. Background: Context of the agreement and relationship between the parties

3. Definitions: Detailed definitions of key terms used throughout the agreement

4. Scope of Indemnity: Precise description of what losses, damages, or liabilities are covered by the indemnity

5. Indemnification Obligations: Detailed terms of the indemnification, including trigger events and extent of coverage

6. Notice Requirements: Procedures and timeframes for notifying claims or potential claims

7. Defense and Settlement: Rights and obligations regarding legal defense and settlement of claims

8. Payment Terms: Terms and conditions for making indemnity payments

9. Duration: Term of the agreement and survival of obligations

10. Representations and Warranties: Standard representations and warranties from both parties

11. Governing Law and Jurisdiction: Specification of Nigerian law as governing law and choice of courts

12. Dispute Resolution: Procedures for resolving disputes between parties

13. General Provisions: Standard boilerplate clauses including severability, entire agreement, and amendments

Optional Sections

1. Security Provisions: Used when additional security or collateral is required to support the indemnity obligation

2. Insurance Requirements: Include when specific insurance coverage is required to back the indemnity

3. Multiple Indemnitors: Required when there are multiple parties providing indemnity, establishing joint and several liability

4. Cross-Indemnification: Used when parties are providing reciprocal indemnities

5. Specific Exclusions: Detailed exclusions section needed when certain risks or events are specifically carved out

6. Third Party Rights: Include when third parties may have rights under the indemnity

7. Currency Provisions: Required for international arrangements involving multiple currencies

8. Assignment and Delegation: Include when transfer of rights or obligations needs to be specifically addressed

Suggested Schedules

1. Schedule of Specific Indemnified Events: Detailed list of specific events or circumstances covered by the indemnity

2. Schedule of Pre-Existing Claims: List of known claims or circumstances that might give rise to claims

3. Schedule of Related Agreements: List of other agreements referenced or related to the indemnity

4. Schedule of Contact Information: Detailed contact information for notices and claims

5. Appendix A - Claim Notification Form: Standard form for notifying claims under the agreement

6. Appendix B - Security Documents: Forms and details of any security provided to support the indemnity

7. Appendix C - Insurance Requirements: Detailed specifications of required insurance coverage

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

Relevant legal definitions
Clauses
Relevant Industries

Banking and Financial Services

Construction and Infrastructure

Oil and Gas

Manufacturing

Real Estate

Insurance

Transportation and Logistics

Mining and Natural Resources

Telecommunications

Healthcare

Professional Services

International Trade

Relevant Teams

Legal

Finance

Risk Management

Compliance

Operations

Commercial

Corporate Secretariat

Treasury

Insurance

Project Management

Business Development

Relevant Roles

Legal Counsel

Risk Manager

Compliance Officer

Chief Financial Officer

Contract Manager

Corporate Secretary

General Counsel

Finance Director

Project Manager

Operations Director

Commercial Director

Chief Executive Officer

Insurance Manager

Treasury Manager

Business Development Manager

Industries
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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