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Simple Indemnification Agreement
"I need a Simple Indemnification Agreement under Dutch law between my tech consulting company (as indemnifier) and a major financial institution (as indemnitee), specifically covering cyber security risks and data protection incidents, to be effective from March 1, 2025."
1. Parties: Identification and details of the indemnifier and indemnitee
2. Background: Context of the agreement and relationship between the parties
3. Definitions: Key terms used throughout the agreement including 'Indemnified Party', 'Losses', 'Claims', etc.
4. Scope of Indemnification: Clear description of what losses, damages, or claims are covered by the indemnification
5. Indemnification Obligations: Detailed obligations of the indemnifying party, including payment and defense obligations
6. Procedure for Claims: Process for notifying and handling indemnification claims
7. Limitations and Exclusions: Any caps, carve-outs, or exclusions to the indemnification obligations
8. Duration: Term of the indemnification obligations and survival provisions
9. Governing Law and Jurisdiction: Specification of Dutch law as governing law and jurisdiction for disputes
10. General Provisions: Standard boilerplate clauses including entire agreement, amendments, and severability
1. Insurance Requirements: Required when specific insurance coverage needs to be maintained by either party
2. Third Party Claims: Added when the agreement needs to specifically address claims brought by third parties
3. Mitigation Obligations: Include when parties need specific obligations to minimize potential losses
4. Security Provisions: Used when collateral or security is required to back the indemnification obligations
5. Subrogation Rights: Include when addressing rights of insurers or other parties to step into the shoes of the indemnified party
6. Cross-Indemnification: Added when both parties are providing mutual indemnification obligations
1. Schedule of Covered Claims: Detailed list of specific types of claims or losses covered by the indemnification
2. Schedule of Excluded Claims: List of specific exclusions or carve-outs from the indemnification coverage
3. Insurance Requirements Schedule: Detailed requirements for insurance coverage, limits, and types
4. Notice Requirements: Specific contact information and procedures for claim notifications
Authors
Interpretation
Indemnification Obligations
Scope of Indemnity
Exclusions
Claims Procedure
Notice Requirements
Defense of Claims
Settlement of Claims
Cooperation
Insurance
Subrogation
Limitation of Liability
Duration
Survival
Force Majeure
Confidentiality
Assignment
Severability
Entire Agreement
Amendment
Waiver
Notices
Governing Law
Jurisdiction
Dispute Resolution
Costs and Expenses
Third Party Rights
Counterparts
Financial Services
Manufacturing
Construction
Technology
Healthcare
Professional Services
Real Estate
Energy
Transportation
Retail
Insurance
Telecommunications
Legal
Risk Management
Compliance
Finance
Executive Leadership
Commercial
Business Development
Operations
Project Management
Insurance
Corporate Governance
Legal Counsel
Risk Manager
Chief Legal Officer
Contract Manager
Chief Financial Officer
Compliance Officer
Business Development Manager
Chief Executive Officer
Chief Operating Officer
Project Manager
General Counsel
Corporate Secretary
Insurance Manager
Commercial Director
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