Contribution And Indemnity Agreement Template for United States

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Key Requirements PROMPT example:

Contribution And Indemnity Agreement

"Need a Contribution And Indemnity Agreement for a joint construction project between three contractors in California, where we want to split liability 40-30-30 and include specific provisions for environmental damage claims, to be effective from March 1, 2025."

Document background
The Contribution And Indemnity Agreement is essential when multiple parties need to allocate risk and responsibility for potential claims or losses. This document is commonly used in situations where parties share business risks or potential liabilities, such as joint ventures, construction projects, or complex business transactions. Under U.S. law, it provides a framework for determining each party's share of liability and establishes procedures for seeking indemnification. The agreement typically includes specific contribution percentages, payment terms, claim procedures, and insurance requirements, while ensuring compliance with both federal and state indemnification laws.
Suggested Sections

1. Parties: Identification of all parties to the agreement

2. Background: Context and purpose of the agreement

3. Definitions: Key terms used throughout the agreement

4. Contribution Obligations: Details of how parties will share liability and costs

5. Indemnification Provisions: Scope and terms of indemnification between parties

6. Payment Terms: Timing and method of contribution payments

7. Governing Law: Applicable jurisdiction and choice of law

Optional Sections

1. Insurance Requirements: Specific insurance obligations of parties when insurance coverage needs to be maintained

2. Alternative Dispute Resolution: Procedures for resolving disputes without litigation when parties prefer to avoid court proceedings

3. Confidentiality Provisions: Terms regarding confidential information when sensitive information will be shared

4. Third-Party Rights: Rights of non-parties to the agreement when third parties may have rights under the agreement

Suggested Schedules

1. Schedule of Contribution Percentages: Detailed breakdown of each party's contribution obligations

2. Insurance Requirements Schedule: Specific insurance coverage requirements and limits

3. Form of Notice: Template for required notices under the agreement

4. Claims Procedures: Detailed procedures for handling claims and seeking indemnification

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

Industries

State-Specific Laws: Individual state legislation governing indemnification and contribution, including the Uniform Contribution Among Tortfeasors Act and state-specific contract laws

Federal Laws: Federal Rules of Civil Procedure (particularly Rule 14 on third-party practice) and federal anti-indemnity statutes where applicable

Legal Doctrines: Common law principles of contribution and indemnity, joint and several liability rules, and equitable indemnity principles

Industry Regulations: Industry-specific regulations affecting indemnification rights and special requirements for regulated industries such as construction and maritime

Insurance Laws: State insurance regulations, requirements for additional insured endorsements, and insurance coverage limitations

Contract Law Fundamentals: Basic contract law principles including Statute of Frauds requirements, contract formation principles, and consideration requirements

Public Policy Limitations: Restrictions on indemnification for intentional wrongdoing, limitations on indemnification for gross negligence, and anti-waiver provisions

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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