The Personal Indemnification Agreement is commonly used in the United Arab Emirates when an individual needs to provide protection to another party against potential losses or liabilities. This document is particularly relevant in business relationships, corporate transactions, or personal guarantees where one party assumes responsibility for potential claims or losses that may be incurred by another. The agreement must comply with UAE Federal Law No. 5 of 1985 (Civil Code) and related regulations governing civil transactions and obligations. It typically includes detailed provisions about the scope of indemnification, notification requirements, defense procedures, and settlement terms. Personal Indemnification Agreements are often required in situations involving director appointments, shareholder arrangements, or when individuals provide personal guarantees for corporate obligations in the UAE.
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1. Parties: Identification and details of the Indemnifier and Indemnitee
2. Background: Context and circumstances leading to the indemnification agreement
3. Definitions: Key terms used throughout the agreement
4. Scope of Indemnification: Detailed description of what losses, damages, or liabilities are covered by the indemnification
5. Indemnification Obligations: Specific obligations of the Indemnifier, including timing and method of payment
6. Conditions and Limitations: Any conditions precedent, limitations on liability, or exclusions from indemnification
7. Notice Requirements: Procedures for notifying the Indemnifier of claims and timing requirements
8. Defense and Settlement: Rights and obligations regarding legal defense and settlement of claims
9. Duration: Term of the indemnification agreement and any survival provisions
10. Governing Law and Jurisdiction: Specification of UAE law as governing law and jurisdiction for disputes
11. General Provisions: Standard contractual provisions including amendments, assignments, and severability
1. Insurance Requirements: Required when specific insurance coverage is necessary to support the indemnification
2. Security: Used when additional security or collateral is required to secure the indemnification obligation
3. Third Party Rights: Needed when the indemnification may affect or benefit third parties
4. Confidentiality: Required when sensitive information will be shared as part of the indemnification relationship
5. Dispute Resolution: Optional detailed dispute resolution procedures, including mediation or arbitration provisions
6. Force Majeure: May be included when certain events should excuse or modify indemnification obligations
7. Cross-Indemnification: Used when both parties are providing reciprocal indemnification
1. Schedule of Specific Risks: Detailed list of specific risks or circumstances covered by the indemnification
2. Schedule of Excluded Claims: List of specific claims or circumstances excluded from the indemnification
3. Schedule of Insurance Requirements: Detailed insurance requirements including types, amounts, and carriers
4. Schedule of Security Documents: List and copies of any security documents provided to support the indemnification
5. Schedule of Related Agreements: List of other agreements referenced or related to the indemnification obligation
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