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Indemnity Agreement Form Template for Belgium

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Key Requirements PROMPT example:

Indemnity Agreement Form

"I need an Indemnity Agreement Form under Belgian law for a technology services contract between our company (a software provider) and a major financial institution, where we need to indemnify them against any intellectual property claims arising from the use of our software, with the agreement to take effect from March 1, 2025."

Document background
The Indemnity Agreement Form under Belgian law serves as a critical risk management tool in commercial relationships, providing a framework for allocating potential risks and liabilities between parties. This document is typically used when one party needs to protect another against specific risks, losses, or third-party claims arising from business operations, transactions, or specific events. The agreement must comply with Belgian civil law requirements and relevant EU regulations, particularly regarding liability limitations and unfair contract terms. Common applications include corporate transactions, service agreements, construction projects, and financial arrangements. The document includes detailed provisions on scope, procedure, and limitations of indemnification obligations, reflecting both Belgian legal requirements and international best practices in risk allocation.
Suggested Sections

1. Parties: Identification and details of the Indemnitor (party providing indemnification) and Indemnitee (party being indemnified)

2. Background: Context of the agreement, relationship between parties, and circumstances necessitating the indemnification

3. Definitions: Key terms used throughout the agreement, including 'Indemnified Losses', 'Claims', and 'Indemnification Period'

4. Scope of Indemnification: Detailed description of what losses, damages, and circumstances are covered by the indemnification

5. Indemnification Process: Procedures for making claims, notice requirements, and handling of claims

6. Limitations on Indemnification: Caps, exclusions, and temporal limitations on the indemnification obligations

7. Defense of Claims: Procedures for defending against third-party claims and allocation of defense costs

8. Payment and Reimbursement: Terms for payment of indemnified amounts and handling of reimbursements

9. Duration: Term of the indemnification obligations and survival periods

10. Governing Law and Jurisdiction: Specification of Belgian law as governing law and jurisdiction for disputes

Optional Sections

1. Insurance Requirements: Used when parties must maintain specific insurance coverage to support indemnification obligations

2. Security for Indemnification: Include when collateral or security is required to secure the indemnification obligations

3. Third Party Rights: Needed when indemnification extends to affiliated parties or specific third parties

4. Tax Implications: Include when indemnification payments may have significant tax consequences

5. Force Majeure: Used when certain extraordinary events should affect indemnification obligations

6. Alternative Dispute Resolution: Include when parties prefer mediation or arbitration before court proceedings

7. Subrogation Rights: Used when addressing rights of insurers or third parties to step into the shoes of the indemnified party

8. Cross-Indemnification: Include when both parties are providing mutual indemnification obligations

Suggested Schedules

1. Schedule 1 - Specific Indemnified Events: Detailed list of specific events, circumstances, or losses covered by the indemnification

2. Schedule 2 - Claim Notice Requirements: Detailed procedures and requirements for submitting indemnification claims

3. Schedule 3 - Calculation of Losses: Methodology for calculating indemnifiable losses and damages

4. Schedule 4 - Excluded Claims: Specific exclusions from the scope of indemnification

5. Appendix A - Form of Claim Notice: Standard template for submitting indemnification claims

6. Appendix B - Contact Information: Designated contacts and addresses for notices related to indemnification claims

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok成人版 | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

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