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Mutual Indemnification Agreement
"I need a Mutual Indemnification Agreement under Belgian law for a joint venture between a technology company and a manufacturing company, with specific focus on intellectual property risks and product liability, to be effective from March 1, 2025."
1. Parties: Identification and details of the contracting parties
2. Background: Context of the agreement and business relationship between the parties
3. Definitions: Defined terms used throughout the agreement
4. Scope of Agreement: Overall purpose and scope of the mutual indemnification obligations
5. Party A Indemnification Obligations: Detailed description of first party's indemnification obligations, triggers, and coverage
6. Party B Indemnification Obligations: Detailed description of second party's indemnification obligations, triggers, and coverage
7. Exclusions and Limitations: Specific exclusions, caps, and limitations on indemnification obligations
8. Claims Procedure: Process for making and responding to indemnification claims
9. Notice Requirements: Requirements and procedures for providing notice of claims or potential claims
10. Duration and Survival: Term of the agreement and survival of obligations post-termination
11. Governing Law and Jurisdiction: Confirmation of Belgian law application and jurisdiction for disputes
12. General Provisions: Standard contractual provisions including amendments, assignments, and severability
1. Insurance Requirements: Additional section when parties must maintain specific insurance coverage to support indemnification obligations
2. Security and Financial Guarantees: Required when additional financial security or guarantees are needed to support indemnification obligations
3. Parent Company Guarantee: Included when one or both parties require parent company backing of indemnification obligations
4. Alternative Dispute Resolution: Optional procedures for resolving disputes through mediation or arbitration before litigation
5. Subrogation Rights: Included when addressing insurance subrogation rights is necessary
6. Currency and Payment Terms: Required when parties operate in different currencies or need specific payment mechanisms for indemnification
7. Compliance with Laws: Additional section when specific regulatory compliance obligations need to be addressed
1. Schedule 1 - Specific Indemnified Events: Detailed list of specific events or circumstances covered by the indemnification
2. Schedule 2 - Calculation of Losses: Methodology for calculating losses and damages under the agreement
3. Schedule 3 - Claims Processing Procedures: Detailed procedures and timelines for processing indemnification claims
4. Schedule 4 - Contact Information: Key contacts and notice addresses for each party
5. Appendix A - Insurance Requirements: Specific insurance types and coverage levels required
6. Appendix B - Form of Claim Notice: Standard template for submitting indemnification claims
7. Appendix C - Financial Guarantees: Forms and requirements for any required financial guarantees
Authors
Manufacturing
Technology
Construction
Financial Services
Professional Services
Energy
Healthcare
Transportation
Real Estate
Industrial
Telecommunications
Mining
Agriculture
Retail
Infrastructure
Legal
Risk Management
Compliance
Finance
Operations
Commercial
Business Development
Procurement
Corporate Affairs
Executive Leadership
Legal Counsel
Chief Legal Officer
Risk Manager
Compliance Officer
Contract Manager
Chief Financial Officer
Business Development Director
Operations Director
Project Manager
Chief Executive Officer
Commercial Director
General Counsel
Corporate Secretary
Head of Procurement
Finance Director
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