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Final Release And Indemnity
"I need a Final Release and Indemnity agreement under Nigerian law for settling a construction dispute between ABC Construction Ltd and XYZ Development Company, including provisions for a staged payment schedule starting March 2025 and specific carve-outs for latent defects."
1. Parties: Identifies and defines all parties to the agreement, including their full legal names, addresses, and any relevant registration numbers
2. Background: Sets out the context and circumstances leading to the release and indemnity, including reference to any dispute or claim being settled
3. Definitions: Defines key terms used throughout the agreement for clarity and consistency
4. Release: Details the scope and extent of the release, including specific claims being released and the effective date
5. Consideration: Specifies the consideration being provided in exchange for the release and indemnity
6. Indemnification: Sets out the indemnification obligations, including scope, limitations, and procedures for making indemnification claims
7. Representations and Warranties: Contains statements of fact and promises made by each party regarding their authority and ability to enter into the agreement
8. Confidentiality: Establishes obligations regarding the confidentiality of the agreement and its terms
9. Governing Law and Jurisdiction: Specifies Nigerian law as governing law and establishes jurisdiction for dispute resolution
10. Execution: Contains signature blocks and execution formalities
1. Third Party Rights: Include when the release affects rights of third parties or when third parties need to be explicitly excluded from the release
2. Surviving Claims: Include when certain claims or rights need to be preserved despite the general release
3. Future Cooperation: Include when parties need to cooperate on ongoing matters after the release
4. Non-Disparagement: Include when parties wish to prevent negative statements about each other after the release
5. Insurance: Include when insurance obligations need to be addressed or maintained post-release
6. Tax Implications: Include when there are specific tax considerations that need to be addressed
7. Dispute Resolution: Include when specific dispute resolution mechanisms (beyond court jurisdiction) are required
1. Schedule 1 - Released Claims: Detailed list of specific claims, disputes, or matters being released
2. Schedule 2 - Release Payment Details: Details of any settlement payment, including payment terms and mechanisms
3. Schedule 3 - Related Agreements: List of any related agreements affected by or referenced in the release
4. Schedule 4 - Excluded Claims: List of any specific claims or rights explicitly excluded from the release
5. Appendix A - Supporting Documents: Copies of relevant supporting documents referenced in the main agreement
Authors
Oil and Gas
Banking and Finance
Construction
Manufacturing
Insurance
Real Estate
Mining
Telecommunications
Healthcare
Transportation and Logistics
Professional Services
Retail and Consumer Goods
Legal
Risk Management
Compliance
Finance
Human Resources
Operations
Commercial
Corporate Affairs
Insurance
Dispute Resolution
Legal Counsel
Risk Manager
Compliance Officer
Contract Manager
Chief Legal Officer
Chief Financial Officer
Human Resources Director
Project Manager
Commercial Director
Operations Manager
General Manager
Chief Executive Officer
Claims Manager
Settlement Officer
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