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Indemnification Agreement Form

Indemnification Agreement Form Template for Netherlands

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Key Requirements PROMPT example:

Indemnification Agreement Form

"I need an Indemnification Agreement Form under Dutch law to protect our technology company's directors and senior executives from personal liability related to their business decisions and corporate actions, with specific coverage for cyber security incidents and data protection matters."

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Document background
The Indemnification Agreement Form is a crucial legal instrument used in Dutch business and corporate contexts to allocate risk and provide protection against potential losses or liabilities. This document is typically employed when one party wishes to protect another from specific risks, losses, or legal claims that may arise from business operations, transactions, or specific events. The agreement is particularly relevant in corporate restructuring, service agreements, merger and acquisition transactions, or when appointing directors and officers. Governed by Dutch law, particularly the Civil Code (Burgerlijk Wetboek), the agreement must comply with specific requirements regarding contract formation, enforceability, and liability limitations. It includes detailed provisions on claim procedures, defense obligations, and payment terms, while accounting for Dutch legal principles regarding reasonableness and fairness (redelijkheid en billijkheid).
Suggested Sections

1. Parties: Identification of the indemnifying party (indemnitor) and the party being indemnified (indemnitee)

2. Background: Context of the agreement and relationship between the parties

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

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

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

6. Duration: Term of the indemnification obligation, including any survival provisions

7. Limitations and Exclusions: Specific limitations on the indemnification obligation and excluded claims

8. Defense of Claims: Procedures for defending against third-party claims and allocation of control

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

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

11. Miscellaneous: Standard provisions including notices, amendments, and severability

Optional Sections

1. Insurance Requirements: Required when specific insurance coverage needs to be maintained by either party

2. Third Party Rights: Needed when the indemnification extends to affiliated parties or other third parties

3. Specific Industry Compliance: Required for regulated industries or when specific regulatory compliance must be addressed

4. Security Provisions: Optional section for when collateral or security is required to support the indemnification obligation

5. Alternative Dispute Resolution: Optional provisions for mediation or arbitration before court proceedings

6. Cross-Indemnification: Required when both parties are providing reciprocal indemnification obligations

7. Subrogation Rights: Optional section detailing rights of subrogation and related procedures

Suggested Schedules

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

2. Schedule B - Claim Procedures: Detailed procedures for making and processing indemnification claims

3. Schedule C - Excluded Claims: Specific listing of claims and circumstances excluded from indemnification

4. Appendix 1 - Notice Requirements: Detailed contact information and procedures for giving notices under the agreement

5. Appendix 2 - Insurance Requirements: Specific insurance types, coverage amounts, and provider requirements if applicable

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈË°æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co
Relevant legal definitions








































Clauses






























Relevant Industries

Financial Services

Technology

Manufacturing

Construction

Healthcare

Professional Services

Energy

Real Estate

Transportation

Insurance

Telecommunications

Consulting

Pharmaceutical

Relevant Teams

Legal

Compliance

Risk Management

Corporate Governance

Executive Leadership

Finance

Business Development

Corporate Affairs

Operations

Procurement

Relevant Roles

Chief Executive Officer

Chief Financial Officer

General Counsel

Legal Director

Risk Manager

Compliance Officer

Corporate Secretary

Board Director

Managing Director

Chief Risk Officer

Contract Manager

Business Development Director

Chief Operating Officer

Partnership Manager

Corporate Governance Officer

Industries






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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