The Simple Indemnification Agreement is a fundamental legal document used in Irish business transactions where one party (the indemnitor) agrees to protect another party (the indemnitee) from specified losses, claims, or damages. This document is particularly important in business relationships involving potential risks or liabilities, such as service contracts, supply agreements, or corporate transactions. The agreement, governed by Irish law, typically includes detailed provisions on the scope of indemnification, claim procedures, and limitations, while ensuring compliance with Irish legal requirements including the Civil Liability Act 1961 and relevant EU regulations. The Simple Indemnification Agreement serves as a risk allocation tool, providing clarity and certainty regarding each party's responsibilities and obligations in case of specified losses or claims.
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1. Parties: Identifies and defines the Indemnitor and Indemnitee with their full legal names and addresses
2. Background: Sets out the context and purpose of the indemnification agreement
3. Definitions: Defines key terms used throughout the agreement including 'Loss', 'Claims', 'Indemnified Party', etc.
4. Scope of Indemnification: Details the specific circumstances, losses, and claims covered by the indemnification
5. Indemnification Procedure: Outlines the process for making claims, providing notice, and handling defense of claims
6. Limitations on Indemnification: Specifies any caps, exclusions, or limitations on the indemnification obligations
7. Duration: Specifies how long the indemnification obligations remain in effect
8. General Provisions: Standard contract clauses including governing law, notices, amendment process, and severability
1. Insurance Requirements: Required when specific insurance coverage must be maintained to support the indemnification obligations
2. Security: Used when collateral or other security is required to secure the indemnification obligations
3. Third Party Rights: Needed when the agreement affects or benefits parties other than the primary signatories
4. Confidentiality: Required when the circumstances of indemnification involve sensitive or confidential information
5. Special Conditions: Used for industry-specific requirements or unique circumstances affecting the indemnification
6. Assignment: Included when transfer of indemnification rights or obligations needs to be specifically addressed
1. Schedule 1 - Specific Indemnified Events: Detailed list of specific events, circumstances, or losses covered by the indemnification
2. Schedule 2 - Claim Procedures: Detailed procedures for making and processing indemnification claims
3. Schedule 3 - Excluded Claims: List of specific exclusions from the indemnification coverage
4. Appendix A - Notice Requirements: Forms and procedures for providing required notices under the agreement
5. Appendix B - Contact Information: Detailed contact information for notices and claim submissions
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