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Contractor Indemnity Agreement

Contractor Indemnity Agreement Template for Singapore

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Key Requirements PROMPT example:

Contractor Indemnity Agreement

"I need a Contractor Indemnity Agreement governed by Singapore law for a software development contractor who will be working on sensitive financial data projects, with specific focus on data protection and cybersecurity indemnification."

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What is a Contractor Indemnity Agreement?

A Contractor Indemnity Agreement is essential when engaging independent contractors in Singapore to protect the principal company against potential risks and liabilities. This document becomes particularly important in high-risk industries or when contractors perform critical services. The agreement details the scope of indemnification, procedures for claims, and compliance requirements under Singapore law. It provides clarity on risk allocation between parties and helps ensure proper protection while maintaining compliance with Singapore's regulatory framework.

What sections should be included in a Contractor Indemnity Agreement?

1. Parties: Identification of the indemnitor and indemnitee, including full legal names and addresses

2. Background: Context of the relationship and purpose of the indemnity agreement

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

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

5. Duration: Term of the indemnity coverage and any survival provisions

6. Notice Requirements: Procedures for notifying parties of claims and timing requirements

7. Governing Law: Specification of Singapore law as governing law

What sections are optional to include in a Contractor Indemnity Agreement?

1. Insurance Requirements: Details of required insurance coverage and maintenance obligations

2. Defense Rights: Rights and obligations of indemnitor to defend claims and control litigation

3. Exclusions: Specific exclusions and limitations from indemnity coverage

4. Alternative Dispute Resolution: Procedures for mediation or arbitration before pursuing litigation

What schedules should be included in a Contractor Indemnity Agreement?

1. Schedule of Covered Activities: Detailed list of activities and operations covered by the indemnity

2. Insurance Requirements Schedule: Specific insurance types, coverage amounts, and policy requirements

3. Claims Procedure: Step-by-step procedure for making and processing indemnity claims

4. Related Agreements: List of other agreements referenced or incorporated into the indemnity agreement

Authors

Alex Denne

Head of Growth (Open Source Law) @ Ƶ | 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






























Industries

Singapore Contract Law: Foundational principles of contract law based on common law system, governing formation and enforcement of contracts

Contracts (Rights of Third Parties) Act 2001: Legislation governing how third parties may enforce terms of a contract in Singapore

Unfair Contract Terms Act (Cap. 396): Regulates unfair terms in contracts and limits the extent to which civil liability can be excluded or restricted

Employment Act (Cap. 91): Primary legislation governing employment relationships, important for distinguishing contractors from employees

Work Injury Compensation Act: Governs work-related injury compensation, relevant for determining scope of contractor indemnity

Civil Law Act (Cap. 43): Contains provisions affecting civil law obligations and remedies, including indemnity provisions

Limitation Act (Cap. 163): Sets time limits for bringing various types of legal claims, including contractual claims

Building and Construction Industry Security of Payment Act: Specific legislation for construction industry payments and disputes, if contract is construction-related

Insurance Act (Cap. 142): Regulates insurance business and contracts, relevant for indemnity insurance requirements

Personal Data Protection Act 2012: Governs collection, use, and disclosure of personal data, relevant if personal information is involved in the contract

Mediation Act 2017: Framework for mediation proceedings in Singapore, important for dispute resolution provisions

Arbitration Act (Cap. 10): Governs domestic arbitration proceedings, relevant for alternative dispute resolution clauses

Singapore International Arbitration Act: Governs international arbitration proceedings, important for contracts with international elements

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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