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The Release Indemnification And Hold Harmless Agreement is a crucial legal instrument under German law used to allocate and transfer risk between parties in various business transactions. This document is particularly relevant in situations where parties need to clearly define their liability obligations and protections, such as in construction projects, corporate transactions, or service agreements. The agreement combines three key elements: a release of claims, indemnification obligations, and hold harmless provisions, all structured to comply with German legal requirements, particularly the German Civil Code (BGB). It's commonly used when one party wishes to be protected from future claims or losses related to specific activities, transactions, or relationships. The document must be carefully drafted to ensure enforceability under German law, considering statutory limitations on liability waivers and requirements for clarity in contractual obligations.

1. Parties: Identification and details of the Indemnitor and Indemnitee, including full legal names, addresses, and registration details if companies

2. Background: Context of the agreement, relationship between parties, and circumstances necessitating the release and indemnification

3. Definitions: Clear definitions of key terms used throughout the agreement, including 'Claims', 'Losses', 'Indemnified Parties', and specific activities covered

4. Release: Specific description of what claims or rights are being released, including temporal scope and subject matter

5. Indemnification: Detailed provisions of the indemnification obligations, including scope, limitations, and procedures for claiming indemnification

6. Hold Harmless: Specific obligations to hold harmless and protect the indemnified party from claims and losses

7. Exclusions: Clear statement of what is not covered by the release and indemnification

8. Notice Requirements: Procedures and timeframes for notifying parties of claims or potential claims

9. Duration: Term of the agreement and survival of obligations

10. Governing Law and Jurisdiction: Explicit statement of German law as governing law and designation of competent courts

11. Severability: Provision ensuring survival of remaining clauses if any clause is found invalid

12. Entire Agreement: Confirmation that this document represents the complete agreement between parties

13. Execution: Signature blocks and execution requirements