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Mutual Indemnification Agreement
"I need a Mutual Indemnification Agreement under Indonesian law for a joint venture between our technology company and a local manufacturing partner, with specific focus on intellectual property protection and potential product liability claims."
1. Parties: Identification of all parties to the agreement, including their full legal names, addresses, and registration details
2. Background: Context of the agreement, relationship between parties, and purpose of the mutual indemnification arrangement
3. Definitions: Definitions of key terms used throughout the agreement, including 'Indemnification', 'Claims', 'Losses', and 'Liability'
4. Scope of Agreement: Clear delineation of what activities, transactions, or relationships are covered by the mutual indemnification
5. Mutual Indemnification Obligations: Detailed description of each party's indemnification obligations to the other
6. Limitations of Liability: Specific limitations on the scope and extent of indemnification obligations
7. Claims Procedure: Process for making and responding to indemnification claims, including notification requirements and timelines
8. Duration and Survival: Term of the agreement and which provisions survive termination
9. Language Requirements: Specification that the agreement is executed in both Indonesian and English, with provisions about which version prevails
10. Governing Law and Jurisdiction: Specification of Indonesian law as governing law and jurisdiction for disputes
11. General Provisions: Standard boilerplate clauses including amendments, notices, and severability
1. Insurance Requirements: Additional section specifying insurance obligations of each party to support their indemnification obligations
2. Third Party Claims: Specific procedures for handling claims involving third parties
3. Confidentiality: Provisions regarding confidential information if the indemnification relates to sensitive business matters
4. Force Majeure: Provisions excluding liability for events beyond reasonable control
5. Step-In Rights: Rights of either party to take control of claims or proceedings
6. Security Provisions: Requirements for security or guarantees to support indemnification obligations
7. Corporate Authority: Additional representations regarding corporate authority if parties are companies
1. Schedule 1 - Specific Indemnified Events: Detailed list of specific events, activities or circumstances covered by the indemnification
2. Schedule 2 - Claim Form Template: Standard form for making indemnification claims under the agreement
3. Schedule 3 - Contact Details: List of key contacts and addresses for notices and claims
4. Schedule 4 - Excluded Claims: Specific exclusions from the scope of indemnification
5. Appendix A - Insurance Requirements: Detailed insurance requirements including types of coverage and minimum amounts
6. Appendix B - Power of Attorney: If required under Indonesian law for certain actions under the agreement
Authors
Manufacturing
Technology
Construction
Energy
Mining
Infrastructure
Financial Services
Healthcare
Telecommunications
Real Estate
Oil and Gas
Transportation
Retail
Professional Services
Legal
Compliance
Risk Management
Corporate Affairs
Operations
Finance
Commercial
Business Development
Project Management
Executive Leadership
Legal Counsel
Chief Legal Officer
Contract Manager
Risk Manager
Compliance Officer
Chief Executive Officer
Chief Financial Officer
Commercial Director
Business Development Manager
Operations Director
Project Manager
General Manager
Corporate Secretary
Chief Risk Officer
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