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1. Parties: Identification of the indemnifier (party providing protection) and indemnitee (party being protected), including full legal names and addresses
2. Background: Context of the agreement, relationship between parties, and purpose of the hold harmless arrangement
3. Definitions: Clear definitions of key terms used in the agreement, including 'Indemnification', 'Claims', 'Losses', and other relevant terms
4. Scope of Indemnification: Detailed description of what activities, events, or circumstances are covered by the hold harmless provision
5. Indemnification Obligations: Specific obligations of the indemnifier, including the types of claims, losses, and damages covered
6. Duration: Time period during which the hold harmless provision remains effective
7. Exceptions and Limitations: Specific exclusions from the indemnification and any limitations on liability
8. Notice Requirements: Procedures for notifying the indemnifier of any claims or potential claims
9. Governing Law: Specification that Philippine law governs the agreement and interpretation
10. Dispute Resolution: Procedures for resolving any disputes related to the agreement
11. Entire Agreement: Statement that this document represents the complete agreement between parties
12. Severability: Provision stating that if any part is found invalid, the rest remains enforceable
13. Execution: Signature blocks and execution requirements
1. Insurance Requirements: Required when specific insurance coverage needs to be maintained by either party
2. Assignment: Include when transfer of rights needs to be specifically prohibited or regulated
3. Confidentiality: Required when sensitive information will be exchanged between parties
4. Force Majeure: Include when certain events beyond parties' control should be addressed
5. Third Party Rights: Include when rights of third parties need to be addressed or excluded
6. Modification Procedures: Include when specific procedures for modifying the agreement need to be established
7. Survival Clause: Include when certain obligations should survive termination of the agreement
1. Schedule A - Covered Activities: Detailed list of specific activities or operations covered by the indemnification
2. Schedule B - Excluded Risks: Specific listing of risks or circumstances explicitly excluded from coverage
3. Schedule C - Insurance Requirements: Detailed insurance requirements including types of coverage and minimum limits
4. Appendix 1 - Notice Forms: Standard forms for providing notice of claims or potential claims
5. Appendix 2 - Authorized Representatives: List of authorized representatives for each party who can act under the agreement
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