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Indemnification Waiver for the Netherlands

Indemnification Waiver Template for Netherlands

This document is a comprehensive Indemnification Waiver governed by Dutch law, designed to formally release one party from specific legal claims, liabilities, or obligations. It incorporates key provisions required under the Dutch Civil Code (Burgerlijk Wetboek), particularly addressing the principles of reasonableness and fairness (redelijkheid en billijkheid). The document establishes clear parameters for the waiver, including its scope, limitations, and any exceptions, while ensuring compliance with Dutch legal requirements regarding the validity of liability waivers and the restrictions on waiving certain fundamental rights.

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What is a Indemnification Waiver?

The Indemnification Waiver is essential in situations where parties seek to establish clear boundaries of liability and release specific legal claims under Dutch law. This document is particularly relevant in commercial transactions, service agreements, and risk management scenarios where one party wishes to waive their right to seek compensation or hold another party liable for specific actions or circumstances. The waiver must comply with Dutch legal requirements, including the principles established in the Dutch Civil Code regarding the validity of such waivers, particularly concerning willful misconduct and gross negligence. The document should clearly outline the scope of the waiver, any exceptions, and ensure that all parties understand their rights and obligations under Dutch law.

What sections should be included in a Indemnification Waiver?

1. Parties: Identification and details of the parties entering into the waiver agreement

2. Background: Context and circumstances leading to the need for the indemnification waiver

3. Definitions: Clear definitions of key terms used throughout the document

4. Scope of Waiver: Detailed description of what rights, claims, or remedies are being waived

5. Consideration: Statement of the consideration or benefit provided in exchange for the waiver

6. Representations and Warranties: Statements by the waiving party confirming their understanding and voluntary acceptance

7. Severability: Provision ensuring that if any part is found invalid, the rest remains effective

8. Governing Law and Jurisdiction: Confirmation of Dutch law application and jurisdiction for disputes

9. Entire Agreement: Confirmation that the document represents the complete understanding between parties

10. Execution: Signature blocks and execution requirements

What sections are optional to include in a Indemnification Waiver?

1. Duration and Survival: Used when the waiver needs to specify a time period or survive the termination of related agreements

2. Third Party Rights: Include when the waiver affects or benefits third parties not directly party to the agreement

3. Exceptions to Waiver: Used when certain claims or rights are specifically excluded from the waiver

4. Confidentiality: Include when the circumstances or terms of the waiver need to remain confidential

5. Amendment Procedure: Include for complex waivers where future modifications might be necessary

6. Force Majeure: Used when certain extraordinary circumstances might affect the waiver's application

What schedules should be included in a Indemnification Waiver?

1. Schedule A - Description of Waived Claims: Detailed list of specific claims, rights, or remedies being waived

2. Schedule B - Related Agreements: List of any related agreements or documents referenced in the waiver

3. Schedule C - Specific Incidents or Events: Details of particular incidents or events covered by the waiver

4. Appendix 1 - Supporting Documentation: Any relevant supporting documents or evidence referenced in the waiver

5. Appendix 2 - Corporate Authorizations: Copies of corporate authorizations if parties are legal entities

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

Jurisdiction

Netherlands

Publisher

Ƶ

Document Type

Release Agreement

Cost

Free to use
Relevant legal definitions






























Clauses

























Relevant Industries

Manufacturing

Construction

Professional Services

Technology

Healthcare

Real Estate

Sports and Recreation

Entertainment

Education

Transport and Logistics

Retail

Financial Services

Insurance

Energy

Relevant Teams

Legal

Risk Management

Compliance

Operations

Commercial

Executive Leadership

Procurement

Human Resources

Insurance

Contract Administration

Relevant Roles

Legal Counsel

Risk Manager

Compliance Officer

Contract Manager

Business Development Manager

Operations Director

Project Manager

Chief Legal Officer

General Counsel

Commercial Director

CEO

CFO

Insurance Manager

Procurement Manager

Human Resources Director

Industries







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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