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Indemnification Agreement (Construction)
"I need a Construction Indemnification Agreement for a large-scale residential development project in Riyadh, where our company is the main contractor and we need to protect ourselves against subcontractor-related risks and potential third-party claims, with particular emphasis on environmental and safety compliance."
1. Parties: Identification of the Indemnitor and Indemnitee, including full legal names and addresses
2. Background: Context of the construction project and the relationship between the parties
3. Definitions: Key terms including 'Claims', 'Losses', 'Indemnified Parties', 'Project', 'Works', and other relevant definitions
4. Scope of Indemnification: Detailed description of what losses, claims, and damages are covered by the indemnification
5. Indemnification Obligations: Specific obligations of the Indemnitor, including timing and process for indemnification
6. Exceptions and Limitations: Specific exclusions from indemnification obligations and any caps or limitations
7. Insurance Requirements: Required insurance coverage and relationship with indemnification obligations
8. Notice and Claims Procedure: Process for notifying claims and procedure for handling indemnification claims
9. Defense and Settlement: Rights and obligations regarding legal defense and settlement of claims
10. Duration and Survival: Term of the agreement and which provisions survive termination
11. Governing Law and Jurisdiction: Specification of Saudi law as governing law and jurisdiction for disputes
12. General Provisions: Standard clauses including amendments, notices, assignment, and severability
1. Third Party Rights: Include when there are specific third parties who need to be covered by the indemnification
2. Security: Include when additional security (such as performance bonds or parent company guarantees) is required
3. Environmental Indemnification: Include for projects with significant environmental risks or concerns
4. Intellectual Property Indemnification: Include when the project involves significant IP rights or technology
5. Labor and Employment Indemnification: Include when there are significant workforce-related risks
6. Cross-Indemnification: Include when both parties are providing reciprocal indemnities
7. Step-In Rights: Include when the Indemnitee needs the right to take over certain obligations
8. Sharia Compliance Declaration: Include when specifically required by financial institutions or government entities
1. Schedule 1 - Project Details: Detailed description of the construction project and scope of works
2. Schedule 2 - Insurance Requirements: Detailed insurance requirements including types, amounts, and special conditions
3. Schedule 3 - Claim Notice Form: Standard form for submitting indemnification claims
4. Schedule 4 - Excluded Claims: Specific list of claims or circumstances excluded from indemnification
5. Schedule 5 - Related Agreements: List of related construction contracts and agreements
6. Appendix A - Power of Attorney: If required, authorization documents for signing on behalf of parties
7. Appendix B - Corporate Approvals: Relevant corporate authorizations and board resolutions
8. Appendix C - Calculation of Losses: Methodology for calculating indemnifiable losses and damages
Authors
Construction
Real Estate Development
Infrastructure
Energy
Industrial Development
Commercial Property
Residential Development
Healthcare Facilities
Education Facilities
Transportation
Mining
Oil & Gas
Retail Development
Hospitality
Legal
Construction
Risk Management
Operations
Commercial
Compliance
Project Management
Executive Leadership
Finance
Insurance
Procurement
Health and Safety
General Counsel
Legal Director
Construction Manager
Project Director
Risk Manager
Contract Manager
Chief Legal Officer
Project Manager
Commercial Director
Operations Director
Insurance Manager
Compliance Officer
Chief Executive Officer
Chief Financial Officer
Legal Counsel
Construction Director
Development Manager
Site Manager
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