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Release And Indemnity Agreement
"I need a Release and Indemnity Agreement under Swiss law for a software development company releasing a former contractor from all claims related to intellectual property rights, while also securing indemnification against any future third-party claims arising from the contractor's work."
1. Parties: Identification and details of all parties to the agreement, including their legal status and addresses
2. Background: Context of the agreement, including relevant history, relationships between parties, and purpose of the release and indemnity
3. Definitions: Definitions of key terms used throughout the agreement
4. Release Provisions: Detailed description of the rights, claims, and liabilities being released, including scope and effective date
5. Indemnification Obligations: Specific indemnification commitments, including scope, procedure, and limitations
6. Representations and Warranties: Statements of fact and guarantees by each party regarding their authority, understanding, and capacity to enter into the agreement
7. Payment Terms: Details of any consideration or payment associated with the release and indemnity
8. Duration and Survival: Term of the agreement and which provisions survive termination
9. Governing Law and Jurisdiction: Specification of Swiss law as governing law and jurisdiction for dispute resolution
10. General Provisions: Standard legal provisions including entire agreement, amendments, severability, and notices
1. Insurance Requirements: Required when specific insurance coverage needs to be maintained by either party
2. Confidentiality: Required when the release involves confidential information or when parties need to keep the terms of the agreement private
3. Third Party Rights: Needed when the release or indemnity affects rights of third parties
4. Dispute Resolution: Optional detailed procedures for handling disputes, such as mediation or arbitration
5. Force Majeure: Required when parties want to address circumstances beyond their control that might affect the agreement
6. Assignment: Needed when transfer of rights under the agreement needs to be restricted or permitted
7. Regulatory Compliance: Required when the release relates to regulated activities or industries
1. Schedule of Released Claims: Detailed list of specific claims, actions, or rights being released
2. Schedule of Indemnified Matters: Specific listing of matters covered by the indemnification
3. Schedule of Related Agreements: List of other agreements or documents referenced in or affected by the release
4. Schedule of Insurance Requirements: Detailed insurance requirements including types, amounts, and terms of required coverage
5. Schedule of Excluded Claims: List of specific claims or matters explicitly excluded from the release
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Financial Services
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Construction
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Retail
Mining and Resources
Entertainment and Media
Legal
Risk Management
Compliance
Finance
Operations
Human Resources
Insurance
Corporate Affairs
Business Development
Project Management
Legal Counsel
Risk Manager
Compliance Officer
Chief Legal Officer
Contract Manager
Corporate Secretary
Chief Financial Officer
Insurance Manager
Claims Manager
Business Development Manager
Project Manager
Operations Director
Human Resources Director
General Counsel
Settlement Officer
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