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General Indemnity Agreement

General Indemnity Agreement Template for Ireland

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Key Requirements PROMPT example:

General Indemnity Agreement

"I need a General Indemnity Agreement for a multinational tech company headquartered in Dublin, acting as Indemnitor, to provide comprehensive indemnification to its three Irish subsidiaries in relation to potential intellectual property claims and regulatory compliance matters, to be effective from March 1, 2025."

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Document background
The General Indemnity Agreement serves as a critical risk management tool in Irish business transactions, providing a framework for allocating and managing potential liabilities between parties. This document is commonly used in various commercial contexts, including corporate transactions, service agreements, and financial arrangements, where one party seeks protection against specific risks or potential losses. The agreement must comply with Irish legal requirements and typically includes detailed provisions on the scope of indemnification, claim procedures, and enforcement mechanisms. It's particularly relevant in situations involving complex business relationships, corporate restructuring, or significant commercial risks where clear allocation of potential liabilities is essential for risk management and business certainty.
Suggested Sections

1. Parties: Identifies and defines the Indemnitor(s) and Indemnitee(s) with their full legal names and addresses

2. Background: Sets out the context and purpose of the indemnity agreement, including the relationship between the parties

3. Definitions: Defines key terms used throughout the agreement, including 'Indemnified Losses', 'Claims', and 'Indemnification Period'

4. Scope of Indemnity: Clearly defines the specific risks, losses, and circumstances covered by the indemnity

5. Indemnification Obligations: Details the specific obligations of the Indemnitor, including payment terms and timing

6. Notice Requirements: Specifies how and when the Indemnitee must notify the Indemnitor of claims

7. Defense of Claims: Outlines procedures for defending against third-party claims and allocation of defense costs

8. Payment and Reimbursement: Sets out the mechanism for making indemnity payments and handling reimbursements

9. Duration: Specifies the term of the agreement and any survival provisions

10. Representations and Warranties: Contains basic representations about capacity and authority to enter into the agreement

11. Governing Law and Jurisdiction: Specifies Irish law as governing law and identifies courts with jurisdiction

12. Execution: Signature blocks and execution formalities

Optional Sections

1. Multiple Indemnitors: Include when there are multiple parties providing indemnity, defining joint and several liability

2. Security: Include when collateral or security is required to support the indemnity obligations

3. Insurance Requirements: Include when specific insurance must be maintained to support the indemnity

4. Subrogation Rights: Include when specifying rights of Indemnitor to step into Indemnitee's position

5. Exclusions: Include when specific risks or circumstances are to be excluded from the indemnity

6. Cross-Indemnification: Include when parties are providing reciprocal indemnities

7. Assignment: Include when transfer rights need to be specifically addressed

8. Confidentiality: Include when indemnified matters involve sensitive information

Suggested Schedules

1. Schedule 1 - Specified Risks: Detailed list of specific risks or circumstances covered by the indemnity

2. Schedule 2 - Claim Procedures: Detailed procedures for making and processing indemnity claims

3. Schedule 3 - Calculation of Losses: Methodology for calculating indemnifiable losses

4. Schedule 4 - Form of Claim Notice: Template for submitting indemnity claims

5. Schedule 5 - Security Documents: Forms of any required security or collateral documents

6. Appendix A - Related Agreements: List of related agreements referenced in the indemnity

7. Appendix B - Excluded Matters: Detailed list of specifically excluded risks or circumstances

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓƵ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co
Relevant legal definitions









































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Relevant Industries

Financial Services

Insurance

Construction

Manufacturing

Professional Services

Technology

Healthcare

Real Estate

Energy

Transportation

Retail

Telecommunications

Mining and Resources

Agriculture

Education

Relevant Teams

Legal

Finance

Risk Management

Compliance

Corporate Governance

Treasury

Operations

Commercial

Insurance

Procurement

Corporate Development

Executive Leadership

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Chief Legal Officer

General Counsel

Legal Director

Risk Manager

Compliance Officer

Corporate Secretary

Finance Director

Operations Director

Commercial Director

Business Development Manager

Contract Manager

Legal Counsel

Insurance Manager

Treasury Manager

Corporate Development Officer

Director of Operations

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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