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Vendor Hold Harmless Agreement Template for Ireland

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Key Requirements PROMPT example:

Vendor Hold Harmless Agreement

"I need a Vendor Hold Harmless Agreement under Irish law for a software development contractor who will be accessing our internal systems and handling sensitive customer data, with specific emphasis on cybersecurity risks and data protection obligations."

Document background
This document is essential for business relationships where companies seek protection from potential liabilities arising from vendor activities or products. A Vendor Hold Harmless Agreement under Irish law is particularly crucial when engaging vendors for high-risk activities, valuable contracts, or services that could impact business operations or third parties. The agreement details the vendor's obligations to indemnify and protect the company, specifies insurance requirements, and outlines the process for handling claims. It ensures compliance with Irish legislation, including the Civil Liability Act 1961 and related commercial laws, while providing clear risk allocation between parties. This type of agreement is commonly used in vendor onboarding processes and is often required for regulatory compliance or risk management purposes.
Suggested Sections

1. Parties: Identifies and defines the parties to the agreement, including the Vendor and the Company

2. Background: Sets out the context of the agreement and the relationship between the parties

3. Definitions: Defines key terms used throughout the agreement

4. Scope of Services: Describes the services or goods being provided by the Vendor that are subject to the hold harmless provisions

5. Indemnification Obligations: Details the specific indemnification and hold harmless obligations of the Vendor

6. Limitations of Liability: Specifies any limitations on the hold harmless provisions and indemnification obligations

7. Insurance Requirements: Outlines the insurance coverage the Vendor must maintain

8. Term and Termination: Specifies the duration of the agreement and conditions for termination

9. Governing Law and Jurisdiction: Confirms Irish law as governing law and specifies jurisdiction for disputes

10. General Provisions: Standard boilerplate clauses including severability, entire agreement, and amendments

Optional Sections

1. Specific Exclusions: Used when certain risks or situations need to be explicitly excluded from the hold harmless provisions

2. Claim Procedures: Include when specific procedures for handling indemnification claims need to be established

3. Subcontractor Provisions: Required when the Vendor may engage subcontractors who need to be covered by or comply with the hold harmless provisions

4. Intellectual Property Rights: Include when the services or goods involve intellectual property that needs protection

5. Confidentiality: Add when sensitive information will be shared between parties

6. Force Majeure: Include when specific events should be excluded from the hold harmless obligations

7. Alternative Dispute Resolution: Add when parties wish to specify mediation or arbitration procedures before litigation

Suggested Schedules

1. Schedule 1 - Description of Services: Detailed description of the services or goods covered by the agreement

2. Schedule 2 - Insurance Requirements: Specific insurance types, coverage amounts, and requirements

3. Schedule 3 - Specific Indemnified Events: List of specific situations or events covered by the hold harmless provisions

4. Appendix A - Contact Details: Contact information for key personnel and notices

5. Appendix B - Claim Form Template: Standard form for making indemnification claims under the agreement

Authors

Alex Denne

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

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Relevant Industries

Manufacturing

Construction

Technology

Healthcare

Retail

Professional Services

Logistics

Food and Beverage

Energy

Financial Services

Real Estate

Telecommunications

Industrial Services

Transportation

Relevant Teams

Legal

Procurement

Risk Management

Operations

Vendor Management

Supply Chain

Compliance

Finance

Commercial

Contract Management

Relevant Roles

Legal Counsel

Procurement Manager

Risk Manager

Contracts Administrator

Operations Director

Vendor Relations Manager

Supply Chain Manager

Compliance Officer

General Counsel

Commercial Director

Chief Financial Officer

Business Development Manager

Project Manager

Category Manager

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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