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Bond Indemnity Agreement
"I need a Bond Indemnity Agreement under Dutch law for our construction company (as indemnifier) to secure a performance bond from ABN AMRO Bank for a major infrastructure project in Rotterdam, with multiple project-specific indemnifiers and parent company guarantee."
1. Parties: Identification of the Indemnifier(s) and the Bond Issuer/Surety
2. Background: Context of the agreement, including reference to the underlying bond(s) and primary obligation
3. Definitions: Definitions of key terms including Bond, Principal Obligation, Claims, Loss, etc.
4. Indemnity: Core indemnification obligations, scope of coverage, and trigger events
5. Payment Terms: Terms and timing of indemnity payments, including currency and method
6. Claims Procedure: Process for making claims under the indemnity, including notice requirements
7. Representations and Warranties: Standard representations about capacity, authority, and financial condition
8. Continuing Security: Establishment of the indemnity as continuing security until discharge
9. Costs and Expenses: Responsibility for costs related to enforcement and claims
10. Term and Termination: Duration of the indemnity and conditions for termination
11. Governing Law and Jurisdiction: Specification of Dutch law and jurisdiction for disputes
1. Multiple Indemnifiers: Required when there is more than one indemnifier, establishing joint and several liability
2. Collateral Security: Include when specific assets are pledged as additional security
3. Counter-Indemnities: Required when there are back-to-back indemnity arrangements
4. Currency Provisions: Include for cross-border transactions involving multiple currencies
5. Tax Gross-Up: Include when payments may be subject to withholding tax
6. Financial Covenants: Include when ongoing financial requirements are imposed on the indemnifier
7. Assignment and Transfer: Include when transfer rights need to be specifically addressed
1. Schedule 1 - The Bond(s): Details of the bond(s) covered by the indemnity, including amount, beneficiary, and purpose
2. Schedule 2 - Form of Demand: Standard form for making claims under the indemnity
3. Schedule 3 - Claims Documentation: List of required supporting documents for claims
4. Schedule 4 - Notice Details: Contact information and procedures for serving notices
5. Schedule 5 - Collateral (if applicable): Description of any collateral security provided
6. Appendix A - Power of Attorney: Standard form of power of attorney if required for enforcement
7. Appendix B - Compliance Certificate: Form for periodic compliance certification if required
Authors
Construction
Infrastructure
Real Estate Development
Financial Services
Insurance
Mining
Oil & Gas
Manufacturing
Government Contracting
International Trade
Telecommunications
Legal
Finance
Treasury
Risk Management
Compliance
Commercial
Project Management
Business Development
Corporate Secretariat
Operations
Chief Financial Officer
Finance Director
Legal Counsel
Contract Manager
Risk Manager
Treasury Manager
Company Secretary
Commercial Director
Project Manager
Compliance Officer
Bond Manager
Security Trustee
Financial Controller
General Counsel
Business Development Manager
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