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Client Indemnity Form
"I need a Client Indemnity Form for my software development company based in California, specifically covering risks related to data breaches and intellectual property claims, to be implemented by March 2025 for all new client contracts."
1. Parties: Identification of the indemnifying party (client) and the indemnified party, including full legal names and addresses
2. Background: Brief context of the business relationship and purpose of the indemnity agreement
3. Definitions: Clear definitions of key terms used in the agreement, including 'Indemnified Parties', 'Claims', 'Losses', and other relevant terms
4. Scope of Indemnification: Detailed description of what types of claims, losses, and damages are covered by the indemnity
5. Indemnification Process: Step-by-step procedures for making and handling indemnification claims
6. Notice Requirements: Specifications for how and when notice of claims must be given to the indemnifying party
7. Defense of Claims: Procedures and rights regarding the defense of third-party claims
8. Insurance Requirements: Minimum insurance coverage requirements for the indemnifying party
9. Duration: Term of the indemnification obligation, including any survival provisions
10. General Terms: Standard contractual provisions including governing law, jurisdiction, and entire agreement clause
1. Limitations of Liability: Caps or restrictions on indemnification obligations, used when parties agree to limit potential exposure
2. Cross-Indemnification: Mutual indemnification provisions, used when both parties are providing indemnification to each other
3. Special Industry Provisions: Industry-specific indemnification requirements, used for regulated industries or special circumstances
4. Subrogation Rights: Rights of insurers to step into the shoes of the indemnified party, included when insurance is a significant component
5. Alternative Dispute Resolution: Mediation or arbitration procedures for indemnification disputes, used when parties prefer to avoid litigation
1. Schedule A - Covered Claims: Detailed list of specific types of claims covered by the indemnification
2. Schedule B - Insurance Requirements: Detailed specifications of required insurance policies, coverage amounts, and terms
3. Schedule C - Claim Procedures: Detailed procedures and timelines for processing indemnification claims
4. Appendix 1 - Notice Forms: Template forms for providing notice of claims under the agreement
5. Appendix 2 - Excluded Claims: Specific list of claims or circumstances explicitly excluded from the indemnification coverage
Authors
Professional Services
Financial Services
Technology
Healthcare
Construction
Consulting
Real Estate
Manufacturing
Education
Entertainment
Retail
Transportation
Insurance
Legal Services
Legal
Risk Management
Compliance
Finance
Operations
Client Services
Business Development
Contract Administration
Corporate Governance
Insurance
Legal Counsel
Risk Manager
Compliance Officer
Contract Manager
Business Development Manager
Account Executive
Chief Financial Officer
Operations Director
Project Manager
Client Services Manager
Chief Legal Officer
Insurance Manager
Corporate Secretary
Chief Risk Officer
General Counsel
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