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1. Parties: Identification and details of all contracting parties
2. Background: Context of the agreement and relationship between the parties
3. Definitions: Detailed definitions of key terms used throughout the agreement
4. Scope of Liability: Clear delineation of what liabilities are covered under the agreement
5. Limitation of Liability: Specific limitations on liability amounts and types of damages
6. Indemnification: Terms regarding mutual or unilateral indemnification obligations
7. Insurance Requirements: Mandatory insurance coverage requirements for all parties
8. Force Majeure: Circumstances under which liability obligations may be suspended
9. Duration and Termination: Term of the agreement and conditions for termination
10. Dispute Resolution: Procedures for handling disputes and choice of jurisdiction
11. Governing Law: Specification of Irish law as governing law and relevant jurisdictional details
12. Notices: Process and requirements for formal communications between parties
13. General Provisions: Standard boilerplate clauses including severability, entire agreement, and amendments
1. Confidentiality: Terms regarding confidential information handling and protection, included when sensitive information is shared
2. Intellectual Property: IP-related liability provisions, included when IP assets are involved
3. Data Protection: GDPR compliance and data-related liability provisions, included when personal data is processed
4. Environmental Liability: Environmental risk and compliance provisions, included for activities with environmental impact
5. Product Liability: Specific provisions for product-related liabilities, included for product-based agreements
6. Professional Services Liability: Specific provisions for professional services liability, included for service-based agreements
7. Cyber Liability: Provisions covering cyber risks and incidents, included for digital services or operations
8. Third-Party Rights: Provisions regarding rights of third parties, included when third parties may be affected
9. Compliance with Laws: Specific regulatory compliance obligations, included for heavily regulated industries
1. Schedule 1 - Liability Caps: Detailed breakdown of liability limitations and caps for different scenarios
2. Schedule 2 - Insurance Requirements: Specific insurance types, coverage amounts, and provider requirements
3. Schedule 3 - Risk Matrix: Allocation of various risks between parties and corresponding liability assignments
4. Schedule 4 - Claim Procedures: Detailed procedures for making and processing liability claims
5. Schedule 5 - Contact Details: Key contacts and notification details for all parties
6. Appendix A - Definitions: Extended definitions and interpretations of key terms
7. Appendix B - Form of Notice: Template forms for various notices under the agreement
8. Appendix C - Incident Report Template: Standard template for reporting incidents that may trigger liability
Applicable Law
Business Day
Claims
Commencement Date
Confidential Information
Consequential Loss
Contract Period
Control
Damages
Direct Loss
Effective Date
Force Majeure Event
Good Industry Practice
Gross Negligence
Indemnified Party
Indemnifying Party
Insurance Requirements
Intellectual Property Rights
Liability
Liability Cap
Liability Period
Loss
Material Breach
Negligence
Notice
Parties
Personal Data
Professional Services
Regulatory Authority
Related Parties
Representatives
Risk Event
Services
Subcontractor
Term
Territory
Third Party
Third Party Claim
Willful Misconduct
Definitions
Term and Duration
Scope of Liability
Limitation of Liability
Indemnification
Insurance
Risk Allocation
Force Majeure
Warranties
Representations
Confidentiality
Data Protection
Intellectual Property
Dispute Resolution
Governing Law
Assignment
Notices
Third Party Rights
Termination
Amendment
Waiver
Severability
Entire Agreement
Compliance with Laws
Claims Procedure
Professional Services
Product Liability
Environmental Liability
Health and Safety
Cyber Liability
Regulatory Compliance
Notification Requirements
Record Keeping
Audit Rights
Survival
Manufacturing
Technology
Professional Services
Construction
Healthcare
Financial Services
Retail
Transportation and Logistics
Energy
Environmental Services
Education
Telecommunications
Real Estate
Insurance
Pharmaceutical
Legal
Risk Management
Compliance
Operations
Procurement
Finance
Commercial
Quality Assurance
Business Development
Insurance
Corporate Governance
Contracts Administration
Legal Counsel
Risk Manager
Compliance Officer
Contract Manager
Chief Legal Officer
Chief Risk Officer
Operations Director
Project Manager
Procurement Manager
General Counsel
Insurance Manager
Business Development Manager
Chief Financial Officer
Commercial Director
Quality Assurance Manager
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