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Mutual Indemnity And Waiver Of Recourse Agreement
"I need a Mutual Indemnity and Waiver of Recourse Agreement for a joint offshore drilling operation starting March 2025 between our company (ABC Offshore Limited) and XYZ Drilling Corporation, with specific focus on equipment damage and personnel injury risks in Philippine waters."
1. Parties: Identification of all parties to the agreement, including their legal status and registered addresses
2. Background: Context of the agreement, relationship between parties, and purpose of the mutual indemnities and waivers
3. Definitions: Key terms used throughout the agreement, including 'Claims', 'Losses', 'Indemnified Parties', 'Affiliates', etc.
4. Mutual Indemnities: Core provisions detailing reciprocal indemnification obligations between the parties
5. Waiver of Recourse: Explicit waiver provisions specifying which rights of recourse are being waived by each party
6. Scope and Limitations: Boundaries of the indemnities and waivers, including any monetary limits and excluded claims
7. Insurance Requirements: Obligations regarding insurance coverage to support the indemnity obligations
8. Duration: Term of the agreement and survival of obligations
9. Notice Requirements: Procedures for making claims and providing notice under the agreement
10. Governing Law and Jurisdiction: Specification of Philippine law as governing law and jurisdiction for disputes
11. Execution: Formal execution blocks complying with Philippine legal requirements
1. Third Party Rights: Include when the agreement needs to address rights of third parties or affiliates to benefit from the indemnities
2. Currency and Payment: Include when specific payment mechanisms or currency considerations need to be addressed
3. Dispute Resolution: Include when parties wish to specify alternative dispute resolution mechanisms like arbitration
4. Force Majeure: Include when parties want to address how extraordinary events affect indemnity obligations
5. Severability: Include when parties want to ensure partial invalidity doesn't affect entire agreement
6. Assignment: Include when transfer of rights under the agreement needs to be addressed
7. Language: Include when agreement might be translated to Filipino or other languages
1. Schedule 1 - Scope of Risks: Detailed description of risks covered by the indemnities and waivers
2. Schedule 2 - Insurance Requirements: Specific insurance types, coverage amounts, and requirements for each party
3. Schedule 3 - Excluded Claims: Detailed list of claims and circumstances excluded from the indemnities and waivers
4. Schedule 4 - Notice Requirements: Detailed procedures and contact information for claims and notices
5. Schedule 5 - Affiliate List: List of affiliates covered by the agreement, if applicable
6. Appendix A - Form of Claim Notice: Standard form for making claims under the agreement
7. Appendix B - Corporate Authorizations: Required corporate authorizations and board resolutions
Authors
Agreement
Associated Companies
Business Day
Claims
Commencement Date
Confidential Information
Consequential Loss
Contract
Contractor Group
Direct Damages
Effective Date
Force Majeure Event
Gross Negligence
Group
Indemnified Party
Indemnifying Party
Indirect Damages
Insurance Policies
Intellectual Property Rights
Law
Liabilities
Losses
Material Breach
Operator Group
Party/Parties
Personnel
Project
Property
Related Entities
Representatives
Services
Subcontractor
Term
Third Party
Third Party Claim
Waiver
Willful Misconduct
Work
Work Product
Recitals
Definitions
Interpretation
Mutual Indemnities
Waiver of Recourse
Insurance Requirements
Claims Procedure
Notice Requirements
Scope of Indemnity
Limitations of Liability
Duration and Termination
Force Majeure
Confidentiality
Assignment
Representations and Warranties
Third Party Rights
Dispute Resolution
Governing Law
Jurisdiction
Severability
Entire Agreement
Amendment
Notices
Costs and Expenses
Language
Counterparts
Survival
Waiver of Rights
Relationship of Parties
Oil and Gas
Construction
Mining
Manufacturing
Maritime
Infrastructure Development
Energy
Industrial Services
Petrochemicals
Engineering Services
Offshore Operations
Real Estate Development
Telecommunications
Transportation
Utilities
Legal
Risk Management
Operations
Commercial
Compliance
Insurance
Finance
Project Management
Business Development
Contracts Administration
Risk Manager
Legal Counsel
Contract Manager
Project Director
Operations Manager
Insurance Manager
Commercial Director
Chief Financial Officer
Compliance Officer
General Counsel
Project Manager
Business Development Manager
Chief Risk Officer
Operations Director
Commercial Manager
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