The Standard Indemnification Agreement is commonly used in Singapore business transactions to allocate risk between parties. This document is essential when parties need to clearly define their risk allocation and protection obligations, particularly in commercial relationships involving potential liability exposure. Under Singapore law, these agreements must comply with the Civil Law Act and related legislation, making them enforceable while protecting both parties' interests. The agreement typically includes detailed provisions on scope, procedure, and limitations of the indemnification obligations.
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1. Parties: Identification and details of the indemnifying and indemnified parties
2. Background: Context and purpose of the indemnification agreement
3. Definitions: Key terms used throughout the agreement including scope of indemnified losses
4. Scope of Indemnification: Detailed description of specific risks, losses, and circumstances covered by the indemnity
5. Duration: Term of the indemnification obligations and survival provisions
6. Notice Requirements: Procedures and timelines for making indemnification claims
7. Claims Process: Steps for handling claims, including defense obligations and settlement procedures
8. Payment Terms: Timeline and method for indemnification payments
9. Governing Law: Specification of Singapore law as governing law and jurisdiction
1. Insurance Requirements: Insurance obligations of parties, including types of coverage and minimum amounts
2. Limitation of Liability: Caps, exclusions, and limitations on indemnification obligations
3. Security Provisions: Requirements for security or collateral to support indemnification obligations
4. Third Party Claims: Specific procedures for handling claims involving third parties
5. Subrogation Rights: Rights of the indemnifying party to pursue claims against third parties
1. Schedule 1 - Specific Indemnified Events: Detailed list of circumstances triggering indemnification obligations
2. Schedule 2 - Excluded Events: Events and circumstances specifically excluded from indemnification coverage
3. Schedule 3 - Claims Procedure: Detailed process and documentation requirements for making and handling claims
4. Schedule 4 - Insurance Specifications: Detailed requirements for insurance coverage, including types, amounts, and insurers
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