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Simple Indemnity Agreement

Simple Indemnity Agreement for Singapore

Simple Indemnity Agreement Template for Singapore

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What is a Simple Indemnity Agreement?

A Simple Indemnity Agreement is commonly used in Singapore business transactions to allocate risk between parties. This document, governed by Singapore law, establishes clear obligations for compensation in case of specified losses or damages. It's particularly useful in commercial relationships where one party needs protection against potential losses arising from the other party's actions or specific circumstances. The agreement typically defines the scope of indemnity, claim procedures, and compliance with local regulations including the Civil Law Act and Unfair Contract Terms Act.

What sections should be included in a Simple Indemnity Agreement?

1. Parties: Identification of indemnifier and indemnitee with full legal names and addresses

2. Background: Context and purpose of the indemnity arrangement, including relevant relationship between parties

3. Definitions: Key terms used in the agreement including 'Indemnified Party', 'Losses', 'Claims', etc.

4. Scope of Indemnity: Detailed description of specific losses, damages, and circumstances covered by the indemnity

5. Duration: Term of the indemnity coverage and any survival provisions

6. Notice Requirements: Process and timeframes for making claims under the indemnity

7. Governing Law: Specification of Singapore law as governing law and jurisdiction

What sections are optional to include in a Simple Indemnity Agreement?

1. Insurance Requirements: Details of insurance coverage requirements including types, amounts, and duration of coverage

2. Limitations on Liability: Specific caps, exclusions, or restrictions on indemnity obligations

3. Third Party Claims: Procedures for handling claims made by third parties and defense obligations

4. Dispute ReΊμΠΣΦ±²₯: Alternative dispute reΊμΠΣΦ±²₯ procedures including mediation and arbitration provisions

What schedules should be included in a Simple Indemnity Agreement?

1. Schedule A - Covered Events: Comprehensive list of circumstances and events triggering indemnity obligations

2. Schedule B - Excluded Events: Detailed list of specific exclusions from indemnity coverage

3. Schedule C - Notice Requirements: Detailed procedures and forms for claim notifications and supporting documentation

Authors

Alex Denne

Head of Growth (Open Source Law) @ ΊμΠΣΦ±²₯ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co
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Industries

Civil Law Act (Cap. 43): Primary legislation governing contract law in Singapore, providing the fundamental framework for contract formation, enforcement, and remedies

Contracts (Rights of Third Parties) Act: Legislation governing how third parties may enforce terms of a contract, particularly relevant for indemnity agreements that might affect third parties

Limitation Act (Cap. 163): Sets out the time limits within which legal actions must be brought, including contractual claims and enforcement of indemnity provisions

Unfair Contract Terms Act (Cap. 396): Regulates unfair terms in contracts, particularly relevant for reviewing reasonableness of indemnity clauses and exclusion clauses

Misrepresentation Act (Cap. 390): Governs remedies for misrepresentation in contracts, which could affect the validity of indemnity agreements

Companies Act (Cap. 50): Relevant when parties to the indemnity agreement are corporations, governing corporate capacity and authority to enter into contracts

Common Law Principles: Principles derived from case law covering contract formation, interpretation of terms, causation, remoteness of damage, and mitigation of loss

Singapore Case Law on Indemnities: Precedents set by Singapore courts specifically relating to interpretation and enforcement of indemnity clauses

Prevention of Corruption Regulations: Regulatory framework ensuring the indemnity agreement does not contravene anti-corruption laws and regulations

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks, Β Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, Β Severance Pay, Governing Law, Entire Agreemen

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