Construction Hold Harmless Agreement Template

This Construction Hold Harmless Agreement (the “Agreement”) is entered into as of [Effective Date] by and between:

Indemnifying Party: [Legal Name], address: [Address] (“Indemnitor”).
Indemnified Party: [Legal Name], address: [Address] (“Indemnitee”).

Project Name/Location: [Project name + address] (the “Project”).
Work Description: [Brief description of work] (the “Work”).

1. Hold Harmless / Indemnity

1.1 To the fullest extent permitted by law, Indemnitor agrees to indemnify, defend (if selected), and hold harmless Indemnitee and its officers, directors, employees, agents, and affiliates from and against claims, damages, losses, liabilities, and expenses (including reasonable attorneys’ fees) arising out of or relating to the Work, to the extent caused by:
(a) Indemnitor’s negligence or willful misconduct;
(b) Indemnitor’s breach of contract; or
(c) acts or omissions of Indemnitor’s employees, subcontractors, or agents.

1.2 Duty to Defend (Select One):
☐ Included — Indemnitor will provide a defense with counsel reasonably acceptable to Indemnitee.
☐ Not included — Indemnity applies to Losses after determination/settlement only.

2. Exclusions and Limits

2.1 Indemnitor is not responsible for claims to the extent caused by Indemnitee’s sole negligence or willful misconduct, to the extent prohibited by law.
2.2 Optional additional exclusions: [List].
2.3 Optional liability cap (if permitted): $[Amount] (or “no cap”).

3. Claim Notice and Cooperation

3.1 Indemnitee will provide prompt notice of any claim, but failure to provide prompt notice reduces obligations only to the extent of material prejudice.
3.2 Indemnitor and Indemnitee will cooperate in investigating and defending claims.

4. Insurance Requirements

4.1 Indemnitor will maintain, at its expense:

• Commercial general liability: $[__] per occurrence

• Workers’ compensation (as required by law)

• Auto liability (if vehicles used): $[__]

• Umbrella/excess (optional): $[__]

4.2 Indemnitor will provide certificates of insurance upon request and name Indemnitee as an additional insured where applicable and permitted.

5. Compliance and Safety

5.1 Indemnitor will comply with applicable laws, codes, and safety requirements and will maintain a safe jobsite.

6. Term and Survival

6.1 This Agreement is effective on the Effective Date and applies to the Work performed for the Project.
6.2 Indemnity obligations survive completion of the Work to the extent permitted.

7. Governing Law

7.1 This Agreement is governed by the laws of [State/Country].

Signatures

Indemnifying Party: [Legal Name]
Name/Title: [Authorized Signer]
Date: [Date]
Signature: ___________________________

Indemnified Party: [Legal Name]
Name/Title: [Authorized Signer]
Date: [Date]
Signature: ___________________________