Hold Harmless Agreement: Risk Allocation and Liability Terms

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HOLD HARMLESS (INDEMNITY) AGREEMENT TEMPLATE

This Hold Harmless (Indemnity) Agreement (“Agreement”) is entered into on [Date], by and between:

Indemnitor (Party Providing Protection):

Name: [Full Legal Name]

Address: [Address]

Contact Information: [Phone/Email]

Indemnitee (Party Being Protected):

Name: [Full Legal Name]

Address: [Address]

Contact Information: [Phone/Email]

Together referred to as the “Parties.”

1. Purpose

The Indemnitor agrees to indemnify, defend, and hold harmless the Indemnitee from any claims, liabilities, losses, damages, or expenses arising out of or related to [Specify Activity/Event/Contract].

2. Scope of Indemnification

The indemnification covers, but is not limited to:

Personal injury or property damage.
Third-party claims or lawsuits.
Costs of legal defense, including attorney’s fees.
Fines, penalties, or settlements arising from the specified activity.

Personal injury or property damage.

Third-party claims or lawsuits.

Costs of legal defense, including attorney’s fees.

Fines, penalties, or settlements arising from the specified activity.

3. Exclusions

This Agreement does not apply to claims resulting from:

Gross negligence or willful misconduct by the Indemnitee.
Breach of this Agreement by the Indemnitee.
Obligations specifically excluded in writing by both Parties.

Gross negligence or willful misconduct by the Indemnitee.

Breach of this Agreement by the Indemnitee.

Obligations specifically excluded in writing by both Parties.

4. Term

This Agreement shall remain in effect from [Start Date] until [End Date/Completion of Activity], unless earlier terminated in writing by mutual consent of the Parties.

5. Insurance

The Indemnitor shall maintain adequate liability insurance coverage to support its indemnification obligations and provide proof of coverage to the Indemnitee upon request.

6. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of [State/Country].

7. Entire Agreement

This Agreement constitutes the entire understanding between the Parties regarding indemnification and supersedes all prior oral or written agreements.

8. Signatures

Indemnitor: __________________________

Name:

Date:

Indemnitee: __________________________

Name:

Date:

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Hold Harmless Agreement: Risk Allocation and Liability Terms

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Hold Harmless Agreement — quick answers

Reviewed July 2026 Free download, PDF & DOCX

What is a Hold Harmless (Indemnity) Agreement?

A Hold Harmless Agreement, also known as an Indemnity Agreement, is a legal contract where one party agrees to protect the other from liability, claims, or damages arising out of specific activities, contracts, or events.

Why is a Hold Harmless Agreement important?

It reduces legal risk by ensuring that responsibility for potential damages or injuries rests with the party best positioned to control those risks. Businesses often use them to protect against lawsuits and financial losses.

When should you use a Hold Harmless Agreement?

Use this agreement when hiring contractors, organizing events, leasing property, or entering service contracts where liability risks may arise. It is commonly used in construction, consulting, and rental agreements.

What should a Hold Harmless Agreement include?

It should specify the parties involved, the activity being covered, the scope of indemnification, exclusions, duration of protection, and governing law. Including insurance requirements strengthens protection.