Hold Harmless Indemnity Agreement Template for United States

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Key Requirements PROMPT example:

Hold Harmless Indemnity Agreement

"I need a Hold Harmless Indemnity Agreement to protect my construction company from liability when allowing a film crew to shoot on our active construction site in March 2025, with specific provisions for equipment usage and safety protocols."

Document background
The Hold Harmless Indemnity Agreement is essential in situations where parties need to allocate risk and responsibility for potential losses or legal claims. This document is commonly used in the United States when one party wishes to be protected from liability arising from another party's activities or when engaging in potentially risky ventures. The agreement typically includes specific terms about what is covered, exclusions, duration of protection, and procedures for handling claims. It's particularly important to note that while these agreements are generally enforceable under U.S. law, their scope and limitations vary by state, and they cannot protect against all forms of liability, particularly those involving gross negligence or willful misconduct.
Suggested Sections

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

2. Background: Context and purpose of the indemnification agreement

3. Definitions: Key terms used throughout the agreement including 'Claims', 'Losses', 'Indemnified Parties'

4. Scope of Indemnification: Detailed description of what is covered by the indemnification

5. Indemnification Obligations: Specific obligations of the indemnitor including types of claims and losses covered

6. Term and Survival: Duration of the agreement and which provisions survive termination

7. Governing Law: Specification of the jurisdiction and applicable law

8. Execution: Signature blocks and date of agreement

Optional Sections

1. Insurance Requirements: Details of required insurance coverage and minimum policy amounts

2. Notice Requirements: Procedures and timeframes for providing notice of claims

3. Defense Rights: Rights and obligations regarding legal defense of claims

4. Limitation of Liability: Caps or restrictions on the extent of indemnification obligations

5. Dispute Resolution: Procedures for resolving disputes related to indemnification claims

Suggested Schedules

1. Schedule A - Covered Activities: Detailed list of activities, operations, or circumstances covered by the indemnification

2. Schedule B - Insurance Requirements: Specific insurance requirements including types and amounts of coverage

3. Schedule C - Excluded Claims: List of specific claims or circumstances excluded from indemnification

4. Schedule D - Notice Procedures: Detailed procedures for claim notification and documentation requirements

Authors

Alex Denne

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

Industries

State-Specific Laws: Consideration of individual state requirements for indemnification agreements, including anti-indemnification statutes and state-specific contract formation requirements

Contract Law: Uniform Commercial Code (UCC), common law contract principles, consideration requirements, and capacity to contract provisions

Public Policy Limitations: Legal restrictions on indemnifying against gross negligence, willful misconduct, and illegal activities

Industry-Specific Regulations: Specific regulations for industries such as construction (anti-indemnification statutes), professional services, and healthcare requirements

Consumer Protection Laws: Federal and state consumer protection statutes and limitations on waivers of consumer rights

Insurance Laws: State insurance regulations, requirements for additional insured provisions, and insurance coverage limitations

Statute of Limitations: State-specific time limits for bringing claims and discovery rule applications

Enforceability Requirements: Requirements for clear and unambiguous language, conspicuous provisions, and mutual understanding

Damages Limitations: Legal restrictions on consequential damages and limitations on punitive damages

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,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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