Hold Harmless Indemnity Agreement Template for England and Wales

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Key Requirements PROMPT example:

Hold Harmless Indemnity Agreement

"I need a Hold Harmless Indemnity Agreement for my construction company to protect us from liability when subcontractors work on our residential development projects, starting from March 2025, with specific emphasis on workplace safety and insurance requirements."

What is a Hold Harmless Indemnity Agreement?

A Hold Harmless Indemnity Agreement is essential in situations where parties need to allocate risk and protect against potential liabilities. This document, governed by English and Welsh law, is commonly used in business transactions, construction projects, and professional services where one party wishes to shield another from specific risks or potential claims. The agreement typically includes detailed provisions about the scope of protection, duration, insurance requirements, and notification procedures. It's particularly valuable in high-risk industries or situations where clear liability allocation is crucial for risk management.

What sections should be included in a Hold Harmless Indemnity Agreement?

1. Parties: Identifies and defines the indemnitor and indemnitee

2. Background: Explains the context and purpose of the indemnity agreement

3. Definitions: Defines key terms used throughout the agreement

4. Scope of Indemnity: Details what risks, losses, or damages are covered

5. Duration: Specifies how long the indemnity remains in effect

6. Governing Law: Specifies applicable law and jurisdiction

What sections are optional to include in a Hold Harmless Indemnity Agreement?

1. Insurance Requirements: Specifies insurance obligations, used when specific coverage is required

2. Notice Requirements: Details how and when notices must be given, used in complex arrangements

3. Exclusions: Lists specific exceptions to the indemnity, used when certain risks are excluded

4. Assignment: Controls transfer rights, used when assignment needs to be restricted

What schedules should be included in a Hold Harmless Indemnity Agreement?

1. Schedule of Specific Risks: Detailed list of covered risks or activities

2. Insurance Schedule: Details of required insurance coverage and limits

3. Notice Details: Contact information and procedures for notices

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

Unfair Contract Terms Act 1977: Regulates exclusion and limitation clauses, sets restrictions on liability exclusions, and requires terms to be reasonable

Contracts (Rights of Third Parties) Act 1999: Determines whether third parties can enforce terms of the agreement and is relevant if the indemnity affects rights of parties not directly involved in the contract

Limitation Act 1980: Sets time limits for bringing claims and affects how long the indemnity remains enforceable

Consumer Rights Act 2015: Applies when one party is a consumer, affecting enforceability and imposing fairness requirements

Common Law Principles: Encompasses doctrine of consideration, rules against penalties, and principles of contractual interpretation

Misrepresentation Act 1967: Relevant for statements made during contract formation and affects validity of the agreement

Supply of Goods and Services Act 1982: Applicable if the indemnity relates to goods or services

Companies Act 2006: Relevant if corporate entities are involved and affects authority to enter into indemnities

Financial Services and Markets Act 2000: Applicable if the indemnity relates to regulated financial activities

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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