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Hold And Harmless Agreement
"I need a Hold Harmless Agreement for my event management company based in Dublin, to protect us from liability when organizing corporate events at third-party venues throughout Ireland, with specific coverage for equipment damage and personal injury risks."
1. Parties: Identification and details of the Indemnitor (party providing indemnity) and Indemnitee (party being indemnified)
2. Background: Context of the agreement, relationship between parties, and purpose of the indemnification
3. Definitions: Definitions of key terms used throughout the agreement, including 'Indemnified Events', 'Losses', and 'Claims'
4. Scope of Indemnification: Detailed description of what risks, activities, or circumstances are covered by the indemnification
5. Indemnification Obligations: Specific obligations of the Indemnitor, including defense obligations and payment of losses
6. Limitations of Liability: Any caps, exclusions, or limitations on the indemnification obligations
7. Notice Requirements: Procedures and timeframes for notifying the Indemnitor of claims or potential claims
8. Defense of Claims: Process for defending against third-party claims, including control of defense and settlement
9. Insurance Requirements: Required insurance coverage to support the indemnification obligations
10. Term and Survival: Duration of the agreement and which provisions survive termination
11. Governing Law and Jurisdiction: Specification of Irish law as governing law and jurisdiction for disputes
12. Entire Agreement: Standard boilerplate confirming this is the complete agreement between the parties
1. Mutual Indemnification: Used when both parties are providing reciprocal indemnification to each other
2. Intellectual Property Indemnification: Added when the activities involve potential IP infringement risks
3. Environmental Indemnification: Include when activities might involve environmental risks or hazards
4. Confidentiality: Added when parties need to share sensitive information in connection with indemnified activities
5. Force Majeure: Include when certain events should excuse performance of indemnification obligations
6. Assignment: Added when transfer of rights needs to be specifically addressed
7. Alternative Dispute Resolution: Include when parties prefer mediation or arbitration before litigation
8. Severability: Added when there's risk that certain provisions might be found invalid
1. Schedule 1 - Indemnified Activities: Detailed description of activities, events, or circumstances covered by the indemnification
2. Schedule 2 - Insurance Requirements: Specific insurance types, coverage amounts, and policy requirements
3. Schedule 3 - Claims Procedures: Detailed procedures for claim notification, handling, and resolution
4. Appendix A - Form of Notice: Template for formal notices under the agreement
5. Appendix B - Excluded Claims: Specific exclusions from the scope of indemnification
6. Appendix C - Related Agreements: List of other agreements referenced or relevant to the indemnification
Authors
Indemnitor
Indemnitee
Effective Date
Term
Indemnified Events
Losses
Claims
Third Party Claims
Indemnified Activities
Applicable Law
Business Day
Claim Notice
Confidential Information
Control
Defense Costs
Force Majeure Event
Governmental Authority
Insurance Requirements
Liability
Material Breach
Notice
Parties
Related Parties
Representatives
Settlement
Territory
Working Hours
Intellectual Property Rights
Professional Services
Reasonable Endeavours
Affiliate
Excluded Claims
Insolvency Event
Negligence
Proceedings
Relevant Period
Services
Termination Date
Valid Claim
Warranty
Recitals
Definitions
Interpretation
Indemnification
Scope of Protection
Liability Limitations
Insurance Requirements
Notice Requirements
Claims Procedures
Defense Obligations
Settlement Authority
Payment Terms
Term and Duration
Termination Rights
Force Majeure
Confidentiality
Assignment
Amendments
Entire Agreement
Severability
Waiver
Notices
Governing Law
Jurisdiction
Dispute Resolution
Costs and Expenses
Representations and Warranties
Compliance with Laws
Third Party Rights
Counterparts
Survival
Construction
Real Estate
Events and Entertainment
Manufacturing
Professional Services
Healthcare
Education
Technology
Transportation and Logistics
Retail
Sports and Recreation
Financial Services
Energy
Hospitality
Industrial Services
Legal
Risk Management
Operations
Compliance
Finance
Procurement
Property Management
Business Development
Commercial
Insurance
Health and Safety
Facilities Management
Project Management
Contract Administration
Legal Counsel
Risk Manager
Operations Director
Contract Manager
Compliance Officer
Project Manager
Facility Manager
Insurance Manager
Property Manager
Business Development Manager
Commercial Director
Chief Financial Officer
Chief Operating Officer
General Manager
Safety Officer
Procurement Manager
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