Does "hold harmless" mean "indemnify"?
Asked by: Nigel Windler | Last update: November 30, 2025Score: 4.5/5 (6 votes)
Sometimes the terms “indemnify” and “hold harmless” are used interchangeably. This is not always accurate. An agreement to indemnify means that the indemnifier agrees to reimburse the indemnitee for liability that arises out of certain circumstances.
Is hold harmless the same as indemnify?
Indemnification: The promise to compensate for any losses or damages incurred. Hold Harmless: The agreement to not hold one party responsible for certain liabilities or legal claims.
What does "hold harmless" mean?
Hold harmless is defined as a promise in a contract , by one party not to hold the other party responsible if the other party carries out the contract in a way that causes damage to the first party.
Do hold harmless agreements hold up in court?
In California, hold harmless agreements are enforceable if they use express contractual language that shifts the risks of certain specified circumstances. Doing so creates an express contractual obligation to indemnify.
What are the three types of indemnification?
There are 3 levels of indemnification: broad form, intermediate form, and limited form. This requires the indemnitor to pay not only for its liabilities but also for the indemnitee's liability whether the indemnitee is solely (i.e. 100%) at fault or partially at fault.
What it means to indemnify someone.
What's another word for "hold harmless"?
The prevailing interpretation is that “hold harmless” and “indemnify” are synonymous. However, under the minority view, “hold harmless” requires payment of both actual losses and potential liabilities, while “indemnify” protects against incurred losses only.
What are the three types of hold harmless agreements?
The most commonly used types of hold harmless agreement clauses are the “broad,” “intermediate,” and “limited” form hold harmless clauses. Limited Form Hold Harmless Agreement—Where Party A holds Party B harmless for suits arising out of Party A's sole negligence.
How binding is a hold harmless agreement?
How Binding Is a Hold Harmless Agreement? If the state where a hold harmless agreement us being used recognizes these types of clauses and accepts their use in that particular context, then they should be binding. That's not a guarantee, however.
How do you say we are not liable for any damages?
The no-responsibility disclaimer is also known as a “disclaimer of liability” — or “no-liability disclaimer” — because it refers to a lack of legal obligation on the part of you or your business. These terms are used interchangeably, and posted disclaimers are sometimes labeled differently within the document.
What is the difference between liable and indemnify?
The indemnifying party becomes responsible for a loss only after the indemnified party pays. Liabilities are composed of debts and other legal obligations. The indemnifying party becomes responsible for a liability when the liability is legally imposed but before the money is paid.
What is an example of hold harmless?
For example: If a construction company or independent contractor is doing work at your business property, the company may have you sign a hold harmless clause to avoid being legally liable for any injuries resulting from the construction work.
Does indemnification mean you can't sue?
Not true they can be sued irrespective of the existence of the indemnification or not all the indemnification does is allow the person who's indemnified and being sued to turn to the person who indemnified them and say you're responsible for the payment of the fees and the cost of this lawsuit and any damages you're to ...
Why is an indemnity better than damages?
For example, if you hire a contractor to do some work and they accidentally damage your property, an indemnity clause in your contract would ensure that the contractor is responsible for covering the repair costs. Without it, you would only be able to claim damages (see below).
What is the advantage of the hold harmless clause?
A hold harmless clause is commonly added to contracts. The idea is to protect the company and transfer some of the company's liability to you in return for the business they are sending to you. The clause requires that you protect the company with whom you are contracting if they are sued.
What happens if there is no indemnification clause?
If there is no indemnity clause in a contract, the liability and resulting damages for the negligent acts of multiple parties will be allocated according to the comparative fault of each of the respective parties.
Does hold harmless include defense?
Defend means the contractor will provide the upstream party with a legal defense. Hold Harmless means the contractor will relieve the upstream party from liability for a loss.
What is the difference between indemnification and release of liability?
An agreement to indemnify arises from a promise by the indemnitor to safeguard or hold the imdemnitee harmless against existing or future loss, liability, or both. Unlike a release, which suppresses a cause of action, an indemnity creates a potential cause of action between the indemnitee and the indemnitor.
Can you exclude liability for damages?
It is not possible to exclude or restrict liability for death or personal injury resulting from negligence.
Will not be held liable for any injury.?
A release of liability, also known as a liability waiver or a hold harmless agreement, is a contract in which one party agrees not to hold another party liable for damages or injury. These contracts are common in fields that involve some risk to property, finances, or health.
Is indemnification the same as hold harmless?
Where “indemnity” is an offensive right to seek indemnification, “hold harmless” is a defensive right not to be bothered by the other party seeking indemnification. This difference is best illustrated in Queen Villas Homeowners Ass'n v.
What is the hold harmless rule?
The Medicare hold harmless provision limits the annual rise in Medicare Part B premiums deducted from Social Security benefits. Due to this provision, premium increases are limited to no more than the cost of living increase provided to the beneficiary in a given year.
Do you assume liability under contract or hold harmless?
First, a hold harmless clause involves an assumption of contractual liability which is typically excluded by contractual liability exclusions in insurance policies.
What is another name for a hold harmless agreement?
A hold harmless agreement, or HHA, is an agreement used to help prevent you or your organization from being held responsible for certain types of bodily injury or property damage. This type of agreement might also be referred to as a liability waiver, disclaimer, hold harmless letter, or release of liability.
Does a hold harmless agreement need to be notarized?
Hold Harmless Agreement Signing Requirements
Both the indemnitee and indemnifier must sign the Hold Harmless Agreement in the presence of a witness to make it legally binding. Notarization is usually not necessary.
What does "indemnify" mean in law?
To indemnify, also known as indemnity or indemnification, means compensating a person for damages or losses they have incurred or will incur related to a specified accident, incident, or event.