Hold Harmless Agreement Template

This Hold Harmless Agreement (the “Agreement”) is entered into as of [Effective Date] by and between [Indemnitor Name] (“Indemnitor”) and [Indemnitee Name] (“Indemnitee”).

1. Indemnification

Indemnitor agrees to indemnify and hold harmless Indemnitee from claims, damages, and expenses arising from [Activity], except to the extent caused by Indemnitee’s gross negligence or willful misconduct.

2. Scope

This Agreement applies to [Location/Project] and covers activities occurring between [Start Date] and [End Date].

3. Assumption of Risk

Indemnitor acknowledges the risks inherent in the activity and assumes responsibility for those risks.

4. Insurance (Optional)

Indemnitor will maintain insurance coverage of [Coverage Amount] and provide proof upon request.

5. Limitation of Liability

Indemnitee is not liable for indirect or consequential damages related to the activity.

6. Governing Law

This Agreement is governed by the laws of [Governing Law Jurisdiction].

7. Severability

If any provision of this Agreement is held to be invalid, illegal, or unenforceable, the remaining provisions will continue in full force and effect. The Parties will negotiate in good faith to replace any invalid provision with a valid provision that achieves the original intent.

8. Entire Agreement

This Agreement constitutes the entire understanding between the Parties and supersedes all prior negotiations, understandings, and agreements. No representations or statements not contained in this Agreement will be binding.

9. Amendment

This Agreement may only be amended or modified by a written document signed by both Parties.

10. Waiver

No waiver of any provision of this Agreement will be deemed or will constitute a waiver of any other provision, nor will any waiver constitute a continuing waiver unless otherwise expressly stated.

11. Assignment

Neither Party may assign this Agreement or any rights or obligations hereunder without the prior written consent of the other Party.