A Hold Harmless Agreement (HHA), also known as an indemnity agreement or waiver of liability, is a legal document used to ensure that one party will not hold another party liable for risks, physical harm, or damage. In other words, one party agrees to take on the risks of a particular activity or arrangement and promises not to sue or claim damages if harm or loss occurs.
These agreements are commonly used in situations where the risk is not evenly distributed or where the level of risk is uncertain. By signing such an agreement, the party (the indemnitee) is protected against any lawsuits or claims arising from the actions of the other party (the indemnifier).
Identification of the Parties: Both the party seeking indemnification and the party providing it should be clearly identified, typically with names and addresses.
Description of the Activity or Arrangement: The specific event, service, or activity for which the protection is sought should be detailed.
Scope of Indemnification: Clearly outline what kinds of claims or damages are covered by the agreement. This can range from all claims and liabilities to only specific incidents.
Duration: Define how long the agreement will be in effect. This might be for the duration of an event, a set period, or indefinitely.
Exceptions: If there are specific situations or types of harm that the agreement does not cover, they should be clearly specified.
Jurisdiction: This clause states which state's laws will govern the agreement and where any disputes would be litigated.
Signatures: Both parties should sign and date the agreement.
Unilateral: Only one party agrees to hold the other harmless.
Reciprocal or Mutual: Both parties agree to hold each other harmless.
The enforceability and legality of a Hold Harmless Agreement can vary based on the jurisdiction and the specifics of the situation. There are situations where these agreements might not be enforceable if they are deemed to be overly broad or against public policy. As a result, it's important to consult with a legal professional when drafting or entering into a Hold Harmless Agreement.