Hold-Harmless Agreement FAQ - Canada
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A Hold-Harmless Agreement (also known as an Indemnity Agreement) allows one party to protect another party against any future losses or claims that may result from a particular activity. For example: The Indemnifier wishes to hold a camp for school children to be held between September 27 and September 30, 2008. The camp will be held on property belonging to the Indemnitee. The landowner (Indemnitee) wishes to be protected by the Indemnifier (camp organizers) against any and all liability that may result from this event. |
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Definitions
What does 'indemnify' mean?
Where one person indemnifies another person, the first person (indemnifier) promises to reimburse the second person (indemnitee) for any claim or damages that the indemnitee may suffer while participating in a designated activity.
For example: An Indemnifier is promoting a jazz concert in the park to be held from 8 AM to 8 PM on December 22, 2008. The Indemnifier wishes to hire the Indemnitee to manage all facets of the event. The Indemnitee wants to be indemnified against any and all liability that may result from this event. The indemnifier promises to reimburse the indemnitee for any claim or damages that the indemnitee may suffer while participating in the roll of concert manager.
What is an Indemnitee?
The indemnitee is the person requiring protection against any claim or damages that the indemnitee may suffer while participating in the activity.
What is an Indemnifier?
The indemnifier is the person who promises to reimburse the indemnitee for any claim or damages that the indemnitee may suffer while participating in the activity.
What does 'jointly and severally liable' mean?
Joint and several liability means that where there is more than one indemnifier, then all indemnifiers will be liable for any amounts owed. In addition, if one indemnifer is unable to pay their portion of the amount owed, the remaining indemnifiers will be liable for the unresolved amount.
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Miscellaneous
What is the difference between a Waiver and a Hold-Harmless Agreement?
A Waiver is where one person voluntarily gives up or abandons a legal right. For example, if a payment is late then the person to whom the debt is owed may waive a late penalty. An Indemnity Agreement is where one person agrees to protect another from liabiity. For example, a property developer will wish to be indemnified (protected) against any liability that may result from the work to be performed by a sub-contracter.
Director's Indemnity Agreement?
The laws affecting the power of a corporation to indemnify its directors and officers against liability are specific and vary from jurisdiction to jurisdiction. LawDepot's general Indemnity Agreement is not intended for use as a Director's Indemnity Agreement.
