Business Insurance
Hold-Harmless Agreement
Hold-harmless agreements shift legal responsibility from one party to another, commonly used in construction, events, rentals, and service contracts to limit liability exposure.
Last reviewed: May 2026 · Editorial methodology
Definition
A hold-harmless agreement (also called indemnification agreement or exculpatory clause) is a contractual provision in which one party agrees to assume legal liability and defend the other party from claims, damages, or losses arising from a specified activity, project, or relationship. Construction contracts frequently contain mutual hold-harmless provisions: contractors agree to hold the general contractor and property owner harmless from claims arising from the contractor's work, and vice versa. Event venues often require attendees to sign release forms (a type of hold-harmless agreement) before participating in activities, waiving the venue's liability for injury. Hold-harmless agreements are enforceable in most states but face significant limitations: courts generally will not enforce agreements that hold a party harmless from its own gross negligence, intentional misconduct, or violations of law. Some states (particularly California and some others) have public policy restrictions on hold-harmless provisions in construction contracts, requiring written consent from insurers before enforcement. Businesses using hold-harmless agreements should ensure their liability insurance covers indemnification obligations — standard GL policies include contractual liability coverage that responds to hold-harmless agreements, but this must be verified.
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Cover Forge USA Editorial Team
Editorial Lead
This article was researched and written by the Cover Forge USA editorial team against federal sources (NAIC, CMS, FEMA, DOL, SSA, state DOIs) and standard policy forms. Bylines organize content by topic — they do not assert individual licensure. See our editorial-policy for details.
Reviewed 2026-06-14
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