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A hold harmless agreement is a contract shifting liability for a loss. The indemnitor agrees to cover the indemnitee's claims for injury, property damage, or financial loss. Gyms, landlords, contractors, and event organizers use this free template before a risky activity begins.
Answer the builder's questions below to create your agreement online, or download the hold harmless agreement template as a PDF. This page then shows what the form includes, sample wording, the main types, and how to fill it out and sign it.
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A hold harmless agreement template holds the names of both parties, the activity it covers, the claims the indemnitor takes on, the exceptions, the term, and the signatures. Each part answers one question the other side will ask before signing.
The template on this page is a generic hold harmless agreement. It is written for no single industry, so you describe the activity yourself: a gym membership, a home rental, a remodeling job, or a rafting trip.
The builder asks for basic information about the state, the parties, and the protections provided. It then places your answers into each section, and you can download and print the finished agreement. If you prefer paper, the PDF template has the same sections to complete by hand.
A hold harmless agreement is used when an activity carries a risk to health, safety, or money, such as a gym workout, a rental, a remodeling job, or an adventure ride. It can stand alone or sit as a clause inside a larger contract.
Gyms often ask clients to sign a hold harmless agreement, either on its own or as a clause in a broader contract. The goal is to keep the gym, the indemnitee, from being responsible for harm visitors cause themselves while working out.
Marathon organizers do something similar. They ask runners to sign a release of liability to protect the event if a participant gets hurt.
Whether such a release holds varies from place to place. In Louisiana, any clause is null that, in advance, excludes or limits the liability of one party for causing physical injury to the other party (La. Civ. Code art. 2004).
Landlords often add a hold harmless clause to the rental agreement so the tenant covers injury or damage the tenant causes in or near the rental unit. A clause like this can also address a burglary at the unit.
A lease clause that tries to excuse the landlord's own negligence may not hold up, so the sample one-way clause below leaves out claims caused by the landlord's own negligence.
Car rental companies work the same way. They ask renters to sign a hold harmless agreement that covers claims if the rental car is in an accident.
Hold harmless agreements are widely used in construction, where an owner who hires a remodeling crew might want protection if a worker gets hurt on the property. A contractor often asks a subcontractor for the same promise.
The agreement can also be mutual. The crew may want protection too, for example if the owner's pet wanders into the work area and gets hurt.
Balloon rides, shark feeding, rope jumping, white water rafting, and ATV rides all carry risk to the client. Companies that run them usually ask each client to sign a hold harmless agreement, which also makes the client aware of those risks before the activity starts.
A hold harmless agreement example shows the core promise in one clause: the signer accepts the risk of an activity and agrees to indemnify and hold harmless the other party. The wording changes by industry, but that promise stays the same.
Here is a declaration a runner might sign before taking part in a marathon.
"I choose to take part in the marathon at my own risk. I will take all necessary precautions. I understand that I am fully responsible for making sure all reasonably foreseeable safety requirements are met to my satisfaction before I take part.
I state that I am in good health and physical condition to take part. I have no known medical limitation that could threaten my safety or life during the marathon or be made worse by it.
In return for permission to take part, I agree to indemnify and hold harmless the event organizer, its agents, officers, and employees. This covers any cause of action, including personal injury, illness, death, property damage, costs, charges, claims, demands, and liabilities of any kind that arise out of or in connection with my participation in the marathon."
A one-way clause in a rental or service contract reads differently. It names both parties and lists the claims the indemnitor takes on.
"Tenant agrees to indemnify and hold harmless Landlord from any claim, loss, or cost for injury or property damage that arises from Tenant's use of the premises, except a claim caused by Landlord's own negligence."
A mutual clause gives the same promise in both directions.
"Each party agrees to indemnify and hold harmless the other party from any claim, loss, or cost that arises from its own acts or omissions under this agreement."
The best hold harmless clauses are direct and simple, and the signer can find them at a glance even in a long contract. These habits keep the clause clear.
Hold harmless agreements differ in direction, one-way or mutual, and in breadth, from a broad form to a limited form, depending on how much fault the indemnitor covers. Construction contracts use the breadth labels most often.
| Type | What the indemnitor covers | Example |
|---|---|---|
| Unilateral (one-way) | Only one side is released from liability to the other side | A gym member holds the gym harmless |
| Mutual (reciprocal) | Each side covers the loss or injury it causes the other | An owner and a remodeling crew protect each other |
| Broad form | The loss no matter who is at fault, as the clause words it; often limited in construction contracts | A subcontractor covers even the contractor's own fault |
| Intermediate form | The loss unless the indemnitee is solely at fault, as the clause words it; often limited in construction contracts | A crew covers shared-fault accidents on site |
| Limited form | Only the share of the loss that comes from its own fault | A crew covers only damage it caused |
A unilateral hold harmless agreement protects one side of the deal, such as a business that offers a physical activity to customers. A mutual agreement protects both sides, because each side agrees to cover the loss or injury it causes the other while carrying out its duties.
A broad form is worded to make the indemnitor hold the indemnitee harmless for any liability that arises from the agreement. As written, the clause moves the whole risk of loss to the indemnitor, even a loss caused only by the other party.
That wording may not be enforced. In Florida, a construction contract clause that makes one party indemnify or hold harmless the other for damage caused in whole or in part by the indemnitee is void and unenforceable unless the contract contains a monetary limitation on the indemnification that bears a reasonable commercial relationship to the contract and is part of the project specifications or bid documents, if any (Fla. Stat. § 725.06). A construction contract for a public agency, or in connection with a public agency's project, follows a stricter rule: except as subsection (2) allows, it may not require one party to indemnify, defend, or hold harmless the other party at all, so a monetary limitation does not save a broad form clause there (Fla. Stat. § 725.06).
An intermediate form is worded to make the indemnitor cover all losses that arise from the agreement when both parties share some fault. As written, the indemnitee receives full indemnity even when the indemnifying party is only slightly at fault.
Like the broad form, this wording falls under Fla. Stat. § 725.06 in a Florida construction contract, because it covers damage caused in part by the indemnitee.
The indemnitee loses the protection only when the accident or damage came from its sole negligence.
A limited form restricts the indemnitor's liability to the extent of the indemnitor's own fault. The indemnitor pays its share of the loss, and each party carries the rest of its own fault.
To fill out a hold harmless agreement, gather the details, name the parties, describe the activity, write the indemnification clause with its exceptions, add the closing terms, and sign. Use plain language so both sides understand exactly what they agree to.
All parties that sign the agreement should get a copy. Keep both a paper copy and an electronic copy of the signed agreement.
Read the indemnification section aloud with the other party, and check that every covered claim and exception matches what you discussed. A hold harmless agreement covers only the claims its wording names.
Every business relationship needs its own wording. An attorney can suggest the right language for your activity and explain the responsibilities your business takes on.
A hold harmless agreement releases a party from responsibility for a loss, an indemnity agreement promises to cover that loss, and a waiver of liability gives up a right. All of them deal with liability, so they are easy to mix up.
| Document | What it does | Who carries the risk |
|---|---|---|
| Hold harmless agreement | Releases a party from responsibility for harm, damage, or loss | The indemnitor, by contract |
| Indemnity agreement | One party agrees to protect another party from liability | The indemnifying party, by contract |
| Waiver or release of liability | A person gives up a right to bring a claim | The person who signs the waiver |
| Insurance policy | Moves risk to an insurance company in exchange for a premium | The insurer |
An indemnity agreement is a contract in which one party agrees to protect another party from liability. For example, a person who rents land can protect the landowner against any harm that might occur when the land is used for a business meeting.
Both documents shift liability to one of the parties, or to both if the agreement is mutual. In practice, these two clauses are often used together in contracts, which is why many templates carry the title "hold harmless and indemnity agreement".
A waiver of liability gives up a right: the signer agrees not to bring a claim. A hold harmless agreement goes further, because the indemnitor also takes on the cost of claims that others bring. Event and sports participants often sign a release of liability that combines both promises.
An insurance policy moves risk from the policyholder to an insurance company in exchange for a premium. A hold harmless agreement moves the risk to the other party through a contract, with no premium paid for it.
A hold harmless agreement does not remove the cause of a loss. It moves the financial responsibility for it, so the indemnitor still needs the money or the coverage to pay a claim.
A hold harmless form is the fill-in version of a hold harmless agreement, with blanks for the parties, the activity, the covered claims, the exceptions, and the signatures. The builder and the PDF template on this page are both hold harmless forms.
The indemnitee and the indemnitor sign a hold harmless agreement, either in person or through a representative with authority to sign for them. The indemnitee is the person or business that is held harmless. The indemnitor, also called the indemnifier, is the person or business that provides the agreed protection.
Yes, a mutual or reciprocal hold harmless agreement protects both sides, because each side agrees to cover the loss or injury it causes the other. A unilateral agreement protects only one side of the deal.
This page cites no notarization rule for a hold harmless agreement, so it does not say that one applies. A notarized signature adds a check of each signer's identity, and the parties can choose one. Ask a local attorney whether your agreement calls for it.
A hold harmless agreement protects only against the claims its wording names, and the limits on it vary by state, for example Fla. Stat. § 725.06 for construction contracts and La. Civ. Code art. 2004 for physical injury.
Clear wording, a clause the signer can easily see, and stated exceptions make the promise easier to rely on. Check the rules where the work or activity takes place, or ask a local attorney.
A "free and harmless" clause is another wording of a hold harmless clause: one party promises to keep the other free from loss caused by the claims the clause lists. Read it the same way as the clauses in the examples above.
This page offers one general hold harmless agreement template rather than a separate version for Indiana, Texas, or Florida. The builder asks for basic information about the state, the parties, and the protections provided.
In Florida, a construction contract clause that covers damage caused in whole or in part by the indemnitee is void and unenforceable unless the contract contains a monetary limitation on the indemnification that bears a reasonable commercial relationship to the contract and is part of the project specifications or bid documents, if any (Fla. Stat. § 725.06). A public agency's construction contract follows a stricter rule in the same section (Fla. Stat. § 725.06). This page cites no official source for Indiana or Texas, so check the rules there, or ask a local attorney, before you rely on the clause.
General information, not legal or tax advice.
