Indemnification
A promise to cover another party's losses or legal claims.
What it means
Indemnification is a promise by one party to cover the other's losses, damages, or legal costs when a specified kind of claim arises — for example, a subcontractor agreeing to cover the general contractor for injuries caused by the sub's work. The scope matters enormously: a narrow clause covers only claims the indemnifying party caused; a broad one can make you pay even for the other side's own negligence. Some states restrict the broadest forms in construction contracts.
Why it matters before you sign
This is often the single biggest risk-shifting clause in a contract — check whether it is mutual or one-way, and exactly whose conduct triggers your obligation to pay.
In a contract, it looks like this
The subcontractor shall indemnify and hold harmless the contractor from claims for bodily injury or property damage arising out of the subcontractor's work.
This definition is a general, educational explanation — not legal advice. XOsign provides AI-assisted document tools and does not provide legal advice; consider consulting a qualified attorney for guidance on your specific situation. Requirements vary by state.
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