Hold Harmless Agreement

A contractual provision in which one party agrees to assume liability for certain claims and protect the other party from losses arising out of the agreement. Law firms frequently encounter hold harmless clauses in office leases, vendor contracts, and engagement letters with corporate clients who require the firm to bear risk for its own professional acts. Malpractice carriers often scrutinize hold harmless agreements because they can expand the firm's exposure beyond what the policy contemplates. Firms should review any hold harmless obligation against their policy's contractual liability exclusion before signing.