Updated November 9, 2020:

A hold harmless agreement Texas is a contract that releases one or both involved parties from making any legal claims within the state of Texas.

What Is a Hold Harmless Agreement?

This agreement must be signed by both contracted parties and release at least one of the parties from the risk of legal claims. A hold harmless agreement is most commonly used for one party to agree not to take legal action against the other for damages, losses, or expenses that result from activity or a transaction between them. This agreement outlines the transaction or activity for which the other party cannot take legal action.

A hold harmless agreement filed in Texas could apply to both parties in a contract or simply apply to one. This contract clause is often used in construction contracts as a way to release one of the involved parties from any liabilities or consequences that result from the actions of the other party. In this scenario, the subcontractor would likely provide a hold harmless agreement to the builder, contract, or other related professionals on the job to provide insurance for all work that is done by the subcontractor.

The agreement's provisions minimize the risk of being sued and permit the involved parties to file an indemnity claim if the subcontractor or employees of the subcontractor become injured while on the job. If you allow someone to use your property or hire them to perform services for you, using a hold harmless agreement would protect both of you in terms of legal liability.

A release of liability form protects businesses, entities, and individuals from being held financially or legally responsible for any actions that occur as the result of physical risk. A business should take precautions to protect its employees, but these documents can offer some legal protection. The release of liability form will not offer any protection to an entity, individual, or business if an injury occurs as the result of negligence. If a business requires any type of physical activity, whether by its employees or its customers, using a release of liability form could protect the company from potential legal action.

For example, a construction business requires a high volume of physical labor from its employees. An employee of that construction business could become injured while lifting heavy materials. Since this employee was injured while performing their normal job responsibilities and duties, the company likely wouldn't be held responsible, as long as the employee had signed a release of liability form.

However, if the injury resulted from another employee using equipment inappropriately, this could be considered negligence. The release of liability form would no longer apply to the business. Another example is if the employee was injured while using a piece of faulty machinery that should have been repaired or replaced.

When to Use a Hold Harmless Agreement

If any of the following apply, a hold harmless agreement could be useful:

  • You want to avoid legal action against an individual based on your actions.
  • Someone is using your facility or property and you want to avoid being held responsible for liabilities or damages caused by that person.
  • A company or individual is providing services on your behalf and you want to avoid being held responsible if a third party is injured.

You might also hear this type of agreement referred to as a:

  • Hold harmless release
  • Release of liability
  • Hold harmless
  • Waiver of liability
  • Hold harmless letter

Information Needed for Creating a Hold Harmless Agreement

As you create your hold harmless agreement, make sure it includes some pertinent information.

Some of the required details include:

  • Definition of terms
  • Failure to defend
  • Indemnification terms
  • Claim notice
  • Indemnification exceptions and authorization
  • Assumption of defense
  • Liability
  • General provision
  • Payment
  • Insurance
  • Subrogation
  • Consent and settlement (include terms for both involved parties)
  • Expenses
  • Notices
  • Duration
  • Obligations and rights (for both involved parties)
  • Jurisdiction
  • Amendments
  • Cooperation
  • Governing law
  • Enforcement

Include the name and address of the party who will receive protection from liability based on the terms. The specific person signing the agreement is called the individual signing on behalf of the protected party. Include the name and address of the party who is providing liability protection as well. This is the other person who will sign the agreement.

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