LEGAL MATTERS
As a commercial lawyer working with both small and
large construction companies, I have the opportunity
to draft, review, negotiate and execute countless vari-ations
of construction contracts. Many of my clients (both small and
large) have a very clear understanding of construction contracts and
often negotiate the terms without the added-value and security of
external legal counsel. However, in situations where my clients are
negotiating and executing their own contracts, I am often called up-on
to provide advice specifically on the indemnification provisions
of the agreement. There is a recognition by my clients that indemni-fication
clauses are very important but also an admission that these
clauses are not readily understood in the industry.
At the most basic level, an indemnification clause is a promise by
one party to cover losses suffered by another party. They often in-clude
somewhat dated legal terminology such as “hold harmless”
or “save harmless.” Although there are some conflicting interpreta-tions
as to whether there is a distinction between the terms “hold
harmless” and “indemnify,” generally speaking they mean the same
SUMKINN/SHUTTERSTOCK.COM
Unravelling the Mystery of
the Indemnification Clause
Learning how to allocate risk
and protect your company
BY CHAD EGGERMAN, MILLER THOMPSON LLP
saskheavy.ca | Quarter 2 2016 | Think BIG 49
/SHUTTERSTOCK.COM
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