A lease provision where one party agrees to compensate the other for losses, damages, or liabilities arising from specified events, such as injuries on the premises or breach of the lease.
Indemnification clauses in commercial leases allocate risk by requiring one party (the indemnitor) to hold the other party (the indemnitee) harmless from claims, damages, costs, and attorney fees arising from defined events. Tenants typically indemnify landlords for claims arising from the tenant's use of the premises. Landlords may or may not indemnify tenants for common area incidents. The clause scope varies widely: some cover only negligence, while others extend to strict liability. Mutual indemnification, where each party covers its own negligence, is the most balanced approach.
A lease contains a one-sided indemnification clause requiring the tenant to indemnify the landlord for all claims arising anywhere on the property, including common areas the landlord controls. When a visitor slips on an icy sidewalk the landlord failed to maintain, the landlord tenders the claim to the tenant under the indemnification clause.
Review indemnification clauses for scope and mutuality. Resist language that makes you responsible for incidents in common areas or for the landlord's own negligence. Push for mutual indemnification where each party is responsible for claims caused by its own acts or omissions.
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Find My OverchargesThis page provides general educational information. It is not legal advice and may not reflect the most current law in your state. Consult a licensed attorney for advice specific to your situation.
