Louisiana Hold Harmless Agreement
This Hold Harmless Agreement (hereinafter referred to as the "Agreement") is made and entered into on the ____ day of ______________, 20__, by and between _________________ (hereinafter referred to as the "Indemnifier"), and _________________ (hereinafter referred to as the "Indemnified Party"), collectively referred to as the "Parties".
WHEREAS, the Parties wish to enter into this Agreement to define the terms and conditions under which the Indemnifier will agree to hold harmless and indemnify the Indemnified Party against certain liabilities, losses, damages, claims, costs, actions, and expenses, including reasonable attorney fees.
WHEREAS, this Agreement is governed by, and construed in accordance with, the laws of the State of Louisiana, without regard to its conflict of law principles.
NOW, THEREFORE, in consideration of the foregoing, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:
- Indemnification: The Indemnifier agrees to hold harmless and indemnify the Indemnified Party against all liabilities, losses, damages, claims, costs (including legal costs and attorney fees), and expenses directly related to or arising out of the actions or omissions of the Indemnifier, its agents, employees, or subcontractors.
- Scope of Indemnification: This indemnification will cover, without limitation, any physical injuries, property damage, and any other liabilities arising out of the conduct of the Indemnifier, its agents, employees, or subcontractors, under the scope of this Agreement.
- Exceptions: The obligations under this Agreement will not extend to any claims, losses, damages, or expenses that are a result of the gross negligence or willful misconduct of the Indemnified Party or its agents, employees, or subcontractors.
- Notice of Claim: The Indemnified Party shall provide the Indemnifier with prompt written notice of any claims or actions under this Agreement. The Indemnifier will have the right to participate in the defense of any such claim with counsel of its own choosing.
- Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the State of Louisiana.
- Entire Agreement: This Agreement constitutes the entire understanding between the Parties with respect to the subject matter herein and supersedes all prior agreements and understandings, whether written or oral.
- Amendments: No amendment, change, or modification of this Agreement shall be valid unless in writing signed by both Parties.
- Severability: If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first above written.
Indemnifier: _________________
Indemnified Party: _________________