Contract guide

Indemnity Clause

Translate a contract provision shifting or allocating liability between parties into policy, endorsement, certificate, and renewal questions before signing.

Reviewed August 11, 2026. Educational guide, not a quote or coverage decision.

Start with the exact contract wording

This page focuses on a contract provision shifting or allocating liability between parties. Copy the clause exactly into the insurance review file before asking for a certificate or endorsement. A certificate can show evidence of insurance, but it does not create coverage that the policy does not provide.

  • Identify the requesting party and agreement.
  • Mark every required policy, limit, endorsement, waiver, notice, or aggregate.
  • Separate insurance requirements from indemnity or other legal obligations.
  • Send unclear legal wording for appropriate legal or licensed insurance review before signing.

Questions to resolve

  • Is the clause limited to the indemnitor’s negligence or broader?
  • Does it include defense obligations?
  • Does the policy’s contractual-liability wording respond?
  • Do anti-indemnity rules or industry-specific state law need legal review?

Contract-to-policy worksheet

Use one row for each requirement so a rejected COI can be traced back to the contract and policy.

Contract requirementPolicy / endorsementEvidence providedOpen issue

Before the certificate is sent

Keep the contract clause, declarations page, endorsement, COI, and email trail together. If the requester rejects the certificate, ask for the reason in writing so the next review addresses the exact deficiency.

  • Verify legal names and certificate holder details.
  • Verify effective and expiration dates.
  • Attach endorsement copies when the agreement requires them.
  • Set a renewal reminder before the policy expires.

Related reading

Sources and verification

Use official and primary sources to verify current rules, insurer licensing, policy wording, and state requirements. The declarations page, forms, endorsements, and signed contracts control the actual insurance relationship.