Practical tips for drafting Indemnity clauses

This guidance note provides some practical tips to assist legal practitioners when drafting indemnity clauses. Example wording is provided to aid legal practitioners’ understanding in terms of applying the practical tips.

The practical tips include those relating to:

• • drafting indemnities to change or expand the position at law; considerations include causation, foreseeability and remoteness;
• • the necessary step of analysing the financing transaction, identifying risk that may arise from the transaction, and listing potential losses that may result as a consequence;
• • how to draft indemnity wording so that the indemnity provisions are as clear as possible to avoid any disputes as to interpretation and construction; and
• • whether to use words and terms such as “make good”, “compensate” and “reimburse” instead of “hold harmless”.

See Practical tips for drafting indemnity clauses.