Provide indemnification

Indemnification protects one party from the improper actions of the other. It says that if you violate laws, are negligent, or demonstrate willful misconduct or breach the agreement, you’ll protect and defend the client from damages arising from your actions. You’re likely much smaller than your client. When they suffer damages due to your actions, those can be huge numbers. Your firm risks losing everything in that event. In some cases, as the owner of the firm, you can be held personally liable for damages. That can ruin you financially. Ask for similar indemnification from your client. If they breach the agreement, violate laws, or are negligent, they should protect you from the consequences of their actions. Try to get them to make this section of the contract bilateral. That means the provisions that apply to one party apply equally to the other. Any time damages are involved in your contract, you should have your attorney involved in reviewing that clause. They’ll help you limit the damages you could be held liable for in the event this clause comes into play. The indemnification section is definitely a place where you want professional assistance before drafting, reviewing, and agreeing to those terms.