Legal Definitions - Save harmless

The term Save harmless refers to a specific clause found within a contract. In such a clause, one party (let's call them Party A) agrees not to hold the other party (Party B) legally responsible or liable for certain types of harm, damage, or loss that Party A might experience as a direct result of Party B performing their duties under the contract.

Essentially, Party A is promising to "save" Party B from potential legal claims or lawsuits that could arise from Party B's actions while fulfilling the contract, even if those actions inadvertently cause some specified harm to Party A. By agreeing to this, Party A gives up their right to pursue a legal claim against Party B for those particular harms.

Examples:

• Construction Project: Imagine a homeowner hires a contractor to remodel their kitchen. The contract includes a save harmless clause stating that the homeowner will not hold the contractor responsible for minor, unavoidable dust or debris that might spread to other parts of the house *during the renovation process*, provided the contractor takes standard protective measures like covering furniture. If, despite the contractor's reasonable efforts, some dust settles in the living room, the homeowner cannot sue the contractor for this specific issue because they agreed to save the contractor harmless from such incidental consequences of the work.

• IT System Migration: A small business contracts with an IT consulting firm to migrate all their data and systems to a new cloud server. The agreement contains a save harmless provision where the business agrees not to sue the IT firm for brief, temporary service interruptions or minor data access delays that are a necessary and anticipated part of the complex migration process, as long as the firm follows industry best practices. If the business experiences a few hours of downtime during the migration, they cannot claim damages against the IT firm for that specific disruption.

• Event Venue Rental: A community organization rents a historical hall for a fundraising gala. The rental agreement includes a save harmless clause where the organization agrees not to hold the hall's owners responsible for minor scuffs or wear and tear to the floor or walls that might occur from guest foot traffic or the placement of temporary decorations, provided the organization and its guests act reasonably. If a few minor marks appear on the floor after the event, the hall owners cannot be sued by the organization for these specific damages.