In Part 5 of the Essential Contract Review Checklist, I examine the complexities of the indemnification clause, a key risk allocation tool in commercial and technology agreements. I dive into the strategic nuances of indemnification clauses, breaking down the critical elements such as which parties are indemnifying, who is being indemnified, and the specific events that trigger these obligations. By understanding the intricacies of “defend”, “indemnify”, and “hold harmless” provisions, as well as the scope of covered damages and claims, readers can effectively navigate the delicate balance of protecting financial interests while minimizing risk exposure.