Written by attorneys · grounded in primary & secondary sources — see below
A party that agrees to compensate or hold another harmless from specified losses or liabilities. The obligation arises by contract or by operation of law when one party's responsibility is derivative of the indemnitor's conduct.
Insight Consulting prepared internal reports analyzing potential claims after a client incident. Those reports were created at the direction of Icarus Aviation's counsel. When the opposing party sought the reports in discovery, the court denied production because Insight Consulting qualified as an indemnitor whose materials were prepared in anticipation of litigation.
Isabella Ingram hired Isaac Irving to operate a delivery vehicle on her routes. A pedestrian recovered a judgment against Isabella after the vehicle struck her. Because Isabella's liability rested solely on vicarious responsibility for Isaac's negligence, she recovered the full amount paid from Isaac as indemnitor.
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India Inoue directed Ilana Isaacs to install wiring according to a specific plan that India supplied. The wiring caused a fire that damaged a neighboring property. Ilana, who reasonably believed the directions were lawful, paid the neighbor and then recovered the full amount from India under the indemnity relationship.
Ike Ingram assured Ismael Ibrahim that a new software system would fully comply with privacy rules. Relying on those statements, Ismael implemented the system without further testing. After student data was exposed and Ismael settled the resulting claims, he recovered the settlement amount from Ike as indemnitor.
Ironwood Capital hired Iris Energy to design a containment system for a landfill. Iris completed the design and certified its safety. After a leak injured nearby residents and Ironwood settled their claims, Ironwood recovered the full settlement from Iris because the defective design exposed both parties to liability.
Insight Consulting created a hazardous scaffolding configuration on a construction site owned by Icarus Aviation. A worker was injured and recovered from Icarus. Because the dangerous condition originated with Insight and Icarus failed to discover it, Icarus obtained full indemnity from Insight for the judgment paid.
Indemnity displaces contribution when one tortfeasor has a contractual or equitable right to full reimbursement from the other. In that situation the indemnitor bears the entire loss as between the parties, so neither may pursue contribution for the same liability.
The indemnitee must establish that its liability to the third party was purely derivative of the indemnitor's conduct and that the indemnitor would be unjustly enriched if the indemnitee bore the loss alone.
Yes. Federal Rule of Civil Procedure 26(b)(3)(A) expressly includes an indemnitor among the representatives whose documents prepared in anticipation of litigation are protected from ordinary discovery.
Reliance is justifiable when the indemnitee acts on specific assurances from the indemnitor and has no independent duty or practical ability to verify those assurances before incurring liability.