Also known as: indemnitor meaning · what is an indemnitor · indemnitor vs indemnitee
The party that agrees to cover another party's losses under an indemnification or hold harmless clause.
The indemnitor is the party that takes on the obligation to compensate, defend, or reimburse another party (the indemnitee) for specified losses or claims. In startup vendor and subcontract agreements, the smaller company is almost always the indemnitor: it promises to hold the prime or enterprise client harmless for claims arising from its work. That promise is only as good as the insurance behind it, which is why the same contracts require the indemnitor to name the indemnitee as an additional insured and add a waiver of subrogation. Knowing which side of the clause you are on tells you how much risk you are actually accepting.
An indemnitor is the party in a contract that agrees to cover another party's losses, meaning they promise to defend and reimburse the other side (the indemnitee) for certain claims. In vendor contracts, the smaller company is usually the indemnitor.
The indemnitor gives the protection (agrees to cover losses); the indemnitee receives it (is held harmless). In a startup-to-enterprise contract, the startup is typically the indemnitor and the enterprise client is the indemnitee.
Definitions are educational and may be modified by your specific policy language, endorsements, and state rules. For regulatory guidance, refer to the California Department of Insurance or the NAIC.
Last updated: July 2026.