KEN KIRSCHENBAUM, ESQ ALARM - SECURITY INDUSTRY LEGAL EMAIL NEWSLETTER / THE ALARM EXCHANGE You can read all of our articles on our website. Having trouble getting our emails? Change your spam controls and whitelist ken@kirschenbaumesq.com ****************************** Municipality demanding indemnity January 30, 2026 ************************************ Municipality demanding indemnity *********************************** Ken, Concierge Client here. We are doing a $19K fire alarm install for a local city building / police department. They signed our K&K contracts but ask us to sign a contract as well. All is agreeable, but I'm questioning a paragraph in the city's contract that requires us to indemnify the city. Are these clauses/paragraphs reasonable for us to sign? Thank you. Lindsay *********************************** Response *********************************** Every agreement should be reviewed by counsel before you sign it, especially when the agreement contains legal provisions; those provisions should be reviewed by a lawyer who knows what to look for. In this case there will be competing agreements, because the K&K Fire All in One requires the subscriber to indemnify the alarm company. Here the subscriber is requiring indemnity from the alarm company. While that might seem to be competing, it's not really, because municipalities are generally prohibited from offering indemnity, so the provision will not be enforced. But the municipality can ask for indemnity and by signing you agree to it. Indemnity is akin to a guarantee, and a guarantor can best be described as "an idiot with a fountain pen". When you think about it why is indemnity needed? Why isn't the municipality satisfied with pursuing a breach of contract claim, or negligence claim, why does it need indemnity too? Because indemnity is broader than breach of contract and negligence, and it can encompass whatever you've agreed to indeminfy against, sort of like insurance. You could, if dumb or sloppy enough, to indemnify against any and all loses on the job, no matter who caused the loss. In that case if the painter screwed up, you have to make it whole; if fire destroys the place, you make it whole, just like a casualty insurer. Well, you're not an insurer; you don't get paid like an insurer and you can't take on the same risks for selective subscribers, especially when they and their lawyers don't even understand what or why they are demanding these provisions, which any normal peron would find onerous if not obnoxious. Rather than fight over the indemnity provision and trying to explain that it's not appropriate or necessary, I routine agree with the subscriber's counsel that the indemnity will be limited to damage your employee's cause while on the property; that's enough exposure. Limit it to your insurance coverage. Think you can recognize the nuances of the indemnity provision and negotiate changes? Not likely; you're not a lawyer and you're not talking to the subscriber's lawyer, so neither of you probably have clear concise idea of what you're talking about. This is the most popular benefit of the Concierge Program, other than the 10% discount on contracts and legal fees, a free half hour each month for contract review and negotiations. Join the program, use the program and don't be an idiot with a fountain pen. *********************************** STANDARD FORMS Alarm / Security / Fire and related Agreements click here: www.alarmcontracts.com *************************** CONCIERGE LAWYER SERVICE PROGRAM FOR THE ALARM INDUSTRY - You can check out the program and sign up here: https://www.kirschenbaumesq.com/page/concierge or contact our Program Coordinator Stacy Spector, Esq at 516 747 6700 x 304. *********************** ALARM ARTICLES: You can always read our Articles on our website at ww.kirschenbaumesq.com/page/alarm-articles updated daily ******************** THE ALARM EXCHANGE - the alarm industries leading classified and business exchange - updated daily ************************* Wondering how much your alarm company is worth? Click here: https://www.kirschenbaumesq.com/page/what-is-my-alarm-company-worth ****************************** Getting on our Email List / Email Articles archived: Many of you are forwarding these emails to friends or asking that others be added to the list. Sign up for our daily newsletter here: Sign Up. You can read articles and order alarm contracts on our web site www.alarmcontracts.com ************************** Ken Kirschenbaum,Esq Kirschenbaum & Kirschenbaum PC Attorneys at Law 200 Garden City Plaza Garden City, NY 11530 516 747 6700 x 301 ken@kirschenbaumesq.com www.KirschenbaumEsq.com
