| name | environmental-indemnity |
| title | Environmental Indemnity Agreement |
| description | Drafts Environmental Indemnity Agreements allocating contamination, remediation, and regulatory liabilities between indemnitor (borrower/owner) and indemnitee (lender/secured party) in CRE and lending transactions. Covers CERCLA, RCRA, state statutes, survival provisions, and enforcement mechanisms. Use when drafting environmental indemnities, contamination risk allocation, or lender environmental protections in acquisition or financing deals. |
| author | CaseMark |
| author_url | https://github.com/CaseMark/skills/tree/main/skills/legal/environmental-indemnity |
| license | Apache-2.0 |
| version | 0.1.0 |
| execution_mode | open |
| jurisdiction | us |
| practice | environmental |
| language | en |
| tags | ["agreement","drafting","regulatory","transactional"] |
Environmental Indemnity Agreement
Protects lenders and secured parties from environmental liabilities on financed or acquired properties. Allocates contamination risk, remediation costs, and regulatory exposure to the indemnitor.
Prerequisites
- Primary transaction documents — loan/purchase agreement or mortgage with defined terms, party names, amounts, dates
- Property information — legal description, address, current/prior uses
- Environmental reports — Phase I/II ESAs, remediation reports, regulatory correspondence
- Party details — full legal names, entity types, formation jurisdictions for indemnitor and indemnitee
- Governing jurisdiction — state where property is located
Quick Start
Collect prerequisites, then draft sections in order below. Align every defined term and party name with primary deal documents. Mark uncertain statutory citations with [VERIFY].
Document Sections
1. Recitals
| Element | Source |
|---|
| Transaction type | Loan agreement / purchase agreement |
| Parties & roles | Indemnitor = borrower/owner/guarantor; Indemnitee = lender/secured party + successors/assigns |
| Property identification | Legal description from deed/title |
| Known environmental conditions | Phase I/II findings, disclosed contamination |
| Purpose statement | Risk allocation for environmental liabilities |
2. Definitions
Required defined terms:
- Environmental Laws — CERCLA, RCRA, CWA, CAA, TSCA, EPCRA, applicable state equivalents, all regulations thereunder
- Hazardous Substances — broad, cross-referencing Environmental Laws; include petroleum, asbestos, PCBs, lead-based paint, mold, PFAS
- Environmental Claim — any demand, action, investigation, or proceeding relating to Environmental Laws or Hazardous Substances
- Remediation — investigation, cleanup, removal, containment, monitoring, any response action
- Release — per CERCLA § 101(22)
[VERIFY], including migration from adjacent properties
3. Indemnification Provisions
Scope checklist — all required:
