Contract Review

The analytical discipline of contract review is an essential component of Higginbotham’s risk management services. We provide experienced insight to the business risks associated with:

  • Entering into contracts and business agreements
  • Due diligence for mergers and acquisitions
  • Negotiations with counterparties regarding operational and performance risks
  • Examination of insurable consequences of indemnification agreements
  • Control of risk issues during the development and construction process
  • Drafting effective agreements to limit risks and assure enforceable contracts

Typically, this process is simply referred to as “contract review,” when in fact it entails a much more intense examination of documents—all from an insurance point of view. Contractual risks exist in virtually every business document, and your assumption of liabilities is often masked in a variety of obligations. It’s our objective to identify those risks and qualify the insurable obligations.

We routinely identify contract deficiencies that entail:

  • Indemnities that are against public policy or violate state anti-indemnity acts
  • Risks that should be supported by insurance, but are not, and exposures that can’t be insured
  • Additional insured and other insurance requirements that are outdated
  • Waiver of Subrogation provisions that expose your balance sheet and assets
  • Absence of defense and release provisions, often with a problematic scope of indemnity
  • Business continuation risks, revenue interruption risks and contingent risks
  • Assumption of liabilities that aren’t insured, but for which you’re self-insuring

We are not attorneys. It is not our intent to provide legal or accounting advice, but to provide you with tools to make informed decisions about accepting risk in your contracts, transactions and operations, and to decipher which risks can be insured and which cannot.