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Access Indemnity Agreement

Draft Access & Indemnity Agreements in Minutes

12 minutes with CaseMark

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Access Indemnity Agreement

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Workflow

Access Indemnity Agreement

Overview

CaseMark's Access and Indemnity Agreement skill drafts execution-ready right-of-entry contracts for U.S. commercial real estate pre-closing due diligence. It produces comprehensive agreements covering license grants, testing scope gates, insurance requirements, indemnity with discovery carve-outs, restoration obligations, and confidentiality — all tailored to the specific transaction and governing law.

Drafting access and indemnity agreements for commercial real estate due diligence is time-consuming and error-prone. Attorneys must navigate state-specific anti-indemnity statutes, calibrate insurance requirements, distinguish between invasive and non-invasive testing permissions, and properly scope indemnity obligations — all under tight diligence deadlines.

CaseMark automates the drafting of right-of-entry agreements by collecting deal parameters and generating a complete, execution-ready contract in minutes. The AI applies governing-law-specific guardrails, configures invasive testing approval gates, and builds properly scoped indemnity provisions with discovery carve-outs — letting attorneys focus on negotiation rather than first-draft assembly.

How it works

  1. 1. Provide deal parameters including parties, property details, and scope of due diligence activities

  2. 2. AI drafts a complete access and indemnity agreement tailored to your transaction and governing law

  3. 3. Review and customize provisions for insurance limits, indemnity scope, invasive testing gates, and confidentiality

  4. 4. Export the execution-ready agreement in your preferred format (DOCX, PDF)

What you get

  • Defined Terms & Recitals

  • License Grant & Access Period

  • Access Procedures & Invasive Activity Gate

  • Insurance & Endorsement Requirements

  • Indemnity with Discovery Carve-Out

  • Restoration & Lien Remedies

  • Confidentiality Provisions

  • Anti-Indemnity Guardrails & Governing Law

  • Signature Blocks & Exhibits

What it handles

  • Generates execution-ready right-of-entry agreements with complete defined terms and license grants

  • Configures non-invasive vs. invasive testing gates with owner approval workflows

  • Builds insurance and endorsement requirements with primary/noncontributory and subrogation waiver provisions

  • Drafts scoped indemnity clauses with discovery carve-outs and anti-indemnity statute guardrails

  • Includes restoration obligations, lien remedies, and confidentiality provisions

  • Adapts to governing law with state-specific anti-indemnity and environmental compliance

Required documents

  • Deal Parameters Summary

    Party information, property details, access scope, diligence timeline, and insurance requirements for the transaction

    .pdf, .docx, .txt

  • Property Description

    Property address, legal description, occupancy status, tenant information, and any known hazards or restricted areas

    .pdf, .docx

Supporting documents

  • Purchase and Sale Agreement or LOI

    Existing PSA or Letter of Intent to align access terms with deal structure and diligence period

    .pdf, .docx

  • Existing NDA or Confidentiality Agreement

    Prior confidentiality agreement to cross-reference and ensure consistency with access agreement terms

    .pdf, .docx

  • Insurance Certificates or Requirements

    Current insurance certificates or specific coverage requirements from the property owner or lender

    .pdf, .docx

Why teams use it

Reduce drafting time from hours to minutes with AI-generated, deal-specific access agreements

Ensure compliance with state anti-indemnity statutes and environmental regulations automatically

Protect clients with properly scoped indemnity clauses that include discovery carve-outs for pre-existing conditions

Standardize access agreement workflows across your CRE practice while retaining full customization

Questions

What type of agreement does this skill produce?

CaseMark generates a short-form, execution-ready right-of-entry contract for pre-closing property inspections in U.S. commercial real estate transactions. It covers license grants, access procedures, insurance, indemnity, restoration, confidentiality, and more.

Does it handle both Phase I and Phase II environmental access?

Yes. CaseMark drafts agreements that distinguish between non-invasive activities (like Phase I assessments) and invasive testing (Phase II, destructive sampling, drilling). Invasive activities include a separate approval gate requiring owner consent before proceeding.

How does the skill address anti-indemnity statutes?

CaseMark identifies the governing law based on the property's state and incorporates guardrails to ensure indemnity provisions comply with applicable anti-indemnity statutes. The agreement is flagged when state-specific restrictions may limit indemnity scope.

Can I customize insurance requirements and limits?

Absolutely. You can specify CGL limits, additional insured endorsements, primary/noncontributory requirements, subrogation waivers, and carrier rating minimums. CaseMark applies sensible defaults ($1M/$2M CGL) if you prefer to start from a standard baseline.

What is the discovery carve-out in the indemnity provision?

The discovery carve-out ensures that the accessing party's indemnity obligation does not extend to pre-existing environmental conditions or hazards merely discovered during inspection. CaseMark scopes the indemnity to cover damage caused by the inspection activities themselves, not conditions already present on the property.

Does the agreement include confidentiality and report-sharing terms?

Yes. CaseMark drafts confidentiality provisions governing inspection findings, test results, and reports. It can cross-reference an existing NDA and address report delivery obligations, privacy limitations, and permitted disclosures to lenders or advisors.

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