Joint and several indemnities
A joint and several indemnity is a promise by two or more indemnitors that each will compensate the indemnified party for the whole of a specified loss, not just a share. The indemnified party can claim the full amount from any of them. It differs from a simple indemnity given by one party.
How BC law treats it
Contractual indemnities in BC are governed by the common law of contract. Under s. 59(6) of the Law and Equity Act, RSBC 1996 c 253, an indemnity must be evidenced by a writing signed by the indemnitor, or by conduct showing it was given.
What it means for your business
Sellers in a share or asset sale who give joint and several indemnities may each be pursued for the whole indemnified claim.
Risks and common mistakes
A seller with a small ownership stake can end up paying the entire indemnity claim if co-sellers cannot pay.
For the full explanation, see our entry on Indemnification.
General information about British Columbia and Canadian law, current to October 2026. It is not legal advice.
