A Checklist of important questions to answer and issues to consider when drafting and negotiating an indemnification provision in a commercial agreement. This Checklist addresses how to structure the indemnity and define its scope, including recoverable damages, direct and third-party claims, nexus phrases, and covered events. This Checklist also considers limitation of liability approaches such as baskets and caps as well as control of defense provisions and payment adjustments for insurance proceeds and tax benefits.