News & Analysis as of

Indemnification Clauses

Tips for a Startup Manufacturer in Negotiating Vendor Contracts

by JD Supra Perspectives on

As a startup manufacturer, vendor contracts are one of the most common types of agreements you are likely to encounter. ...more

Contractor May Receive Indemnity Despite Alleged Active Negligence or Willful Misconduct

by Low, Ball & Lynch on

Oltmans Construction Co. v. Bayside Interiors, Inc. - Court of Appeal, First Appellate District, 10 Cal.App.5th 355 (March 30, 2017) - Civil Code § 2782.05 renders an indemnity provision in a contract void and...more

Court Of Chancery Explains The Abry Partners Doctrine

by Morris James LLP on

Parties to an acquisition often attempt to set limits on what may be recovered in any post-closing dispute between them. This helps the buyer get a lower price in return for the safety the sellers buy with a price concession....more

Avoiding contractual pitfalls and 'gotchas'

by McAfee & Taft on

You’re likely to see the same clauses repeated in most patent, trade secret and software license contracts. As a result, these agreements have a similar structure and feel, which can lead one to assume that a clause in a new...more

Negligent Design Claims – Is it in the Contract?

Developers and project managers routinely rely on multiple professionals at the start-up of a particular project. Land is appraised, surveyed and inspected. Plans are engineered, drafted, and redrafted. Often, a design error...more

M&A Indemnification Provisions: Are You Drafting Unenforceable Time Limits?

In an M&A transaction, the convention is for the seller to make representations and warranties to the buyer regarding the target business. When the target business is a private company, the acquisition agreement typically...more

Pennsylvania Federal District Court: Insurer’s Reliance on “Reasonable” Interpretation of Law Does Not Automatically Bar Bad Faith

by Cozen O'Connor on

On March 13, 2017, the United States District Court, Eastern District of Pennsylvania, rejected the argument that an insurer does not act in bad faith if it relies on a reasonable interpretation of unsettled case law. The...more

No Negligence? No Causation? No Problem. Arizona Appellate Court Holds General Contractor Need Not Prove Subcontractor’s...

by Pepper Hamilton LLP on

Amberwood Dev., Inc. v. Swann’s Grading, Inc., No. 1 CA-CV 15-0786, 2017 Ariz. App. Unpub. LEXIS 207 (Ct. App. Feb. 23, 2017) - This case arose out of a housing development project, with Amberwood Development Inc....more

Supreme Court Decides Lewis v. Clarke

by Faegre Baker Daniels on

On April 25, 2017, the Supreme Court decided Lewis v. Clarke, No. 15-1500, holding that an Indian tribe’s sovereign immunity does not bar a suit against a tribe official or employee, in their individual capacity, for acts he...more

The Supreme Court - April 26, 2017

by Dorsey & Whitney LLP on

Lewis v. Clarke, No. 15-1500: Petitioners Brian and Michelle Lewis were involved in an automobile accident with a limousine transporting patrons of the Mohegan Sun Casino, a casino operated by the Mohegan Tribal Gaming...more

"The Emerging Need for Cybersecurity Diligence in M&A"

Cybercrime has emerged as one of the foremost threats a company faces. As a result of a few keystrokes, a company may find its customers’ data sold on the dark web, its intellectual property in the hands of a competitor or...more

Indemnities – Beware the Consequences of “Reasonableness”

by Reed Smith on

The provision of indemnities, particularly those provided to corporate trustees and agents, is an important feature of an effectively functioning structured finance market. It enables the parties involved to allocate the...more

2016 Guidance from the North Carolina Court of Appeals on Attorney-Client Privilege Issues

by Ward and Smith, P.A. on

In civil litigation, parties frequently communicate with consultants, tax advisors, friends, family, and others concerning the subject matter of the litigation, and such communications raise issues regarding the possible...more

A Contract Provision Often Overlooked By Manufacturers

Most manufacturers scrutinize indemnification clauses in contracts to determine what liability they make be taking on if something goes wrong in a transaction or sale. A typical indemnification clause will also provide that...more

Indecent Exposure: New Decision Confirms Subcontractors Liability To CD Damages Is Expansive

How broad is a “broad-form” indemnity provision in a construction contract? A recent decision by the Arizona Court of Appeals has held such a provision allows a developer great latitude in recovering monies paid for...more

Belgian FSMA's position on unfair terms in financial instruments

by White & Case LLP on

The Belgian Financial Services and Markets Authority (FSMA) published a communication regarding the application of the unfair terms legislation in the context of the offering of securities to consumers (the...more

Using Supplier Agreements as Patent Litigation Insurance

by Jackson Walker on

In a recent article written for Today’s General Counsel, patent attorney Wasif Qureshi discusses how customers can lessen risks when sued for patent infringement as a result of using technology obtained from a third party...more

Dangers When a Contractor Agrees to Indemnify or Name an Architect/Engineer as an Additional Insured on an Insurance Policy

by Clark Hill PLC on

Contractors are often required to contractually indemnify and defend owner's engineers and architects, and include them as additional insureds on liability insurance policies. However, a recent federal case demonstrated the...more

FCRA Disclosure Revisited

by Sherman & Howard L.L.C. on

In these unsettled days of a new administration, it is almost soothing to see the courts focus on statutory language alone. Almost. The Fair Credit Reporting Act (“FCRA”) requires that, before a prospective employer (or...more

Defence & Indemnity - December 2016: II. LIABILITY ISSUES B.

by Field Law on

B. Where a contract for security services explicitly provides that it is not a contract for insurance and contains an enforceable liability exclusion clause, the security provider will not be liable for the loss. ...more

Key Legal & Regulatory Issues for Financial Services Companies in 2017

With 2016 rapidly drawing to a close, here are some thoughts regarding the types of litigation and legal/regulatory issues that will likely be top-of-mind for financial services companies, especially mortgage companies and...more

Foundation: December 2016 • Vol. IV , Issue 3

by Blank Rome LLP on

We are pleased to present our last edition of Foundation for the year, and hope that you have enjoyed the issues we have put together in 2016. We have worked hard to provide you with timely and relevant articles in a...more

First Circuit Provides Guidance as to When a Notice of Claim Triggers Policy Obligations

by Cozen O'Connor on

When does receipt of a pre-suit claim notice letter trigger an insurance carrier’s obligation to provide a defense and/or indemnity? In Sanders v. Phoenix Insurance Co., the First Circuit provided some guidance to this...more

Three Point Shot - November 2016

by Proskauer Rose LLP on

Who's First in Ownership of the "Sweet Spot" Remains Unclear - Baseball is often called a "game of inches," whether one is describing the strike zone, a close play at the plate, or a liner past third base that just kicks...more

Guidelines for Cloud Computing

by Bryan Cave on

Most companies now use some form of cloud computing whether through software as a service, platform as a service, or infrastructure as a service. Cloud computing’s cost-effective scalability can offer significant advantages...more

111 Results
|
View per page
Page: of 5
Cybersecurity

"My best business intelligence,
in one easy email…"

Your first step to building a free, personalized, morning email brief covering pertinent authors and topics on JD Supra:
Sign up using*

Already signed up? Log in here

*By using the service, you signify your acceptance of JD Supra's Privacy Policy.
*With LinkedIn, you don't need to create a separate login to manage your free JD Supra account, and we can make suggestions based on your needs and interests. We will not post anything on LinkedIn in your name. Or, sign up using your email address.
Feedback? Tell us what you think of the new jdsupra.com!