Indemnification Clauses

News & Analysis as of

My Construction Law Wish List

I’ve been good this year. Not great mind you, but good, and good is the standard, right? So, here’s my construction law wish list this holiday season...more

Cigna Health and Life Ins. Co. v. Audax Health Sol’ns, Inc., C.A. No. 9405-VCP (Del. Ch. Nov. 26, 2014)

In this action seeking a declaratory judgment regarding the validity of certain provisions in a merger agreement and related contracts, the Court of Chancery granted in part plaintiff’s motion for judgment on the pleadings,...more

Time Limit on Filing Certain Construction Lawsuits Extended

A recent Illinois Appellate Court decision extends the time period in which a certain type of legal claim can be made against a general contractor on a construction project. The decision, 15th Place Condominium Association v....more

Banking Disputes Quarterly - Q3 2014

DLA Piper’s Banking & Finance Litigation team welcomes you to our quarterly round-up, designed to keep you informed of the latest news and legal developments, and to let you know about future developments that may affect your...more

Fifth Circuit Addresses Contractual Liability Exclusion

In its recent decision in Crownover v. Mid-Continent Cas. Co., 2014 U.S. App. LEXIS 20737 (5th Cir. October 29, 2014), the United States Court of Appeals for the Fifth Circuit withdrew its prior ruling and held that the...more

More “Texas Justice” For Policyholder On Contractual Liability Exclusion

On October 29, the Fifth Circuit reversed itself for the second time this year in a case involving the interpretation of a contractual liability exclusion in a CGL policy. This recent decision by the Fifth Circuit in...more

Is that Covered? Insurance and Indemnity Clauses

Many contracts contain clauses requiring parties to carry insurance and to agree to indemnify one party or another in the event of a lawsuit. Such language is typical in lease agreements, distribution contracts, and...more

Testing Texas CGL Coverage For 3rd Party Products

On Sept. 19, the Fifth Circuit certified four questions to the Texas Supreme Court regarding coverage under a commercial general liability policy in U.S. Metals Incorporated v. Liberty Mutual Group Incorporated, No. 13-20433,...more

Insurance Recovery Law -- Oct 2014

Lack of Direct Contractual Relationship Doesn’t Doom Coverage - Why it matters: The companies involved in a workplace accident are additional insureds pursuant to a sub-subcontractor’s policy and the insurer...more

Pontone v. Milso Indus. Corp. et al., C.A. No. 8842-VCP (Del. Ch. Aug. 22, 2014) (Parsons, V.C.)

In this opinion, the Court of Chancery granted in part and denied in part defendants’ motion to dismiss a plaintiff’s claim for mandatory advancement of legal fees and expenses incurred in an underlying litigation between the...more

Key Issues in Drafting Indemnification Clauses

Many agreements involving stock or asset purchases contain indemnification clauses – that is, clauses under which one party to the agreement promises to indemnify the other party in the event of future losses arising from the...more

Brownstein Trial Victory Emphasizes Limits on Indemnifying Party's Right to Control Litigation in M&A Indemnification Context

A team of trial attorneys from Brownstein Hyatt Farber Schreck recently won a significant trial victory stemming from the acquisition of a company by a Brownstein client. The dispute raised questions about the obligations of...more

Software Licenses and Indemnities: What Obligations Are You Taking On?

License agreements often contain indemnities. An indemnity is a contractual obligation to step in and reimburse some financial obligation such as a liability, loss, or damage. In essence, the party giving the indemnity will...more

Practical Tips for Providers Managing Risks Related to Excluded Parties and the Implications of the OIG's Recent Special Advisory...

On Wednesday, May 8, 2013, the Health and Human Services Office of Inspector General (OIG) released a Special Advisory Bulletin on the Effect of Exclusion from Participation in Federal Health Care Programs (FHCPs). This...more

Caveat Emptor: Emerging Issues for Buyers of Bankruptcy Claims

In a large Chapter 11 bankruptcy case, claims against the debtor are actively traded in the secondary markets. A debtor’s original creditors may lack the liquidity to wait for uncertain payment at the end of the bankruptcy...more

A Guide to Contract Interpretation - February 2013

Introduction - Transactional attorneys and litigators often take a very different approach toward contracts. Transactional attorneys focus on the ex ante — the relationship between the parties before there is a dispute....more

Are Charter Indemnification Provisions Contracts?

Public companies typically include provisions in their articles and bylaws that mandate indemnification of directors and officers. Often, these provisions include a statement to the effect that the rights to indemnification...more

Indemnification Claims Under the CCAA A - Caution for Underwriters, Auditors, Directors and Others

Indemnification clauses are often considered a critical component of risk mitigation strategies in legal relationships. However, as is well understood, the value of an indemnification clause, in the event it becomes...more

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