SaaS Transactions: Data-Related Issues in SaaS Agreements - Tech Podcast
The widespread and debilitating impacts of the recent faulty Crowdstrike® software update has caused businesses to evaluate processes and examine potential claims and defenses related to the deleterious commercial impacts of...more
The digital age has ushered in innovative forms of entertainment and commerce, including through the development of in-game economies. In recent years, the digital landscape of gaming has expanded beyond mere entertainment,...more
Creating certainty in the inherent uncertainty of the future is the name of the game when it comes to drafting commercial leases. When courts overrule provisions that the parties to the lease have agreed upon, however, that...more
The advent of the COVID-19 rapid antigen test launched at-home diagnostics to the forefront of conversation in the life sciences industry. Many believe this is only the beginning. As the share of telehealth services...more
Construction contracts often include clauses that purport to limit the liability of one or both parties. This includes clauses that completely prohibit any claims for certain types of damages such as lost profits and other...more
Introduction - In the recent case of Innovate Pharmaceuticals Ltd v University of Portsmouth Higher Education Corporation [2024] EWHC 35 (TCC), the English High Court has determined that a limitation of liability clause in a...more
A party seeking to unseat a verdict by JNOV “bears a heavy burden under North Carolina law.” Only a “scintilla of evidence” is needed to support the elements of the prevailing claim. But as the Business Court reminded in...more
xIn Jewels by Iroff, Inc. v. Securitas Tech. Corp., No. 1:23-CV-556-TWT, 2023 U.S. Dist. LEXIS 172391, a Georgia federal court addressed a suit against a security/alarm company arising from a break-in at a jewelry store where...more
A decision of the High Court of the United Kingdom earlier this year is an important reminder that the limitation of liability clause remains a crucial piece of any high value or complex contractual arrangement. The...more
In a win for Wiley’s client, the United States Court of Appeals for the Tenth Circuit, applying Oklahoma law, has issued a published opinion holding that a lawsuit alleging negligence against an accounting firm in connection...more
Two of the most common queries Proskauer’s UK litigation team is asked to advise upon are (i) the interpretation and scope of indemnities and (ii) liability caps. Over the summer, the English Courts handed down two judgments...more
A federal court in Louisiana last week refused to enforce a limitation of liability provision included in an extra work order holding that it was trumped by the parties’ subcontract (see Planet Construction v. Gemini...more
Folks sign contracts of all types that purport to contain limitations of liability; but are they enforceable. In many cases, the answer is “yes”. “In the absence of a contravening public policy, exculpatory provisions...more
The United States District Court for the Middle District of Georgia (“Court”) addressed in an April 27th Order issues arising out of an environmental services agreement. See Thiele Kaolin Company v. Environmental Resources...more
A liability clause operated as a single aggregate cap for all claims: Drax v Wipro. Wipro provided software services to Drax under a master services agreement. After a series of missed milestones, revised dates and delayed...more
In our last newsletter, we discussed due diligence as it relates to selection of vendors. The second part of that exercise is to negotiate your agreement with the vendor to properly manage any risks you identified. In this...more
This webinar will provide guidance regarding the appropriate limitation of liability (LOL) clauses in contracts dealing with fiduciary relationships. The LOL clause can operate to limit a party’s direct, indirect,...more
Southern District Refuses To Use Extrinsic Evidence “Bound Up With Merits” Of Underlying Action To Defeat Duty To Defend- 622 Third Avenue LLC filed a declaratory judgment action against Harleysville Worcester Insurance...more
Subrogation professionals are often vexed by the Limitation of Liability Act. In addition to inverting the usual plaintiff/defendant positions in litigation, and carrying a shortened deadline to file claims, this federal law,...more
Background - The issue of fraudulent crypto-related mobile apps has received much attention of late. Back in July 2022, the FBI issued a notice, warning financial institutions and investors about instances where criminals...more
Occasionally considered part of the legal “boilerplate”, the “limitation of liability” clause is an important provision in any commercial contract, and companies should carefully consider several issues when drafting and...more
Freeman Law is privileged and proud to serve as outside counsel to various engineering, architectural, and other professional services firms. This segment of Freeman Law focus spans from protecting trade secrets in public...more
When drafting agreements, there are essential terms that each party needs to consider in order to make sure that they have a well written contract that will protect their interests. A few of these considerations include the...more
Limitation of liability provisions are standard in almost every contract and are essential in helping the contract parties limit their risk. These provisions typically contain a broad disclaimer of consequential damages and a...more