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Contract Negotiations Indemnification Contract Terms

Cadwalader, Wickersham & Taft LLP

From Mistake to Misconduct, April 2025 - Beyond the Boilerplate

The term “boilerplate” originates from the printing industry, where “boilerplate” referred to metal plates with standardized text used for newspapers and other publications. In legal documents and contracts, boilerplate...more

Mintz

Seller Considerations When Negotiating a Letter of Intent

Mintz on

Negotiating and signing a Letter of Intent (LOI) is a key inflection point in the process of selling your business. Buyers and sellers both want the LOI to ensure a base level of understanding on certain key terms such as...more

Gray Reed

Delaware: A Confirmed Pro-Sandbagging Jurisdiction

Gray Reed on

In an opinion of significance to M&A Practitioners, the Delaware Court of Chancery recently made it clear that Delaware law allows a buyer in an acquisition to “sandbag” a seller if the acquisition agreement allows for...more

Troutman Pepper Locke

Factors to Consider in Negotiating Indemnification Provisions

Troutman Pepper Locke on

One of the most negotiated and fundamental provisions in any contract is the manner in which the parties will allocate risk. Also known as an “indemnity” or an “indemnification provision,” these provisions are not commonly...more

Ward and Smith, P.A.

Indemnification Obligations and the Purchase or Sale of Your Business: Why Should You Care?

Ward and Smith, P.A. on

What Is An Indemnification Obligation? - In the simplest sense, indemnification obligations protect one party to a contract against claims that arise after a transaction that should be the other party's responsibility. ...more

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