Drafting Software Agreement Warranty, Limitation of Liability, and Indemnification Provisions
Negotiating Clauses That Protect Against Service Defects, Limit Potential Damages, and Allocate Risk
Recording of a 90-minute CLE video webinar with Q&A
This CLE course will guide technology and business counsel on drafting and negotiating enforceable limitation of liability (LOL), indemnification, and warranty provisions in software agreements. The panel will discuss crucial considerations for crafting the clauses, potential enforceability challenges, and the interplay between the provisions.
Outline
- Drafting considerations and best practices for warranty, LOL, and indemnification clauses
- Interplay between provisions
- Enforceability challenges
Benefits
The panel will review these and other crucial issues:
- How can technology and business counsel mitigate and allocate risk when drafting and negotiating warranty, LOL, and indemnification provisions in software agreements?
- What are the most commonly negotiated warranty and indemnification provisions in different types of software and technology agreements?
- What disputes arise in negotiating these clauses, and what are practical strategies for resolving them?
- How should the various state laws and the courts' varying interpretations of indemnification provisions impact drafting these provisions and the parties' ability to recover?
- What challenges do parties often face when making an indemnification claim?
Faculty
William S. Galkin, Esq.
Attorney
Galkin Law
Mr. Galkin is an information technology and internet lawyer who has dedicated his legal practice to representing... | Read More
Mr. Galkin is an information technology and internet lawyer who has dedicated his legal practice to representing internet, e-commerce, information technology and new media businesses across the U.S. and around the world. He serves as a trusted adviser to startup, emerging, established and multinational corporations on their core commercial transactions including corporate formation and transitions, intellectual property, technology and software development, licensing, transfer, and distribution, regulatory compliance, as well as agreements for online businesses, including, SaaS offerings, website terms of use, privacy policies, development agreements, affiliate agreements and sweepstakes/contest rules and compliance. Mr. Galkin’s broad experience gained during more than 20 years in practice allows him to provide cutting-edge, creative and efficient solutions to complex problems.
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Benjamin B. Kabak
Attorney
Loeb & Loeb
Mr. Kabak focuses his practice on technology and outsourcing matters. He advises companies in a variety of industries,... | Read More
Mr. Kabak focuses his practice on technology and outsourcing matters. He advises companies in a variety of industries, including financial services, healthcare and personal care, on business process and IT outsourcing. Mr. Kabak drafts and negotiates corporate technology agreements including those for software and data licenses, subscription services, consulting and professional services engagements, hardware purchases, managed hosted and cloud computing services, and joint ventures.
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Michael R. Overly
Partner
Foley & Lardner
Mr. Overly focuses his practice on drafting and negotiating technology related agreements, software licenses, hardware... | Read More
Mr. Overly focuses his practice on drafting and negotiating technology related agreements, software licenses, hardware acquisition, development, disaster recovery, outsourcing agreements, information security agreements, e-commerce agreements, and technology use policies. He counsels clients in the areas of technology acquisition, information security, electronic commerce, and on-line law. He is the co-author of A Guide to IT Contracting: Checklists, Tools and Techniques (CRC Press, 2012).
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