Structuring Patent Indemnification Provisions

Allocating Infringement Risk While Accounting for Changes to PTAB Estoppel and Statutory Bar Requirements

Recording of a 90-minute premium CLE video webinar with Q&A

Conducted on Tuesday, May 18, 2021

Recorded event now available

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Course Materials

This CLE course will prepare counsel to IP owners, licensees, and licensors to protect their interests by allocating patent infringement risks during negotiation of indemnification provisions in a patent license or vendor contract. The panel will offer best practices for negotiating and structuring patent indemnification provisions to allocate risk.


Indemnification provisions are often overlooked but are a critical part of any technology license or similar agreement. Drafting and negotiating indemnification provisions are crucial to protecting business interests and minimizing litigation costs.

Counsel to all parties must carefully consider the scope of liability covered by the indemnification obligation, liability triggers, and indemnification of third parties when negotiating the contract terms.

Listen as our authoritative panel of patent attorneys examines structuring patent indemnification provisions and what factors counsel should account for when negotiating and drafting indemnification clauses. The panel will offer best practices for negotiating and structuring patent indemnification provisions to allocate risk.



  1. Agreements in which such indemnification provisions are likely to appear
  2. Common structures for indemnification provisions
  3. Allocating infringement risk and distinguishing indemnification of patent claims from indemnification of other IP claims
  4. Best practices for negotiating and structuring patent indemnification provisions


The panel will review these and other noteworthy issues:

  • What should patent counsel consider when structuring indemnification provisions?
  • What carve-outs are market?
  • What should you do if your counterparty refuses to indemnify your client?
  • What approaches should counsel use to protect a client's interests when negotiating an indemnification provision?


Giltinan, William
William (Ty) Giltinan

Carlton Fields

Mr. Giltinan is the intellectual property and technology practice group leader. He is a licensed patent attorney whose...  |  Read More

Yost, Eleanor
Eleanor M. Yost

Carlton Fields

Ms. Yost represents clients in a broad range of intellectual property matters, including patent and trademark, appeals,...  |  Read More

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