Supply Chain Agreements: Consequential Damage Disclaimers, Indemnity, Force Majeure, Termination, Warranty Provisions
Recording of a 90-minute CLE webinar with Q&A
This CLE course will discuss the interplay between several critical terms in supply chain agreements--namely indemnification, consequential damage disclaimers, force majeure, termination, and warranty provisions. Our panel will discuss practical guidance for structuring these terms and best practices as disputes arise during the current economic climate.
Outline
- Critical commercial terms in supply chain agreements
- Risk mitigation provisions
- Consequential damages disclaimers
- Indemnification
- Force majeure
- Termination
- Warranties
- Interplay between terms
- Practical considerations and lessons from the pandemic
Benefits
The panel will review these and other relevant issues:
- How can consequential damage disclaimers impact other terms of the supply chain agreement?
- How does whether the client is buying or selling change the analysis of carveouts to consequential damage disclaimers?
- What is the role of the indemnification provision, and how does it differ from the warranty?
- How can transaction counsel maximize the value of warranty provisions for buyers and sellers?
- What are the different perspectives from the buy- and sell-side to approaching negotiations and key language to include in the force majeure provision?
- What are the special considerations in the current COVID-19 and economic climate to evaluate supply chain agreements?
Faculty
Vanessa L. Miller
Partner
Foley & Lardner
Ms. Miller’s practice focuses on general manufacturing breach of contract and warranty disputes, automotive... | Read More
Ms. Miller’s practice focuses on general manufacturing breach of contract and warranty disputes, automotive supply chain disputes, product liability lawsuits, trade secret claims, and business torts. Ms. Miller defends consumer class actions involving claims of breach of contract, breach of warranty, fraud, negligence, and unjust enrichment. Ms. Miller also routinely counsels clients on various commercial contract documents and supply chain issues. She is a member of the firm’s Business Litigation & Dispute Resolution Practice, Automotive Industry Team and Manufacturing Industry Team.
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Jeffrey A. (Jeff) Soble
Partner
Foley & Lardner
Mr. Soble’s practice focuses on product liability, commercial disputes between businesses, class action defense,... | Read More
Mr. Soble’s practice focuses on product liability, commercial disputes between businesses, class action defense, post-transaction disputes, construction losses, and general contract and tort law. He is experienced in supply chain management and contract enforcement, in particular with limited or sole-source suppliers and just-in-time suppliers. He has further experience in the litigation of insurance coverage claims. He is a member of the Firm's Business Litigation & Dispute Resolution Practice and former co-chair of the Automotive Industry Team.
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