Updating Reps, Warranties and Indemnification Provisions in Software and Cloud Computing Contracts
Recording of a 90-minute CLE webinar with Q&A
This CLE webinar will provide guidance to business and technology counsel for reviewing and revising representations, warranties and indemnification clauses in software and cloud computing agreements in light of increased malware threats and other security vulnerabilities. The panel will discuss key considerations when updating risk mitigation provisions and potential enforceability challenges with the clauses.
- Updating representation and warranties provisions
- Scope of reps
- Scope of warranties
- Warranties specific to malware threats
- Continuing warranties
- Updating indemnification provisions
- Statutory and common law limitations
- Key provisions
- Exculpatory clauses
- Enforcing indemnification provisions
The panel will review these and other key issues:
- How can counsel best mitigate and allocate risk when reviewing and revising representations, warranties and indemnification clauses in software and cloud computing agreements?
- What gaps to current software vulnerabilities indicate in “anti-virus” and “anti-malware” contract provisions? How can these gaps be addressed in updated warranty provisions?
- How have the courts’ varying interpretations of indemnification provisions impacted parties’ ability to shift liability in IT contracts?
- What enforceability challenges do parties commonly face when seeking to make an indemnification claim?
Mr. Gold is chair of the firm’s cross-departmental technology and outsourcing practice team with 30 years of... | Read More
Mr. Gold is chair of the firm’s cross-departmental technology and outsourcing practice team with 30 years of experience as a technology and outsourcing lawyer. His experience includes a wide range of technology-related matters including structuring, negotiating, and advising on information technology and business process outsourcings; traditional software transactions such as commercial and strategic software licensing; large-scale systems procurement and development; and technology marketing and strategic alliances.Close
Michael R. Overly
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).Close