Contracts—from acquisition agreements to services agreements—frequently include indemnification provisions as a device for allocating specified risks among contractual parties. Given their subject matter (who’s “on the hook” for what) and depending on the risks at stake, negotiating and drafting indemnification provisions often can be a contentious task.
Although you may succeed in getting a provision that suits your preferences, you might be disappointed to discover that it might not accomplish what you intended. Why? A survey of indemnity provisions in various types of executed agreements reveals common “traps”—language that arguably has failed to accomplish one or more party’s intended objectives.
Attend this practical webcast to learn to draft better indemnity provisions that are more likely to accomplish your goals, avoid common drafting pitfalls, and prevent potential costly disputes.
What You Will Learn
This informative program explores the following important topics:
explanation of the relevant key components, including "checklist questions," regarding indemnity provisions
comparison of how different types of agreements use indemnity provisions
examples of potential drafting “traps” based on executed agreements
Have a question for the faculty? This interactive CLE seminar allows you to submit questions to the faculty before and/or during the program. In addition, all registrants receive a set of downloadable course materials and free access to the archived online program later.
Who Should Attend
This accredited ALI CLE continuing legal education program will benefit all lawyers who prepare or review contracts that include indemnity provisions so they can avoid indemnity language with the potential for results not intended by one or more of the drafting parties.
Michael L. Bloom is the founding director of the Transactional Lab at the University of Michigan Law School, where he works with students to support corporate clients with their contract drafting and deal making. Professor Bloom is the co-author of two books on transactional contracts, Contracts: A Transactional Approach and Contracts and Commercial Transactions (both published by Wolters Kluwer/Aspen).
Prior to joining Michigan, Prof. Bloom was a co-founding director of the Corporate Lab at the University of Chicago Law School. Additionally, he practiced at Sidley Austin LLP in Chicago, where he focused on technology transactions and mergers and acquisitions. Professor Bloom earned his J.D. from Yale Law School and his B.A., with highest distinction, from the University of Michigan. He is a regular contributor to Corporate Counsel, and a frequent speaker, on related topics.
Professor Bloom also is the founder and developer of Praktio, an engaging and interactive electronic tool that uses games and repetitions to teach contract drafting. It is designed for use as a training module for junior attorneys or a skills refresher for seasoned attorneys. For more information on this new innovative training solution for law firms, corporate law departments, and individuals, click here.
All times eastern daylight
2:00 p.m. Contract Drafting Traps for the Unwary: Indemnification Provisions