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MEMBER-ONLY CERTIFICATION COURSE
Become a certified expert on
indemnification provisions
This four-hour certification course covers every part of an indemnification provision. Laura Frederick created and teaches it. She shares her practical insights into each part and how to approach these provisions in commercial contracts. Join today!
Here's what you'll learn in the 4-hour Indemnification Mastery course
Module 1
Core Concepts
Learn core indemnification concepts, how indemnification works with insurance and the limitation of liability, and how to manage risk with these provisions. (23 minutes)
Module 2
Review Strategy
Learn how to start your review, read the provision in context, assess the situation and the parties, and negotiate mutual indemnification provisions. (27 minutes)
Module 3
Indemnify, Defend, and Parties
Learn the drafting choices in the first part of the provision, including indemnify and hold harmless language, defend language, and the indemnified parties list. (33 minutes)
Module 4
Claims and Nexus
Learn how to set the scope of the indemnity claim and draft nexus language. Covers claim types, bilateral and third-party claims, and how to narrow or broaden individual claims. (62 minutes)
Module 5
Claim Types and Scope
Learn the scope and language for IP infringement, product, breach of contract, and bad conduct claims. (25 minutes)
Module 6
Exclusions, Mitigation, and Process
Learn exclusions, mitigation, and the notice, process, and cooperation terms. Includes Laura’s final advice on these negotiations. (22 minutes)
Here's a detailed agenda on everything included in this 4-hour course
01 Introduction
Course Workbook 49 Pages
Introduction 01:25
02 Indemnification Core Concepts
2.1 Big Picture 04:55
2.2 Indemnification and Insurance 04:40
2.3 Indemnification and Limitation of Liability 03:35
2.4 Managing Risk With Indemnity Provisions 10:18
Quick Learning Check 3 questions
03 Indemnification Strategy
3.1 Clarity and Context 06:03
3.2 How to Start Your Review of an Indemnification Provision 07:19
3.3 Reviewing the Situation and the Parties 05:51
3.4 How to Negotiate Mutual Indemnification Provisions 07:31
Quick Learning Check 3 questions
04 Start of an Indemnification Provision
4.1 Indemnify and Hold Harmless Language 06:14
4.2 Defend Language 07:39
4.3 Indemnified Parties Language 19:10
Quick Learning Check 3 questions
05 Indemnification Claims Overview
5.1 Scope of Indemnity Claim 05:11
5.2 Nexus Concepts and Language 13:52
5.3 Claim Types 08:08
5.4 Bilateral or Third-Party Claims Concepts and Language 12:33
5.5 Which Individual Claims to Include 08:26
5.6 How to Narrow and Broaden Individual Claims 13:56
Quick Learning Check 3 questions
06 Indemnified Claims Types and Scope
6.1 Scope of Different Claim Types 05:11
6.2 IP Infringement Claims Scope and Language 06:35
6.3 Product Claims Scope and Language 05:39
6.4 Breach of Contract Claims Scope and Language 04:12
6.5 Bad Conduct Claims Scope and Language 03:17
Quick Learning Check 3 questions
07 Exclusions, Mitigation, and Final Advice
7.1 Exclusions 09:12
7.2 Mitigation 04:57
7.3 Notice, Process, and Cooperation 03:23
7.4 Final Advice 04:54
Quick Learning Check 4 questions
08 Certification Completion Steps
Course Evaluation 3 questions
After your activities are done, claim your Indemnification Certification

Meet Laura Frederick, How to Contract's Founder
She's a contract expert whom lawyers & professionals turn to for real-world training.
Laura spent more than 25 years practicing law around the world, leading commercial deals at Fortune 500 companies like Tesla and international law firms like Morrison Foerster. Since launching How to Contract in 2021, she's delivered hundreds of hours of training to thousands of lawyers and professionals worldwide.
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