Negligence language sits in most indemnification provisions, and it is often where the negotiation slows down. Whether the indemnity covers claims arising from the indemnitor's negligence, whether it reaches the indemnitee's own negligence, and whether gross negligence gets treated separately all affect how much risk each side is taking on. The words involved are short, but the drafting choices behind them carry real weight. Parties tend to reuse the same negligence qualifiers and carve-outs across deals without revisiting them, so the language can end up doing something different from what the business understood it to do.
In this webinar, Laura Frederick and Gabe Meister will look at how negligence terms operate inside indemnification provisions, starting with how the covered claims are described and how that description sets the boundaries of the obligation. They will discuss how negligence qualifiers narrow or widen the scope of what gets indemnified, how those qualifiers interact with the claim language they attach to, and how exclusions are drafted, negotiated, and read when a claim actually arrives. Attendees will come away with a clearer sense of what these terms are doing, where the common drafting problems show up, and how to explain the practical difference between versions when the other side pushes for a change.
*Live CLE Credit Information:
How to Contract will apply for 1.25 hours of General CLE credit in TX.
This program is approved for the following:
1.25 hours of General CLE credit in California
1.00 hour of Substantive CLE credit in Pennsylvania
We will provide details to attendees on how to request a certificate of attendance. These certificates are provided after an attendee submits a completed credit request form (including the CLE code words shared live) within 14 days of the live webinar. Late submissions are not accepted.
Lawyers in these other jurisdictions who attend live may be eligible for credit through reciprocity, self-application, or reporting: AK, AL, AR, AZ, CT, CO, FL, GA, HI, IA, ID, IN, IL, KY, LA, NC, NH, NJ, NV, NY, MD, ME, MN, MO, MT, NC, ND, NE, NH, NM, NV, OK, OR, RI, SC, TN, UT, VA, VT, WA, WI, WV, and WY. These programs may also be eligible for Canadian CPD credit in British Columbia, Ontario, and Quebec.
We do not determine individual eligibility. Please check your state bar for specific compliance rules.
