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Supply Agreements: Structuring Defense, Indemnity, and Insurance Provisions

Mitigating and Allocating Risks Between Manufacturers, Suppliers, and End Sellers; Maximizing Insurance Coverage for Losses

A live 90-minute CLE video webinar with interactive Q&A

This program is included with the Strafford CLE Pass. Click for more information.
This program is included with the Strafford All-Access Pass. Click for more information.

Tuesday, February 18, 2025 (in 13 days)

1:00pm-2:30pm EST, 10:00am-11:30am PST

or call 1-800-926-7926

The CLE course will provide guidance to counsel for manufacturers, suppliers, and end sellers on drafting and negotiating provisions in supply agreements that effectively allocate and mitigate risk, focusing specifically on defense, indemnity, and insurance clauses.

Description

Risk allocation and mitigation provisions are arguably the most important terms in supply agreements, yet the most challenging clauses to negotiate. Attorneys drafting defense, indemnity, and insurance provisions on behalf of manufacturers, suppliers, or end sellers must identify and evaluate all potential risks of the arrangement for their clients and clearly outline who will be responsible for any losses arising from such risks.

Common risks of supply agreements that the parties should specifically address in the risk allocation provisions include a party's breach of representations, warranties, or covenants; IP infringement; negligence or willful misconduct; liability for design errors vs. manufacturing errors; and failure to comply with federal or state laws and regulations.

When negotiating and structuring defense, indemnity, and insurance clauses in supply agreements, counsel must understand and anticipate potential statutory and insurance claim limitations, as well as enforcement and procedural hurdles. Failure to do so may result in serious mistakes and unanticipated liabilities.

Listen as our expert panel of attorneys discusses best practices for structuring defense, indemnity, and insurance provisions in supply contracts.

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Outline

  1. Evaluating and drafting defense and indemnity provisions
  2. Reconciling indemnity obligations and insurance policies
  3. Potential enforcement and procedural hurdles

Benefits

The panel will review these and other key issues:

  • What specific risks should be addressed in the defense, indemnity, and insurance provisions of supply agreements?
  • How have the courts' interpretations of indemnity provisions impacted parties' ability to shift liability in supply agreements?
  • How can parties use insurance provisions to meet defense and indemnity obligations?
  • What are the most commonly disputed issues during supply contract negotiations and what are some effective strategies for resolving them?

Faculty

Aviles, Jorge
Jorge R. Aviles

Attorney
Hunton Andrews Kurth

Mr. Aviles practice concentrates on complex insurance recovery disputes on behalf of corporate policyholders. He also...  |  Read More

Additional faculty
to be announced.
Attend on February 18

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You may pre-order a recording to listen at your convenience. Recordings are available 48 hours after the webinar. Strafford will process CLE credit for one person on each recording. All formats include course handouts.

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