Contractual indemnities are commonly sought in IT and software development / licensing contracts. While they are a relatively straightforward concept, they should should be carefully considered.
I have written an article on this issue, covering key legal issues:
- Indemnities vs warranties;
- Types of indemnities;
- When indemnities are appropriate;
- Limiting indemnities; and
- Key issues for negotiating an indemnity clause.
Of course, negotiations on indemnities will often be strongly influenced by bargaining power and positions, but it is always important (and useful in negotiations) to have properly assessed the legal/liability issues first.
Full article: Negotiating indemnity clauses