The Indemnification Simplication, Part II

The Indemnification Simplication, Part II

This is Part II of our contract Indemnification provisions review.  In Part I we simplified indemnities with a goal of helping you make better negotiation decisions.  In this post we focus on issues that should be considered when drafting and negotiating an indemnity. This exercise also highlights the danger of using a general indemnity because…

The Indemnification Simplification
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The Indemnification Simplification

Indemnity provisions can be complex. For every two-sentence indemnity, there’s an indemnity section filling up a page and a half (and hilariously, the long indemnity may only be four sentences). Indemnities are one of the most quintessential “legal” provisions you’ll come across. So, in what could be a multi-part series, let’s try to simplify indemnities…

Privacy Shield Invalidated by EU Court of Justice
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Privacy Shield Invalidated by EU Court of Justice

By: Of Counsel Adam Heller On July 16, 2020, the EU’s Court of Justice ruled the EU-US intergovernmental program for data transfer, called Privacy Shield, was no longer valid. This program had over 5,300 US companies registered and has been a mechanism to allow cross-border data flows.  Without a mechanism in place, cross-border data flows…

Protection of Trade Secrets Starts Before the Lawsuit
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Protection of Trade Secrets Starts Before the Lawsuit

Employees leave businesses for competitors. It happens all the time. Employees also take with them important information from their previous employer. It happens more often than you would think. A recent case illustrates how one employer’s failure to protect its own information in any meaningful way affected, and may have even lost, its rights to…

Has the Department of Justice Changed the Way Companies Protect Talent?
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Has the Department of Justice Changed the Way Companies Protect Talent?

If you were to quantify all the searching, interviewing, and negotiating with potential employees, and the efforts to train and assist them to ensure their success, it would be clear that companies spend a lot of money to employ top talent. Protecting key talent from leaving your employ is, therefore, serious business. One tactic for…

3 Essential Questions to Answer Before Signing an NDA
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3 Essential Questions to Answer Before Signing an NDA

Non-disclosure Agreements (NDAs) are ubiquitous in Silicon Valley. They appear (or in many cases should appear) at the beginning of most commercial transactions. Yet, these important contracts are often signed without thoughtful review of terms or the context of the relationship. Here are three questions that you should ask prior to signing an NDA.