Indemnification has become one of the more contentious provisions in AI vendor negotiations. Traditional IP indemnification language assumes the vendor knows what its product will produce, and AI vendors often can't make that representation in the same way. Customers want protection from outputs that infringe IP or cause downstream harm, and vendors want carve-outs that account for how their models actually work. The result is a lot of back-and-forth, and a lot of provisions that don't quite work for either side. On top of that, AI creates fact patterns that older indemnification language wasn't built to handle, including third-party harm from system failures, claims tied to data subjects, and customer misuse that can look a lot like normal use.
In this webinar, Matt Kohel, Jade Hamilton, and John Pavolotsky will work through how to draft AI indemnification provisions that allocate risk in a way both sides can live with. The speakers will cover what vendors typically push for and where customers can reasonably hold the line, how to think about indemnification for outputs that may or may not infringe IP, and how to handle situations where AI causes third-party harm and the contract doesn't quite say who picks up the bill. Attendees will leave with practical drafting approaches for both vendor and customer positions.
Key topics include:
Vendor indemnification for IP infringement in AI outputs and for AI system failures causing third-party harm
Customer indemnification for misuse and indemnification for third-party data subject claims
IP infringement indemnification specific to AI-generated outputs and custom model ownership boundaries at end of term
*Live CLE Credit Information:
How to Contract will apply for 1.25 hours of General CLE credit in CA, PA, and TX.
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.
