Should the party being sued even be part of this conversation? What if the answer is not so black and white! It rarely is.

Many SaaS contracts tie indemnities to customer data, data breaches, breach of law, privacy obligations, and warranties.

And this is where many attorneys lose confidence, because the answers no longer feel obvious.

In this video, we take the same indemnity logic and stress-test it against real SaaS scenarios you see in practice.

You’ll see how the four questions - control, contribution, relationship with the claimant, and alternative remedies - expose when an indemnity is:

• appropriate
• unnecessary
• or simply the wrong tool for the risk.

We walk through a few common but difficult examples: customer data IP indemnities and data breach indemnities.

Both are areas where negotiations often stall, positions harden, and risk gets misallocated.

The goal here isn’t to give you perfect answers for every situation.

It’s to help you see the patterns in indemnities to assess the validity of indemnities.
Once you start applying the framework consistently, indemnities stop feeling chaotic.

And that leads to the next question most attorneys ask:

How do I explain this clearly in negotiations?

‍That’s exactly what the final video in the series covers. So stay tuned.