LibraryConceptsIndemnity Scope and Carve-Out Review
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Indemnity Scope and Carve-Out Review

Indemnity scope refers to what triggers your payment obligation, while carve-outs are the exceptions that say you don't have to indemnify for certain categories of harm (usually the other party's own negligence). Getting both right means the difference between a reasonable risk-sharing clause and one that leaves you paying for problems you have no control over.

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Why It Matters

Indemnity scope refers to the range of losses, claims, and damages one party agrees to cover for another, while carve-outs define the specific exceptions that limit those financial obligations.

AI can map the full indemnity landscape in a contract, highlight missing carve-outs for gross negligence or willful misconduct, and help you understand the true financial risk you are accepting before the deal closes.

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