How can you ensure risk allocation appropriately meets your needs as a business? What liability caps should be subject to exceptions? Do the indemnities reallocate risk in the way you intend?  

These are all essential questions to consider when looking at contractual provisions dealing with liability and indemnification in outsourcing, technology and transitional services agreements. A number of recent cases have had an impact on such provisions, and there have also been changes in industry norms. Businesses need to be aware of these developments when negotiating optimal liability and indemnification regimes in such contracts.