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Program Details
2026-02-27 14:00:00
Over 1,000+ webinars
Course Overview
2026-02-27 14:00:00
2h CLE Credits
Intermediate
2
Liane Noble shares sharp, real-world perspectives on indemnification drafting and negotiation, focusing on the critical components of indemnification clauses. This session breaks down how courts enforce indemnity provisions, the valuation mechanics at play, and the risks they pose, with key topics covering core components and structure, scope and exclusions, trigger events and notice obligations, valuation and payment mechanisms, and recent case law and enforcement trends.
Liane Noble
Steven O. Weise
Edwin SmithSteven Weise and Edwin Smith guide attorneys beyond boilerplate to create indemnification clauses that are clear, targeted, and enforceable. Key topics include defining who is covered with clear definitions, managing direct versus third-party claims with practical notice procedures, comparing indemnity to alternatives like escrows and R&W insurance, understanding public-policy guardrails, and learning enforcement mechanics when the indemnifying party fails to defend or pay.
Liane Noble
Steven O. Weise
Edwin Smith
Vinson & Elkins

Proskauer Rose LLP

Morgan Lewis & Bockius

Vinson & Elkins
Liane Noble is Counsel in the Commercial & Business Litigation practice at Vinson & Elkins LLP, based in the firm’s Austin office. She is a trial lawyer with extensive experience representing clients in complex commercial disputes, breach of contract cases, and business torts in state and federal trial and appellate courts. With a strategic approach to litigation, Liane provides insightful counsel to corporations, organizations, and individuals navigating high-stakes disputes — combining seasoned courtroom advocacy with the strategic perspective gained from years of public service at the highest levels of federal practice.

Proskauer Rose LLP
Steven O. Weise is a Partner in the Corporate Department at Proskauer Rose LLP, practicing in its Los Angeles office. He practices in a wide range of commercial law, spending much of his time on matters arising under the Uniform Commercial Code, especially Article 9 – Secured Transactions and is a nationally recognized expert in these matters. Steve is also authoritative on third-party opinion letters and contract law, especially online contracting, plain English drafting, contract drafting, and boilerplate.

Morgan Lewis & Bockius
Edwin E. Smith is a Senior Consultant at Morgan, Lewis & Bockius LLP. Ed concentrates his practice in commercial law, debt financings, structured financings, workouts, bankruptcies, and international transactions, with particular depth in commercial law and insolvency matters, both domestic and cross-border. His representations have included major bankruptcies such as Refco, Lehman, the City of Detroit, and PG&E. Chambers USA has noted that he “probably knows as much about UCC as anybody in the country.”

Vinson & Elkins
Liane Noble is Counsel in the Commercial & Business Litigation practice at Vinson & Elkins LLP, based in the firm’s Austin office. She is a trial lawyer with extensive experience representing clients in complex commercial disputes, breach of contract cases, and business torts in state and federal trial and appellate courts. With a strategic approach to litigation, Liane provides insightful counsel to corporations, organizations, and individuals navigating high-stakes disputes — combining seasoned courtroom advocacy with the strategic perspective gained from years of public service at the highest levels of federal practice.

Proskauer Rose LLP
Steven O. Weise is a Partner in the Corporate Department at Proskauer Rose LLP, practicing in its Los Angeles office. He practices in a wide range of commercial law, spending much of his time on matters arising under the Uniform Commercial Code, especially Article 9 – Secured Transactions and is a nationally recognized expert in these matters. Steve is also authoritative on third-party opinion letters and contract law, especially online contracting, plain English drafting, contract drafting, and boilerplate.

Morgan Lewis & Bockius
Edwin E. Smith is a Senior Consultant at Morgan, Lewis & Bockius LLP. Ed concentrates his practice in commercial law, debt financings, structured financings, workouts, bankruptcies, and international transactions, with particular depth in commercial law and insolvency matters, both domestic and cross-border. His representations have included major bankruptcies such as Refco, Lehman, the City of Detroit, and PG&E. Chambers USA has noted that he “probably knows as much about UCC as anybody in the country.”
Requirements
The Alabama State Bar MCLE Commission requires attorneys to complete 12 credits, including 1 ethics, by December 31 of each year. All credits must be reported by February 15 of the following year. A maximum of 12 credits, including 1 ethics credit, may be carried over for 1 year only.
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