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PLAYBOOK TEMPLATES
Asset Purchase Agreement
An Asset Purchase Agreement governs the sale and transfer of specific business assets, detailing what is included, excluded, and how liabilities are handled. This playbook walks through due diligence, valuation considerations, and risk allocation terms essential for a clean transaction.
Liability & Indemnification
Negotiation strategy
Ensure indemnification clauses are comprehensive, covering breaches, negligence, and IP infringements. Negotiate caps on liability to limit financial exposure.
Seek to limit indemnification obligations to direct damages and exclude consequential losses. Propose reasonable caps and time limits on claims.
Essential elements
1
Indemnification Obligations
Defines scope and triggers.
2
Limitation of Liability
Caps on potential damages.
3
Notice and Defense of Claims
Procedures for handling claims.
Action framework
ACCEPT
Propose edits to align indemnification with risk tolerance and business objectives.
EDIT
Reject clauses that expose to unlimited liability or lack clarity.
ADD
Add clauses if indemnification is absent to protect against potential liabilities.
PRO TIP
Always ensure indemnification clauses are tailored to the specific transaction and risk profile.
Real-world examples
FAVORABLE
Comprehensive Indemnification Clause
"Each party agrees to indemnify, defend, and hold harmless the other from any losses arising from breaches or negligence."
NEUTRAL
Standard Limitation of Liability
"Neither party shall be liable for indirect damages, with liability capped at the contract value."
UNFAVORABLE
Unlimited Liability Exposure
"The indemnifying party shall cover all losses without any cap or exclusions."
Alternative scenarios & positions
High-Risk Jurisdictions
In high-risk jurisdictions, consider increasing indemnification caps and adding specific exclusions for high-risk activities.
Technology Transactions
Focus on IP infringement indemnities and ensure robust protection against third-party claims.
Cross-Border Agreements
Address jurisdictional differences in liability laws and ensure compliance with local regulations.
Access all other DocJuris Playbooks
Launch in days, not months
Unlike complex CLMs with long implementations and steep learning curves, DocJuris is built for speed and simplicity. We integrate with your workflow—whether connecting to a CLM or uploading agreements manually—so you're up and running in days, not months.
WEEK 1
CLM Readiness and Design
Our CX team works with you to understand your contracting challenges, prioritize key workflows, and identify the biggest impact areas. We build a tailored implementation plan that fits your needs.
WEEK 2
Install Module
We connect DocJuris to your contract repositories, set up admin and user accounts, and ensure your environment is ready for success.
WEEK 3
Deliver & Test
Your team builds initial playbooks, reviews existing clause libraries, and trains the DocJuris agent to align with your internal standards and negotiation positions.
WEEK 4
Launch
We support you in rolling out DocJuris to a pilot group or your full organization—with launch materials, training, and hands-on support to drive adoption from day one.
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Tackle everything your team needs using existing IT without expensive consultants, outrageous user licensing fees, or complex coding. DocJuris takes on the heavy lift and delivers your requirements with its people, process, and technology.
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