Indemnity (indemnification)
A promise that one side will defend the other and cover its costs if a third party sues over something the first side is responsible for.
The classic case in software is intellectual property: if someone claims the delivered code or product infringes their rights, the vendor defends the buyer and pays. Indemnity comes from common law contracts; Polish contracts express it as an obligation to release the other side from claims (zwolnienie z odpowiedzialności) and to join the case. It matters for AI: several AI providers offer business customers indemnity against copyright claims over model output, with conditions such as using their filters. Check whether the indemnity sits inside or outside the liability cap.
Related terms
- Limitation of liability (liability cap): A contract clause that caps how much one side can owe the other for damages, often at the fees paid over a set period, and excludes some kinds of loss.
- Source code ownership (IP assignment): Who legally owns the code you paid for. In Poland, a contractor’s code becomes yours only through a written transfer of rights.
- MSA and SOW (master services agreement, statement of work): The master services agreement sets the legal terms once; each statement of work adds one project: scope, deliverables, timeline and price.
- Security questionnaire (vendor risk assessment, SIG, CAIQ): A list of security and privacy questions a company sends a vendor before buying, to judge the risk of trusting it with data and access.
