This clause allocates responsibility for damages arising from death or personal injury in a contract governed by intellectual property provisions. While the categorization seems unusual (injury liability is typically a general contract matter rather than IP-specific), this clause likely appears in IP contracts because the contract involves physical activities, products, or services where injury risk exists alongside IP concerns. For example, a software development contract for medical devices, or a design contract for playground equipment, might include both IP ownership terms and injury liability provisions. The clause typically specifies whether liability for death or injury is excluded from general liability caps, whether parties can limit or disclaim responsibility for personal injury, and how insurance requirements apply. This matters because most commercial contracts limit liability through caps or exclusions, but public policy and law generally prohibit excluding liability for death or personal injury—such exclusions are often void as against public policy.
The practical effect is that even if a contract caps all other damages at a specific amount, liability for death or serious injury typically cannot be capped or excluded. This creates asymmetrical risk allocation where one party bears unlimited exposure for the most serious harms. Understanding this clause is essential because parties often mistakenly believe their liability caps apply to all damages, then face unexpected exposure when injury occurs.
Explicitly state in the contract that liability limitations and damage caps do not apply to death, personal injury, or bodily harm caused by a party's negligence or breach. Ensure your insurance policies cover the full scope of potential injury liability and that coverage limits are adequate for the contract's risk profile. If the contract involves products or services with inherent injury risks, consider requiring the other party to maintain their own liability insurance and name you as an additional insured. Document all safety procedures, warnings, and risk mitigation measures implemented, as these become critical evidence if injury occurs. Never attempt to disclaim or limit liability for death or injury, as such provisions are unenforceable and create false confidence in risk allocation.
Frequently Asked Questions
What does this clause mean in simple terms?
This clause allocates responsibility for damages arising from death or personal injury in a contract governed by intellectual property provisions. While the categorization seems unusual (injury liability is typically a general contract matter rather than IP-specific), this clause likely appears in IP contracts because the contract involves physical activities, products, or services where injury risk exists alongside IP concerns.
Why should I care about this clause?
For example, a software development contract for medical devices, or a design contract for playground equipment, might include both IP ownership terms and injury liability provisions. The clause typically specifies whether liability for death or injury is excluded from general liability caps, whether parties can limit or disclaim responsibility for personal injury, and how insurance requirements apply.
What are my options?
This matters because most commercial contracts limit liability through caps or exclusions, but public policy and law generally prohibit excluding liability for death or personal injury—such exclusions are often void as against public policy. The practical effect is that even if a contract caps all other damages at a specific amount, liability for death or serious injury typically cannot be capped or excluded.
How does this affect small businesses?
This creates asymmetrical risk allocation where one party bears unlimited exposure for the most serious harms. Understanding this clause is essential because parties often mistakenly believe their liability caps apply to all damages, then face unexpected exposure when injury occurs.