Each side agrees to protect the other from third-party lawsuits claiming that their technology or content infringes someone else's intellectual property, and to cover any resulting damages and legal fees.
This analysis describes what Snowflake's agreement states, permits, or reserves. It does not constitute a legal determination about enforceability. Regulatory applicability and practical outcomes may vary by jurisdiction, enforcement context, and individual circumstances. Read our methodology
The indemnification framework establishes mutual obligations to defend and compensate each other against third-party IP infringement claims, with indemnification obligations flowing in both directions; customers should assess what 'Customer Content' they upload to the platform to ensure it does not expose Snowflake (and therefore trigger reciprocal obligations) or create inbound claims.
Interpretive note: Whether the 12-month aggregate liability cap applies to indemnification obligations is not explicitly stated in the document; this interaction is a common point of ambiguity in enterprise SaaS agreements.
Removal of mutual IP indemnification provision eliminates Snowflake's obligation to defend customers against third-party IP infringement claims.
View full change record →Changed from one-way Customer indemnification for multiple grounds to mutual IP indemnification only, significantly narrowing Customer's indemnification obligations and adding reciprocal Snowflake obligation.
View full change record →This provision requires customers to indemnify Snowflake against IP infringement claims arising from Customer Data or applications loaded onto the platform, meaning that customers bear financial responsibility for defending and paying damages in third-party IP disputes related to their own content.
How other platforms handle this
Any access to or use of the Services or goods through your account by others, including your spouse, dependents, Recipients, and any access by AI Agents you enable or that operate on your behalf...
You agree that the provisions in this section will survive any termination of your Account, the Agreement and/or your access to the Services.
These indemnity obligations shall survive any expiration or termination of your relationship with Chegg.
"Each party will defend the other party against any claim, demand, suit, or proceeding made or brought against the other party by a third party alleging that the indemnifying party's technology or content infringes or misappropriates such third party's intellectual property rights, and will indemnify the other party for any damages finally awarded against, and for reasonable attorney's fees incurred by, the other party in connection with any such claim.Excerpt from Snowflake's Terms of Service
REGULATORY LANDSCAPE: Mutual IP indemnification clauses are standard in enterprise SaaS agreements and are governed by California contract law under this agreement.
Enforcement risk, jurisdiction flags, contract triggers, and due diligence action items.
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The indemnification framework establishes mutual obligations to defend and compensate each other against third-party IP infringement claims, with indemnification obligations flowing in both directions; customers should assess what 'Customer Content' they upload to the platform to ensure it does not expose Snowflake (and therefore trigger reciprocal obligations) or create inbound claims.
This provision requires customers to indemnify Snowflake against IP infringement claims arising from Customer Data or applications loaded onto the platform, meaning that customers bear financial responsibility for defending and paying damages in third-party IP disputes related to their own content.
ConductAtlas has identified this type of provision across 228 platforms. See the full comparison.
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