A resource for credit unions in CA & NV, providing credit union financial and economic trend analysis, brought to you by your Leagues in partnership with CUNA & Affiliates.
Answers to your crucial questions can be less than one business day away. Post your question here, and a talented R&I professional will get back to you quickly! Or if you prefer, call the R&I Hotline to speak directly with our knowledgeable consultants. R&I Hotline: 877-243-5728
Continue for Ask R&I
|March 05, 2014|
|TIPs Bulletin #14-07||New Derivatives Rule|
|February 28, 2014|
|TIPs Bulletin #14-06||Charitable Donation Accounts|
|February 10, 2014|
|TIPs Bulletin #14-05||2013 California Legislative Summaries|
Shared Compliance Services
CURoots offers a variety of services to help you keep pace with ever-changing regulatory compliance while you focus on day-to-day credit union business.
Internal Audit Services
CURoots can help your credit union identify potential issues, assess risk, and save valuable time and resources by providing expert assistance for your auditing needs.
Whether the lawsuit is by an opportunistic patent holder merely seeking a quick buck (such as patent trolls) or the lawsuit is based on legitimate infringement of a patent, such lawsuits represent a significant threat to any defendant. Patent suits are, by nature, extremely expensive and time consuming.
When the focus of the patent infringement is within a product or service provided to or on behalf of a credit union by a vendor, protecting the credit union from these and other types of lawsuits often depends on a properly drafted indemnification clause.
A credit union should obtain a copy of the proposed contract at the beginning of the due diligence/negotiation process as opposed to waiting until the business terms are agreed upon. Attorneys stress that contract terms are as equally important as the business terms and should be negotiated in unison.
A credit union should also inform vendors from the onset of the negotiation process that it expects the vendor to "stand behind" its product and/or service. This means the credit union should demand indemnification from the vendor (or its agents, employees, subcontractors) not only for patent infringement, but also copyright and trademark infringement.
Furthermore, the credit union should demand indemnification against claims made by any third party which arises due to the vendor's (or its agents, employees, subcontractors) breach of the contract, negligence, and/or willful misconduct.
Elements of a Good Clause
The key to a good, properly drafted indemnification clause is to:
Limitation of Liability
Care must be taken if the contract has a limitation of liability section. Without a "carve out" for indemnification obligations, a vendor's maximum indemnification obligation would be up to the limitation negotiated.
This could leave the credit union liable to the third-party claimants for all amounts in excess of the limitation, even though the credit union had nothing to do with the issue under which the claim was made.
Therefore, limitation of liability sections are equally important to review and negotiate, as are indemnification clauses.
Recent lawsuits serve as a reminder to credit unions of the importance of having contracts reviewed by an attorney, not only for proper indemnification clauses, but to help limit credit union liability.
SUCCEED WITH CUNA'S AUDIO UPDATES
updated 04/15/14 09:06 AM
New Pre-Recorded Series
This year is buzzing with compliance proposals coming from the National Credit Union Administration (NCUA), the Consumer Financial Protection Bureau (CFPB), and other agencies, covering topics such as data security and payments.
LIMITING FAIR LENDING RISK IN AUTOS
updated 04/07/14 04:15 PM
Also, NCUA Exam Update
How can credit unions limit their fair lending risk in indirect lending?