Insurance and Indemnification Coverage for Board Members

(As approved by the Board of Trustees March 1992, amended March 2013)

1. Protection of Trustees, Committee Members and Officers

No trustee, member of a committee of the Board of Trustees, or officer, or former trustees, former members of a committee of the Board of Trustees or officers, of the University shall be liable for the acts, receipts, neglects or defaults of any other trustee, member of a committee of the Board of Trustees, officer or employee, or for any loss, damage, or expense happening to the University caused by an error or judgement or oversight on his or her part, or for any other loss, damage or misfortune whatsoever which may happen in the execution of the duties of his or her office or in relation thereto, unless the same are caused by his or her own willful neglect or default, provided that nothing herein shall relieve any trustee, member of a committee of the Board of Trustees or officer from the duty to act in accordance with any statute or regulation applicable to him or her or from liability for any breach thereof.

2. Indemnification of Trustees, Committee Members and Officers

Subject to any limitations in any applicable statute or regulation, the University shall indemnify its trustees, members of committees of the Board of Trustees and officers, former trustees, former members of committees of the Board of Trustees and officers, their heirs and legal representatives, against all costs, charges and expenses, including an amount paid to settle an action or satisfy a judgement, reasonably incurred by him or her in respect to any civil, criminal or administrative action or proceeding to which he or she is made a party by reason of being or having been a trustee, member of a committee of the Board of Trustees or officer of the University, if

1. he or she acted honestly and in good faith with a view to the best interests of the University; and
2. in the case of a criminal or administrative action or proceeding that is enforced by a monetary penalty, he or she had reasonable grounds for believing that his or her conduct was lawful

Insurance Coverage for Board Members

In addition to the above indemnification, the University provides broad insurance protection. The Comprehensive General Liability Insurance Policy provides coverage of $40 million for members of the Board of Trustees who, in the course of their University duties, injure a third party or damage property belonging to someone else. Protection is also provided against third party personal injuries, such as libel, slander, defamation of character, malicious prosecution, false arrest. Coverage is also provided for professional and malpractice liability.

Board members are covered under an Educational Institutions Errors and Omissions Liability Policy for $40 million against wrongful acts when injury or damage to property is not present. A wrongful act is any actual or alleged error or mis-statement or misleading statement or act or admission or neglect or breach of duty by Trustees in the discharge of their duties individually or collectively.

Members of the Board are also covered up to a maximum of $250,000 per Trustee for accidental death, dismemberment or loss of sight arising out of accidents while on University business, including travel. Coverage has an aggregate limit of liability in the amount of $2 Million.

Those wishing more information about insurance coverage applicable to Board members are asked to contact Bob Weisnagel in the Pension, Benefits & Insurance Unit of Human Resources - (613) 533-6414.