If I am sued, will Oregon State University (OSU) defend me?
It is OSU’s practice to defend and indemnify employees who become parties to civil legal proceedings by virtue of their good faith efforts to perform their responsibilities on behalf of OSU. From time to time, individual University employees are sued because of their actions as employees of the University. For example, employees are sometimes involved in automobile accidents that lead to lawsuits naming both OSU and the employee who drove the vehicle as defendants. Similarly, employment lawsuits are sometimes filed against the University and an individual supervisor may be named as a defendant in the case.
Who is eligible for indemnification?
This practice applies to employees acting in good faith within the course and scope of their employment duties on behalf of the University (including, where applicable, serving as a member of a board, task force, committee or panel established by the University). It does not apply to employees acting in their personal capacity for any other entity, or to employees who are subject to internal proceedings, whether civil, criminal, administrative, or investigative, initiated by the University. It also does not generally apply to employees who are defendants in criminal matters.
Who determines whether I am eligible for indemnification?
The Vice President and General Counsel generally makes this determination, but in close questions, advises the relevant Vice President (or the President).
Who selects legal counsel in the case?
The selection of appropriate legal counsel rests with the Vice President and General Counsel.
What consideration is given to conflicts of interest?
Where both OSU and an employee are parties to a proceeding, the University shall have the sole discretion to determine whether a conflict of interest exists between the OSU and the employee such that separate representation of the employee shall be provided by the University.
Who makes the decisions about the legal case?
The University shall have the sole authority to control the defense (including all litigation and settlement-related strategies and decisions) for proceedings in which it provides legal counsel to an employee. The employee’s full cooperation with legal counsel is a condition of continuing defense and indemnification.
Can OSU revoke the decision to defend and indemnify?
The University retains sole discretion to revoke its initial decision to defend and indemnify an employee based on information it acquires after that decision. For example, the decision to revoke indemnity and defense may occur if the University determines that the employee was acting outside of the course and scope of their employment, failed to satisfy a condition required by this practice, or is adjudged or reasonably believed to be liable because of bad faith, fraud, willful and wanton misconduct, commission of a crime, a knowing violation of law, etc. Should the University choose to revoke its decision to defend and indemnify an employee, it may seek reimbursement from the employee of the expenses (including attorneys’ fees and costs) incurred prior to the revocation.
Do I have the right to retain my own separate legal counsel?
Employees are not required to be represented by the University’s legal counsel and may, at their own expense, retain separate counsel unaffiliated with OSU. Employees who choose not to be represented or otherwise cooperate with OSU’s legal counsel will not be defended or indemnified by OSU for any judgment, settlement, attorneys’ fees or other expenses incurred in relation to the claim.
How do I get approved for indemnification?
To be indemnified, employees must immediately notify the Office of the General Counsel in writing of any threatened or pending claims or proceedings involving alleged wrongdoing.
Questions?
If you have any questions about this practice or its applicability to particular proceedings, please contact the Office of General Counsel.