The "Errors and Omissions" clause provides protection for parties against unintentional mistakes or oversights that might occur in the documentation or execution of a contract. It typically allows for corrections to be made without penalizing the responsible party, thereby ensuring the contract remains fair and accurate.
1)Professional Liability, including Technology Errors and Omissions insurance covering the effects of errors and omissions in the performance of professional duties and network security/data protection liability insurance (also called “cyber liability”) covering liabilities for financial loss resulting or arising from acts, errors, or omissions, in connection with the services provided under this Agreement and including without limitation the following:
Notwithstanding the indemnification provisions above, to the extent that the Chief Compliance Officer or AMLO incur any liability in connection with the performance of their duties under this Agreement, they shall be covered under the Directors and Officers Errors and Omissions insurance policy of the Trust, in accordance with the terms therein. If such policy is utilized on the Chief Compliance Officer’s or AMLO’s behalf, none of the deductible will be payable by NLCS.
Additionally, and without limiting the Adviser’s and the Trust’s indemnification obligations under this Section 9(A), to the extent that the Chief Compliance Officer or AMLO incur any liability in connection with the performance of their duties under this Agreement, they shall be covered under the Directors and Officers Errors and Omissions insurance policy of the Trust, in accordance with the terms therein and the deductibles applicable to such policy shall be paid by the Trust.
Notwithstanding the indemnification provisions of the Agreement, to the extent that the AMLO incurs any liability in connection with the performance of the services set forth in this Schedule C (or any omission with respect thereto), he or she will be covered under the Directors and Officers Errors and Omissions insurance policy of the Trust, in accordance with the terms therein and all deductibles applicable to such policy shall be covered by the Trust.
F. Errors and Omissions Coverage. i. As of the Original Effective Date, the Agency shall have an Errors and Omissions policy in full force and effect providing coverage for the Agency and all of its agents in an amount not less than $500,000 per occurrence and $1,000,000 annual aggregate and shall continue to maintain Errors and Omissions coverage reasonably acceptable to Company, during the original Term and any renewals of this Agreement covering the Agency and all of its authorized and, where applicable, appointed agents. ii. Proof of the Errors and Omissions coverage required by this Agreement shall be provided by the Agency to Company on the Original Effective Date of this Agreement and thereafter upon such policy’s renewal within five (5) days of any request by Company. iii. This Agreement may be immediately terminated by Company in the event that the Agency fails to provide written proof of Errors and Omissions Coverage or otherwise fails to maintain such coverage as required by this Agreement during the Term of this Agreement.
VII. CONDITIONS PRECEDENT The following conditions must be met within a reasonable amount of time following the execution of this Agreement: a. The investment adviser for each Fund will officially appoint a Chief Compliance Officer pursuant to Rule 206(4)-7 under the Investment Advisers Act of 1940 ("Advisers Act"), to fulfill all required duties thereunder. b. The Trust’s Chief Compliance Officer and AMLO shall be covered under the Trust’s Directors and Officers Errors and Omissions Insurance as officers of the Trust. c. NLCS will maintain an Errors and Omissions Insurance policy.
Y#1 = Fidelity bond and errors and omissions policies in force for Prudential. In addition, fidelity bond and errors and omissions policies are in force for the following servicer: CoreLogic Solutions, LLC (“CoreLogic”) ($2MM).
“Errors and Omissions” (E&O) is a legal term that refers to a type of professional liability insurance. This insurance helps protect professionals and companies from claims made by clients for inadequate work or negligent actions. E&O insurance covers both court costs and any settlements up to the amount specified in the insurance contract.
You should consider using Errors and Omissions insurance if you are a professional providing a service or consultation that could potentially lead to financial loss for a client if not executed properly. This can include, but is not limited to, professions such as:
When writing about “Errors and Omissions” in a contract or document, it’s essential to be clear and descriptive about what the term covers and the extent of the liability. Here is a basic structure for including E&O in a contract:
Errors and Omissions Clause: The Service Provider shall maintain Errors and Omissions insurance with [specific coverage limits] to cover any claims arising out of any act, error, or omission in rendering or failing to render any professional services. This insurance coverage will remain in effect [for the duration of the contract or specify timeframe].
Errors and Omissions clauses can be found in a variety of professional service contracts, particularly where the risk of professional error could lead to significant financial loss. Common types of contracts include:
Ensuring that an E&O clause is part of the contract can significantly reduce the financial liabilities and provide peace of mind for the parties involved.
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Dive deeper into the world of clauses and learn more about these other clauses that are used in real contracts.
An exclusivity clause is a contractual provision that restricts one party from engaging in certain activities or dealings with other parties outside the agreement. Typically used to secure a commitment, it ensures that the party provides services, products, or rights solely to the other contracting party, often to maintain competitive advantage or preserve confidentiality.
An exculpatory clause is a contract provision that relieves one party from liability for harm or damages caused during the execution of the contract, often found in agreements where one party is at risk for potential loss or damage. These clauses aim to limit or altogether exclude the legal responsibility of a party, though their enforceability varies based on jurisdiction and the specific circumstances surrounding the contract and the event.
The "Extension of Agreement" clause stipulates that the existing contract may be prolonged beyond its original end date under certain agreed-upon conditions, which can include mutual consent, automatic renewal, or fulfillment of specific criteria. This clause ensures continuity in the business relationship, avoiding disruptions while providing an opportunity to renegotiate terms if needed.
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