AFC® must not be exposed to undue contractual risk, especially risk that is beyond our control.
As a result:
Before entering into any contracts on behalf of AFC, employees should:
- determine whether they have the proper authority;
- analyze and quantify all risks, to the extent possible;
- limit potential risks by ensuring that contracts contain realistic and practical indemnity terms, insurance provisions, and operating procedures; and
- seek legal review of all contracts and agreements entered into on behalf of AFC.
The Office of General Counsel must review every contract in advance that involves any of the following:
- intellectual property (e.g., trademarks, trade secrets, copyrights, and confidential and proprietary information) owned by AFC or by a third party;
- proposed perpetual renewal rights or a term of more than three (3) years;
- real property; indemnity and/or hold harmless obligations of AFC;
- release of rights by or against AFC;
- AFC guaranty or the personal guaranty of an AFC employee, director or officer; or,
- aggregate payments totaling over $50,000.