Policy Number: AUS-PA0001
Sponsor: Office of Academic Affairs
Effective Date: September 3, 2021
I. POLICY PURPOSE
The University is committed to the basic values of transparency, integrity of scholarship, and independence as it pursues its mission to create, preserve, and disseminate knowledge through teaching, research, and public service. Accordingly, the University allows and encourages all academic personnel to engage in outside activities and relationships that enhance the mission of the University. All academic personnel are to act with honesty, integrity, and in the best interest of the University when performing their duties and to abide by the highest standards of research, educational, professional, and fiscal conduct.
Given that the University allows and encourages outside activities and relationships that enhance its mission, vision, and values, potential conflicts of interest and commitment are inevitable. External activities should not, however, interfere with an individual's University obligations. Faculty and staff must not use their official University positions or influence to further gain or advancement for themselves, parents, siblings, spouse or partner, children, dependent relatives, or other personal associates at the expense of the University.
The policy primarily intends to guide all academic personnel to carry out their employment responsibilities in a manner that reflects and reinforces the University's mission, vision, and values. It also ensures compliance with federal and state laws and contractual obligations. All University employees are expected to prioritize their University duties and commitments and act in the University's best interests. The University expects all employees to maintain the highest integrity and objectivity in performing their duties. In addition, actual and apparent conflicts, when not properly managed, can harm the University's reputation. Faculty and staff of the University are expected to use good judgment, professional commitment, and the highest standards of ethics and integrity to protect themselves and the University from conflicts. Employees are expected to conduct their business dealings with vendors, consultants, and/or clients in a manner that will avoid any conflict of interest, or appearance of a conflict of interest, between the employees' interests and the interest of the University.
This policy establishes guidelines for conflicts of interest or commitment that might arise in different ways during the University academic personnel's duties and external activities. The same activity may pose a potential or actual conflict for one employee, but not another. For example, outside employment may pose no conflict for a part-time employee but create an inappropriate conflict of commitment for a full-time employee. Potential conflicts will be analyzed on a case-by-case basis within the context of the particular role of the faculty or staff member at issue. The policy sets the principles and associated responsibilities for identifying, eliminating, minimizing, and managing actual, potential, or perceived conflicts of interest or commitment involving the University's academic personnel. This policy does not seek to limit external activities unreasonably. Instead, it emphasizes the need to disclose conflicts and potential conflicts of interest and commitment, to manage such conflicts and ensure that the University's interests are not compromised.
As a basic condition of employment, the University academic personnel must act in the University's best interest in connection with matters arising from or related to their employment and other University activities. In essence, this duty means that they must not engage in external activities that interfere with their obligations to the University, damage the University's reputation, compete with the University's interests, or compromise the independence of the University's research and business activities, or can reasonably be seen as doing so. The University academic personnel likewise must not profit or otherwise gain advantage from any external activity at the University's expense or engage in external activities under circumstances that appear to be at the University's expense.
Ii. POLICY APPLICABILITY
This policy applies to all academic personnel, including faculties, administrators, and staff, of the American University of Science, hereinafter referred to as the University, as defined herein. All academic personnel should become familiar with and abide by the provisions of this policy.
III. POLICY PRINCIPLE
The University believes that a great university should be engaged in the world and actively foster the transfer of knowledge gained in scholarship and research to benefit the public. The University encourages its faculty to serve these goals through their primary commitment to engaging in teaching, research, sponsored research, and collegial support activities that are consonant with our values as an institution of higher education. Insofar as is consistent with that commitment, it also is appropriate and often desirable for faculty members to participate in public and private activities beyond their university association by engaging in other professional and academic activities, including public service, pro bono work, and consulting activities that may benefit the participants, the University, and the larger public. Normally it is expected that there will be no conflict between faculty commitment to the University and other activities in which faculty members may engage and that faculty and Investigators (as defined below) will conduct their affairs to avoid or minimize conflicts of interest, and that should there be any actual, potential or appearance of conflicts between the individual's private interests and their professional obligations to the University, the faculty member or Investigator will promptly disclose and resolve any issues before engaging in the activities.
The University recognizes, however, that in undertaking activities as a part of a primary commitment to the University or in outside endeavors, a divergence can occur between the personal interests of a faculty member or an Investigator and their professional obligations to the University in which case a conflict of commitment or conflict of interest can arise.
The purpose of this policy, including the Addendum on Conflicts of Interest in Research and Other Sponsored Projects, is to assist the faculty in determining whether and to what extent such other activities may conflict with the faculty's primary commitment to teaching, research, and collegial responsibilities; to educate faculty and Investigators about situations that generate the potential for conflicts of interest or conflicts of commitment; to clarify expectations about disclosing interests and activities that might result in conflicts; to identify means to manage, reduce or eliminate such conflicts; and to promote the best interests of students and others whose work depends on the direction of faculty members and Investigators.
Every faculty member and Investigator of the University must become familiar with and abide by the provisions of this policy. Suppose a faculty member or Investigator questions whether an activity is permitted under this policy. In that case, the faculty member or Investigator should disclose the potential or appearance of conflict to and seek guidance from their Department Chair, School Dean, the Office of the Provost, or the Office of the General Counsel.
This policy covers conflicts of commitment and conflicts of interest. While this policy is of general applicability to faculty and Investigators, the Addendum on Conflicts of Interest in Research and Other Sponsored Projects, which is appended hereto as Exhibit B, includes specific provisions regarding conflicts of interest arising in connection with Research and Other Sponsored Projects. The Addendum on Conflicts of Interest in Research and Other Sponsored Projects, without reference to the other provisions of this policy or other policies of the University, is intended to meet the University's obligations to maintain a policy on financial conflicts of interest in research funded by federal sponsoring agencies.
For purposes of this policy: (a) references to the "Provost" means the "Provost or his or her designee; and (b) references to the "Executive Vice President for Health" mean "the "Executive Vice President for Health or his or her designee."
Individual Schools may supplement this policy with policies applicable to their faculty and/or Investigators. To ensure consistency with the University's policies, the Provost must approve such School policies.
IV. POLICY DEFINITIONS
(1) A Conflict of Commitment occurs when a faculty member's Outside Activities compromise or may compromise their ability to meet the faculty member's obligations to the University.
(2) Conflict of Interest means any circumstance in which the personal, professional, financial, or other interests of an individual (including the Immediate Family Members of the individual) may potentially or actually diverge from or may be reasonably perceived as potentially or actually diverging from, their professional obligations to the University and the interests of the University. A Conflict of Interest may exist whenever an independent observer reasonably questions whether the individual's professional actions or decisions, including the ethical and objective conduct of scholarship, research, or clinical care, are determined by considerations of personal gain, financial or otherwise. A conflict of interest under the Addendum on Conflicts of Interest in Research and Other Sponsored Projects constitutes a Conflict of Interest under this policy.
(3) Consulting refers to any remunerated Outside Activity involving an individual's professional competence.
(4) Employment/Management/Fiduciary Role means a position involving service, in either a personal or representative capacity, as an employee, executive, manager, officer, director, trustee, or equivalent in a business, enterprise, or entity other than the University or an entity that is 50% or more owned or controlled by the University.
(5) Entity includes the entity itself and entities that own or control, are owned or controlled by, or are under common ownership or control with the entity, ownership, and control defined as a 50% or greater direct or indirect interest.
(6) Immediate Family Members include an individual's spouse or domestic partner or person in a civil union or similar relationship, dependent children, and any other family members residing in the same household.
(7) Investigator means the principal investigator or program director, and any other person, regardless of title or position, who is responsible for the design, conduct, or reporting of Research and Other Sponsored Projects or who proposes funding for the Research and Other Sponsored Projects, at or under the auspices of the University. For purposes of this policy, other than for the Addendum on Conflicts of Interest in Research and Other Sponsored Projects, Investigator only includes members of the University Community. Most, but not all, Investigators are University faculty members.
(8) The University includes the Schools and other units of the University, the University's Global Network University sites, and all University Affiliates (as each term is defined in the University's Developing University Policies, as amended from time to time).
(9) Outside Activities include any external Consulting or other business activities and external professional or academic endeavors, such as public service or pro bono work, performed outside the faculty member's appointment to the University or an Investigator's employment or association with the University.
(10) Ownership Interest means holding a financial or ownership interest in a business or entity, including stock, stock option, warrant, convertible debt, partnership interest, LLP/LLC interest, or other ownership interest or right to obtain an ownership interest. An Ownership Interest's value is determined by reference to public prices or other reasonable measures of fair market value where public prices are not available.
(11) Remuneration includes salary and any payment for services not otherwise identified as salary (e.g., consulting fees, honoraria, paid editorial, or authorship activities).
Income for scholarly and professional activities performed in connection with a faculty member's appointment to the University from seminars, lectures, teaching engagements, or service on advisory committees or review panels sponsored by a federal, state, or local government agency, or an institution of higher education, an academic teaching hospital, a medical center or a research institute that is affiliated with an institution of higher education, for scholarly and professional activities performed in connection with a faculty member's appointment to the University, such as lectures or seminars, editorial or authorship activities, service on advisory committees or review panels (including professional associations), are excluded from the definition of Remuneration.
(12) Research and Other Sponsored Projects means any research project conducted at or under the auspices of the University, whether or not externally funded, and any externally funded training or professional service project conducted at or under the auspices of the University. Research and Other Sponsored Projects include any systematic investigation, study, or experiment designed to develop or contribute to generalizable knowledge, including basic and applied research (e.g., a published article, book, or book chapter) and product development (e.g., a diagnostic test, drug or device), and non-research projects such as training, clinical services, educational conferences, exhibitions, performances, archives, workshops, and library projects for which external funding is received. Research and Other Sponsored Projects include any such activity for which funding is available from external sources through a grant, contract, or agreement, including, but not limited to, research grants, career development awards, center grants, individual fellowship awards, infrastructure awards, institutional training grants, program projects, and research resources awards.
(13) School means each of the University's school, college, and institute that functions similarly to a school or college, each the University's comprehensive campus, and also may include, for purposes of this policy, other global sites designated by the Provost.
(14) School Dean means the dean, or their designee, of each University school and college, the director of each University's institute that functions similarly to a school or college, and the Vice Chancellor of each University's comprehensive campus. In the case of other the University's global sites that have faculty and/or Investigators, the Provost may designate someone to fulfill some or all of the duties of a School Dean as described herein with respect to such global sites.
(15) The University Academic Community means the University's faculty, including visiting faculty; researchers, including persons participating in research at or under the auspices of the University; employees; professional staff, including medical, dental, and nursing staff; volunteers; fellows, trainees, and post-doctoral appointees; students; and consultants, vendors, and contractors.
V. POLICY STATEMENT
A. Conflict of Commitment
1. Definition
(1) A Conflict of Commitment occurs when a faculty member's Outside Activities compromise or may compromise their ability to meet the faculty member's obligations to the University.
Full-time faculty members of the University owe their primary professional allegiance to the University, and their primary commitment of time and intellectual energies should be to the University's teaching, research, and clinical programs.
(2) The specific responsibilities and professional activities that constitute an appropriate primary commitment to the University will differ across Schools, departments, and units. However, they should be based on a general understanding between the faculty member and their department chair and/or School Dean. Even with such understandings in place, however, attempts of faculty to balance the University's responsibilities with Outside Activities can result in conflicts regarding the allocation of time and energy.
(3) Normally, it is expected that there will be no Conflict of Commitment between faculty commitment to the University and other activities in which faculty members may engage. Furthermore, to the extent that any questions of possible Conflict of Commitment arise, the faculty member is anticipated to resolve the issues quickly.
(4) Outside Activities that do not constitute a Conflict of Commitment are permissible only if they also do not result in an impermissible Conflict of Interest and are per all the University's policies, including this policy and the policies of the applicable School.
2. Policy and Discussion
(1) Faculty must maintain a significant physical presence on their assigned campus each semester or summer while the University compensates them.
i. A full-time appointment conveys an obligation for a faculty member to have a significant physical presence on their assigned campus, to be accessible to students and staff, and to be available to interact with the University colleagues on that campus throughout every semester or summer period while the faculty member is receiving compensation from the University (i.e., holds a compensated appointment and is not on leave) unless the department chair and/or School Dean has granted specific prior approval for extended or frequent absences from campus. Fulfilling these obligations requires a primary commitment of expertise, time, and energy. Because requirements for field research and other reasons for absence from campus differ across the University, schools, and departments may define what qualifies as inappropriate, extended, or frequent absences for their faculties.
(2) Faculty must not allow Outside Activities to detract from their primary allegiance to the University. They should be guided and governed in considering an offer of ancillary employment or other Outside Activities by their primary obligation of furthering the University's essential missions. Appointment as a full-time faculty member is inconsistent with engaging in significant Outside Activities.
i. Full-time faculty are permitted to spend no more than an average of one day per seven-day week (or the equivalent of an eight-hour work day) on Outside Activities during any semester or summer months in which they receive compensation from the University. Uncompensated scholarly and professional activities performed in connection with a faculty member's appointment to the University, such as lectures or seminars sponsored by governmental or non-profit entities, service on advisory committees or review panels for government or non-profit entities, including professional associations, and service on the editorial board of a journal in the field of the faculty member's appointment, may be excluded from the definition of Outside Activities by the School Dean or the Provost for purposes of this paragraph.
ii. In addition, full-time faculty members may not have executive or managerial responsibilities in a private or public entity outside of the University. Exceptions to the prohibitions against engaging in Outside Activities more than one day per seven-day week or having executive or managerial responsibilities in a private or public entity outside of the University limitation are rare (and usually time-limited where granted). They may be made only with the prior written approval of the School Dean and Provost.
iii. Outside Activities may detract from a faculty member's obligations to the University. Therefore, Outside Activities must be consistent with the principles outlined in this policy and others applicable to the University's policies. In particular, when judging the appropriateness of any such Outside Activity, faculty members must consider the time commitment involved and the potential impact of such Outside Activity, together with all of the faculty member's other Outside Activities, on fulfilling the University's goals.
iv. Part-time faculty members may accept outside employment if it does not create a Conflict of Interest or otherwise interfere with any obligations to the University.
B. Conflict of Interest
1. Definition
(1) A Conflict of Interest means any circumstance in which the personal, professional, financial, or other interests of an individual (including Immediate Family Members of the individual) may potentially or actually diverge from, or may be reasonably perceived as potentially or diverging from, their professional obligations to the University and the interests of the University. A Conflict of Interest may exist whenever an independent observer reasonably questions whether the individual's professional actions or decisions, including the ethical and objective conduct of scholarship, research, or clinical care, are determined by considerations of personal gain, financial or otherwise.
2. Policy and Discussion
(1) The University is committed to operating highly ethically and in compliance with legal and regulatory requirements. Undisclosed or inappropriate Conflicts of Interest can compromise the integrity of the University, can reflect negatively on faculty and Investigators, and result in financial and other sanctions on the University. It is, therefore, the policy of the University that Conflicts of Interest, including actual, potential, and appearances of conflicts, be disclosed and permitted only in appropriate cases after being evaluated per this policy and managed to the extent determined advisable. Faculty or Investigators who are unclear as to whether a matter must be disclosed should err on the side of disclosure.
(2) The University has broad power to require disclosures of Conflicts of Interest to determine whether a Conflict of Interest exists, to investigate Conflicts of Interests, to manage or eliminate Conflicts of Interest, to impose appropriate sanctions on faculty and Investigators who violate this policy, to release information about Conflicts of Interest and to require faculty and Investigators to take Conflict of Interest training. By way of example, the types of management actions that the University may take in response to a Conflict of Interest include: reviewing and, where appropriate, monitoring the conflict; imposing conditions or restrictions intended to manage, reduce or eliminate such conflict; requiring disclosure of the conflict or of additional information; obtaining background documents; prohibiting a conflicted person from involvement, including exercising personal influence, in connection with a matter; obtaining waivers, consents and/or authorizations; appointing an oversight body to monitor the conflict or other activities; requiring relinquishment of interests and/or restructuring or severance of relationships that contribute to the conflict. In addition, the University can eliminate the conflict, for example, by prohibiting a faculty member or an Investigator from participating in the activity or by requiring action that eliminates the conflict as a condition of participating in an activity.
C. Types of Conflict of Interest
(1) A Conflict of Interest can arise in numerous situations. The following discusses some of the more common types, although Conflicts of Interest may occur in varying circumstances not encompassed in the categories below. This policy applies to any circumstance that may constitute a Conflict of Interest, regardless of whether specifically described herein or whether it is effectuated directly or indirectly. For example, while an individual's personal interests are defined to include only those of the person and their Immediate Family Members, there also may be situations where the interests of other persons, such as a close friend or other family members, create a Conflict of Interest.
(2) Unless otherwise specifically stated, a faculty member or an Investigator may not engage in an activity prohibited by this Section unless the activity is expressly permitted in the faculty member's or Investigator's employment contract with the University or such activity is approved in advance in writing by the School Dean and Provost. Any such approval may be subject to a plan to manage, reduce or eliminate the Conflict of Interest.
(3) In addition, all permissible activities must be per all the University policies, including this policy and the policies of the relevant School.
1. Outside Activities and Other Personal Activities. Faculty must not allow Outside Activities or other personal activities to detract from their primary allegiance to the University, as discussed relating to Conflict of Commitment. In addition, faculty and Investigators must undertake their Outside Activities and other personal activities in compliance with all the University policies, including this policy and the policies of the relevant School. In particular, a faculty member’s Outside Activities that involve teaching at another institution require special disclosure and review.
a. Outside Activities and Other Personal Activities Generally
(1) The following Outside Activities and other personal activities create a Conflict of Interest:
(i) Competing, directly or indirectly, with the University in the provision, purchase, or sale of any property, goods, or services or in other activities in which the University is or might reasonably and appropriately become engaged; and
(ii) Appropriating or diverting a business or financial opportunity that the person knows or should know that the University is pursuing or is considering pursuing or reasonably might be interested in pursuing if it were aware of the opportunity; and
(iii) Soliciting business that the person knows or should know would or might disturb an existing professional or business relationship that the University has with any member of the University Community or outside entity.
b. Outside Research Activities
(1) Full-time faculty members and full-time Investigators may not act as a principal investigator under the auspices of another institution. All permissible outside research also must be per all the University policies, including this policy and the policies of the relevant School.
c. Outside Teaching Activities
(1) A teaching engagement outside of the University competes directly with the University’s core educational mission. Accordingly, a faculty member may not accept a concurrent faculty appointment at another academic institution, provided, however, that a faculty member may accept a concurrent faculty appointment at another academic institution while on unpaid leave from the University with the prior approval of his or her School Dean.
(2) All Outside Activities involving teaching require prior approval from the School Dean other than:
(i) Delivering a limited number of lectures at other academic institutions, at conferences, or at public gatherings (with or without compensation);
(ii) Teaching summer courses, at the University or elsewhere, by faculty not receiving other summer compensation from the University for the period in question; and
(iii) Posting of uncompensated, non-interactive educational materials on a website. The above exceptions are not absolute. For example, faculty should not teach courses designed for the University at another institution or in connection with distance learning ventures not of the University, even when they are not compensated by the University, without prior consultation and opportunity for comment by the department chair and/or School Dean. These rules with respect to outside teaching activities apply primarily to full-time faculty. Part-time faculty members are expected to disclose their teaching activities outside of the University as part of their appointment and whenever a material change has occurred and to engage in teaching activities outside of the University only to the extent they do not interfere with any of their teaching obligations to the University. In addition, the provisions cited above regarding teaching courses designed for the University outside of the University also apply to part-time faculty.
d. Requirements Related to Permissible Outside Activities, including Consulting, by the University Faculty and Investigators
(1) All faculty and Investigators who engage in Outside Activities, including Consulting, must conduct the activities per the following unless otherwise approved per this policy:
(i) The Outside Activities must be consistent with all the University policies, including this policy and the policies of the relevant School.
(ii) The Outside Activities of full-time faculty may not constitute a Conflict of Commitment as discussed above.
(iii) Faculty and Investigators must disclose in writing to the University all Outside Activities, including the entity(ies) for which activities are to be performed and the nature, scope, duration, and compensation for such activities, per the University policies, including this policy and policies of the relevant School. Such Outside Activities must not constitute a Conflict of Interest without prior disclosure, review, approval, and adherence to any required management plan.
(iv) Before beginning any Consulting, faculty, and Investigators must inform the party for whom the Consulting is to be performed of the University's intellectual property policies, including its Statement of Policy on Patents, this policy, and the obligations of the faculty member and/or Investigator under such policies. It is strongly encouraged that faculty and Investigators obtain recognition in any Consulting agreement of the University's rights and priorities under such policies to the extent they apply.
(v) Faculty and Investigators may not use the University resources, including facilities, personnel, or equipment, except in a purely incidental way, as part of or in connection with their Outside Activities. Use of the University funding, the University intellectual property, and the University's confidential information is never incidental and may not be used as part of or in connection with Outside Activities. In particular, faculty and Investigators may not use the University students, staff, or postdoctoral scholars in any tasks related to the Outside Activities of the faculty member and/or Investigator or for potential or real financial gain.
(vi) Faculty and Investigators may not use the University name or any of the University's marks, symbols, or logos as part of or in connection with Outside Activities other than a reference to the University's affiliation for identification purposes.
(vii) Faculty and Investigators must clarify that their Outside Activities are personal, the University has no involvement in or liability for such activities, and the University is not endorsing such activities.
(viii) Faculty and Investigators may not grant any outside person or entity access to the University resources, including research results and materials or products generated from the University teaching or research activities.
(ix) Faculty and Investigators may not make or offer inappropriate inducements or take illegal or unethical actions in connection with their Outside Activities.
(x) Faculty and Investigators may not either (i) receive funds for the faculty member's and/or Investigator's research of the University from a party for whom compensated Outside Activities are being performed or (ii) engage in compensated Outside Activities for a party from whom funds are to be received for the faculty member's or Investigator's the University research, without prior disclosure, review, approval and adherence to any required management plan.
(xi) the University has no responsibility or liability for the Outside Activities of faculty or Investigators. Faculty and Investigators are encouraged to consider all risks before undertaking Outside Activities. The University insurance coverages do not protect faculty, and Investigators engaged in Outside Activities.
2. Scholarship and Other Academic Activities. The heart of a university is its commitment to academic values, and the failure of faculty and Investigators to carry on scholarship and other academic activities ethically and appropriately can damage the University's reputation and otherwise harm the University community, creating a Conflict of Interest. Consistent with the University's mission and its prevailing academic ethos, faculty and Investigators are expected to foster an atmosphere of academic freedom by promoting the open and timely exchange of results of scholarly activities, ensuring that their advising of students, fellows, trainees, and postdoctoral appointees is independent of personal, commercial interests, and informing students and colleagues about outside obligations that might influence the free exchange of scholarly information between them and the faculty member or Investigator.
Faculty and Investigators must ensure that:
a. The results of research or scholarship undertaken at the University are disseminated on an open and timely basis to the broader scholarly community and public; and
b. The academic activities of students, fellows, trainees, and postdoctoral appointees are free from the outside personal interests of the faculty member or Investigator; and
c. The work of students, fellows, trainees, postdoctoral appointees, and others is not inappropriately used in the course of a faculty member's or Investigator's outside obligations. To this end, faculty members and Investigators should be open about their involvement with and obligations to outside third parties who could benefit from the work or ideas of their students, staff, and colleagues. Similarly, students, staff, and faculty collaborators should have access to information about the sources of funds that support their research, and their contributions to such research should be properly credited; and
d. They have made a sufficient contribution under pertinent professional academic standards to warrant the authorship credit to be given them, and they must not permit their identification as an author of a publication that they know or should know was written by sources who are not properly identified and credited (i.e., ghostwritten).
3. Activities Creating a Conflict of Interest. The following activities create a Conflict of Interest
a. Improper Use of the University's Resources. The University's facilities, personnel, and other resources are provided to further the University's educational, administrative, research, clinical, and other goals. These resources may not be used for personal use, including Outside Activities, except in a purely incidental manner. Personal use may not adversely affect work performance or add more than a negligible amount to the cost of these resources for the University. All such incidental or other personal use must be per all the University policies, including this policy and the policies of the relevant School. The personal use of the University funding or the University intellectual property, including in Outside Activities, is never permitted and is never considered purely incidental. The University does not ensure the security or privacy of any faculty work arising from personal use of the University resources.
b. Obtaining, Using, or Disclosing the University's Confidential Information.
(i) Obtaining, using, or disclosing the University's confidential information for direct or indirect personal interest, profit, or advantage or for a purpose that may be detrimental to the University.
(ii) Use of the University's confidential information for a purpose not authorized by the University or disclosure of the University's confidential information to a person or entity that the University does not authorize to receive it.
For purposes of this policy, the University confidential information includes, but is not limited to: medical, personnel, security, academic, background check, conflict of interest, identifiable biometric records and other non-public information about individuals; business records; contracts and business terms; business and donor relationships; computer system passwords and security codes; proprietary and competitively sensitive information, including non-public information about anticipated material requirements, price actions, programs, and selection of contractors and subcontractors in advance of official announcements; unpublished grant proposals, non-public research data, manuscripts and correspondence; non-public financial, procurement, health-safety, audit, insurance and claims information; and non-public information relating to internal investigations, prelitigation and litigation and administrative agency charges, audits and inquiries; and other information whose confidentiality is protected by law or the University policies.
c. Failing to Disclose and Assign Inventions and Discoveries. Inventions and discoveries by faculty members, Investigators, and others subject to the University's Statement of Policy on Patents, must be disclosed and assigned on a timely basis per the terms of that Statement of Policy as in effect from time to time.
d. Competing with the University.
(i) Engaging in activities directly competing with the University.
(ii) Holding, directly or indirectly, an ownership or other financial interest (such as a royalty interest) or having an Employment/Management/Fiduciary Role in an enterprise that is a competitor of the University or promoting the interests of such enterprise at the University. Holding, directly or indirectly, an Ownership Interest will not, by itself, be deemed to be a Conflict of Interest where: the interest is in an enterprise held through a diversified investment vehicle (such as a broad-based mutual fund or exchange-traded fund) in which neither the faculty member nor Investigator, or their Immediate Family Members, collectively, has a 15% or greater direct or indirect interest; or where the interest is held in publicly-traded securities in which neither the faculty member nor Investigator, or his or her Immediate Family Members, collectively, holds directly or indirectly securities valued in excess of $5,000 or that represent more than a 5% interest of any class of a company's stock or shares;
e. Business Arrangements for Personal Benefit. Participating, directly or indirectly, in the selection, award, or administration (including attempting to influence the purchase of products or services through a recommendation or involvement in the subsequent performance of the business arrangement) of any business arrangement involving the University and an enterprise in which the faculty member or Investigator holds, directly or indirectly, ownership or other financial interest (such as a royalty interest) or has an Employment/Management/Fiduciary Role.
f. Gifts Intending to Influence. Accepting gifts (including entertainment), a loan (other than an arm's length loan made in the ordinary course of business from a banking or other financial institution), or favor of more than nominal value from any person or entity with a business relationship, or seeking to have a business relationship with, the University or its faculty, employees, students, alumni or patients if the offer or acceptance of the gift could reasonably be viewed as intended to influence the business relationship.
g. Failure to strictly comply with the University policies and other rules, regulations, and standards of conduct.
D. Circumstances Under Which Conflicts of Interest May Be Permitted It is recognized that certain Conflicts of Interest may arise in situations in which a faculty member or Investigator does not know or have reason to know of the conflict. In such situations, the person should disclose the Conflict of Interest immediately upon learning of it. While Conflicts of Interest must be disclosed, they normally will be permitted where they are a minor but an inseparable part of a larger business relationship, or as a practical matter, cannot realistically be eliminated, provided they are highly unlikely to pose a significant Conflict of Interest and the faculty member or Investigator is not in a position to influence the University in its decision-making regarding the transaction or to benefit from the University's transaction with the outside entity.
In considering whether a Conflict of Interest arising from a faculty member's or an Investigator's Outside Activities may be permitted, favorable factors include:
1. The faculty member or Investigator fully disclosed in advance to the University the material facts of the proposed Outside Activity, including the specific financial interest(s) and/or role(s) the faculty member or Investigator proposes to undertake;
2. The faculty member or Investigator refraining from voting or exercising any personal influence whatsoever in connection with the selection, award, or administration of any matter that gives rise to a Conflict of Interest;
3. The faculty member or Investigator otherwise avoiding participating in any dealings between the University, or its faculty, employees, students, alumni, or patients, and the person, entity, or company with whom or in which the faculty member or Investigator (or Immediate Family Member) has a financial interest or an Employment/Management/Fiduciary Role, including concerning the selection of such person, entity or company as a vendor or business partner of the University (or as a supplier of goods or services to the University faculty, employees, students, alumni or patients) or the subsequent award or administration;
4. The Outside Activities are conducted on an arm's length basis at fair market value; and
5. the University determines per Section V of this policy that the Conflict of Interest is not inconsistent with the University's best interests.
Where a Conflict of Interest arising from a faculty member's or Investigator's Outside Activities is permitted, the permission may be conditioned on adherence to a specified management plan.
E. Training
All the University faculty members and Investigators need to be familiar with this policy. They may be required by their School Dean or the Provost to complete training regarding this policy and their responsibilities regarding activities that may constitute a Conflict of Interest.
VI. POLICY PROCEDURES
The responsibility in the first instance for determining whether an activity presents a Conflict of Commitment or Conflict of Interest rests with the faculty member or Investigator concerned. If there is any reasonable doubt as to whether an activity may constitute such a conflict, or there is a question about whether an activity is permitted under this policy, the faculty member or Investigator must disclose the actual, potential, or appearance of conflict to and seek guidance from his or her department chair or School Dean, or the office of the Provost or the Office of the General Counsel. Conflicts must be disclosed in writing, and any waiver of the conflict or management plan must be reduced to writing.
A. Disclosures
1. Faculty and Other Investigators: Annual Disclosures
On an annual basis, all full-time faculty, persons identified by the Office of the Provost as Investigators (through processes it determines) and others as requested by a School Dean or the Office of the Provost must complete and submit to their School Dean the applicable annual disclosure form then in effect, which form will refer faculty and Investigators and, where applicable, others to this policy and any related policies of the applicable School (including the availability of this policy and any applicable School policy on the the University website). Such annual disclosure form requires, among other matters: (a) certification of compliance with this policy and related policies of the applicable School; (b) disclosure of information about the faculty member’s or Investigator’s or other’s (and his or her Immediate Family Members) Outside Activities and other personal, professional, financial, ownership or other interests (including Ownership Interests and Remuneration) that could reasonably be relevant to assessing whether there might be a Conflict of Interest as described in Section IV of this policy and in the Addendum for Conflicts of Interest in Research and Other Sponsored Projects; and (c) in the case of faculty, disclosure of information pertinent to a Conflict of Commitment as described in Section III of this policy. Unless required under the implementation of this Policy by the faculty member’s School, disclosures of uncompensated scholarly and professional activities performed in connection with a faculty member’s appointment to the University, such as lectures or seminars sponsored by governmental or non-profit entities, service on advisory committees or review panels for government or non-profit entities, including professional associations, and services on the editorial board of a journal in the field of the faculty member’s appointment, will not be required in the annual disclosure form.
Such disclosures will be reviewed according to procedures described below.
2. Faculty and Other Investigators:
Research and Other Sponsored Projects: Reporting Requirements Each time a faculty member or other Investigator is planning to participate in proposed Research and Other Sponsored Projects, the faculty member and each other Investigator involved with the proposed Research and Other Sponsored Projects must make the disclosures required by Section IV.A of the Addendum on Conflicts of Interest in Research and Other Sponsored Projects.
3. Faculty and Other Investigators:
Ad Hoc Disclosures Faculty members and Investigators must disclose to the School Dean on an ad hoc basis current, proposed, or pending situations that may raise questions of Conflict of Commitment or Conflict of Interest in advance of the conflict arising if possible, and otherwise as soon as such situations become known to the faculty member or Investigator. Each time a faculty member or Investigator proposes to engage in a transaction (e.g., gift, technology licensing arrangement, purchase, etc.) with a person or entity as to which the faculty member or Investigator would have a Conflict of Interest as described in Section IV of this policy, the faculty member or Investigator must disclose the matter to the School Dean on an ad hoc basis.
The University may require a faculty member or Investigator to complete an ad hoc conflict disclosure form at any time. Such disclosures will be reviewed according to the procedures described below. Conflicts must be disclosed in writing, and any waiver of the conflict or management plan must be reduced to writing. B. Review Procedures (1) Review of Annual and Ad Hoc Disclosures Annual disclosures and ad-hoc disclosures will be reviewed by the School Dean per the procedures approved for the School by the Provost. Such procedures may provide that the School Dean forward any disclosure that presents a Conflict of Interest or a Conflict of Commitment to a Faculty Advisory Committee on Conflict of Interest and Conflict of Commitment, as described below (a “Committee”). For any matter referred to it, the Committee will make a recommendation to the School Dean and/or the Provost regarding the existence and extent of a Conflict of Interest and, as appropriate, a proposed resolution to manage or eliminate any Conflict. See Section IV.B. above regarding the management of Conflicts of Interest. Conflicts must be disclosed in writing, and any waiver of the conflict or management plan must be reduced to writing. (2) Review of Research and Other Sponsored Projects Disclosures Disclosures associated with Research and Other Sponsored Projects will be reviewed in accordance with Section IV.B of the Addendum on Conflicts of Interest in Research and Other Sponsored Projects. Conflicts must be disclosed in writing, and any waiver of the conflict or management plan must be reduced to writing. C. Responsibilities (1) Faculty Advisory Committees on Conflict of Interest and Conflict of Commitment The Provost may establish a Faculty Advisory Committee on Conflict of Interest and Conflict of Commitment when the Provost believes it would be useful to do so; a School Dean or the Vice Provost for Research (the EVP for Health concerning the Schools of Dentistry and Nursing) may ask the Provost to establish such a Committee when the person believes such a Committee would be useful. The task of such a Committee may include reviewing all referrals of identified Conflicts of Interest or Conflicts of Commitment that have been referred by School Deans or another source per this policy. A Committee’s role is advisory to the School Deans and to the Vice Provost for Research, except in the Schools of Dentistry and Nursing, where the Committee’s role is advisory to the School Dean and the Executive Vice President for Health. In addition to the Committees contemplated by this policy, each School Dean may establish separate conflict of interest committee(s), which may be faculty/Investigator advisory committees, to review other conflicts under the policies of the relevant School.
The University may require a faculty member or Investigator to complete an ad hoc conflict disclosure form at any time.
Such disclosures will be reviewed according to the procedures described below.
Conflicts must be disclosed in writing, and any waiver of the conflict or management plan must be reduced to writing.
B. Review Procedures
(1) Review of Annual and Ad Hoc Disclosures
The School Dean will review annual and ad-hoc disclosures per the procedures approved for the School by the Provost. Such procedures may provide that the School Dean forward any disclosure that presents a Conflict of Interest or a Conflict of Commitment to a Faculty Advisory Committee on Conflict of Interest and Conflict of Commitment, as described in Section V.C. below (a "Committee"). For any matter referred to, the Committee will recommend to the School Dean and/or the Provost the existence and extent of a Conflict of Interest and, as appropriate, a proposed resolution to manage or eliminate any Conflict. Conflicts must be disclosed in writing, and any waiver of the conflict or management plan must be reduced to writing.
(2) Review of Research and Other Sponsored Projects Disclosures
Disclosures associated with Research and Other Sponsored Projects will be reviewed in accordance with Section IV.B of the Addendum on Conflicts of Interest in Research and Other Sponsored Projects. Conflicts must be disclosed in writing, and any waiver of the conflict or management plan must be reduced to writing.
C. Responsibilities
1. Faculty Advisory Committees on Conflict of Interest and Conflict of Commitment
The Provost may establish a Faculty Advisory Committee on Conflict of Interest and Conflict of Commitment when the Provost believes it would be useful to do so; a School Dean or the Vice Provost for Research may ask the Provost to establish such a Committee when the person believes such a Committee would be useful. The task of such a Committee may include reviewing all referrals of identified Conflicts of Interest or Conflicts of Commitment that have been referred by School Deans or another source per this policy. A Committee's role is advisory to the School Deans and to the Vice Provost for Research.
In addition to the Committees contemplated by this policy, each School Dean may establish separate conflict of interest committee(s), which may be faculty/Investigator advisory committees, to review other conflicts under the policies of the relevant School.
2. Responsibility of the Vice Provost for Research
The Provost has designated the Vice Provost for Research as the Provost's representative for managing this policy and its implementation at Schools other than the Schools of Medicine, Dentistry and Nursing. The Vice Provost for Research will resolve any disagreements between a School Dean and the appropriate Committee.
3. Responsibility of the Faculty Chair
The Provost has designated the Faculty Chair as the representative for managing this policy and its implementation for each Faculty. The Faculty Chair will resolve disagreements between a School Dean and the appropriate Committee.
4. Responsibility of the School Deans
The School Deans are responsible for establishing procedures to implement this policy, providing any mandatory training, and ensuring timely collection and review of their faculty's and Investigators' annual and ad hoc disclosures. School Deans will refer disclosures of actual, potential, or appearance of conflicts per the procedures of the School approved by the Provost and work, if necessary, with an applicable Committee or the Vice Provost for Research (Executive Vice President for Health in the case of the Schools of Medicine, Dentistry and Nursing), to ensure that all conflicts are eliminated or managed.
Each School Dean will provide a report annually to the Provost on their School's compliance with this policy. Such report will include the number of annual disclosures required to be filed by the Faculty and other Investigators of that School, the number received and reviewed, and the outcome of the reviews; the number of disclosures reporting Conflicts of Interest and Conflicts of Commitment, and the outcome of those reviews; and other information requested by the Provost.
D. Appeals Should a faculty member or an Investigator or other person a School Dean or the Office of the Provost has made subject to this policy wish to appeal a decision made by a School Dean on any matter contemplated by this policy, the faculty member or Investigator or another person may present the appeal to the Provost, who will consider the case in consultation with the School Dean and, at their discretion, an appropriate Committee as contemplated by this policy.
E. Enforcement
(1) Violations of this policy are subject to disciplinary action, up to and including termination of employment or association with the University, per the University disciplinary policies and procedures applicable to the respective faculty member or Investigator as set forth in the Faculty Handbook and/or the applicable University rules for the category of person involved, including in the applicable policies and procedures of the relevant Schools.
F. Record Retention Records related to this policy will be maintained per the University’s Retention and Destruction of Records Policy as in effect from time to time.
VII. EXAMPLES OF CONFLICT OF INTEREST
The following are examples of specific Conflicts of Interest intended to illustrate certain of the principles described above:
(1) A faculty member or Investigator proposes to take a Consulting position to assist an organization that seeks to compete directly with the University program. For example, a faculty member in the School of Medicine proposes to take a Consulting position with a major academic medical center in Honolulu in a clinical area that competes directly with the University, or a faculty member proposes to take a Consulting position to assist a major university in its efforts to establish a campus that would compete with one of the University's comprehensive campuses.
(2) A faculty member or Investigator accepts a payment from a company with which the faculty member or Investigator recommends the University contract.
(3) A faculty member or Investigator proposes that the University enter a business transaction with an entity in which the faculty member or Investigator (or their Immediate Family Member) has an Ownership Interest.
(4) A faculty member or Investigator proposes that the University use or purchase a product that would result in an economic benefit to the faculty member or Investigator or an Immediate Family. For example, a faculty member advocates the use of the software the faculty member created before joining the University, and as to which the faculty member receives a royalty based on the commercial use of the software.
(5) A faculty member or Investigator proposes to accept a gift (which includes entertainment) from an entity that is seeking to sell a product to the University and as to which the faculty member's or Investigator's view of the product may be solicited before the University makes a purchasing decision.
(6) A faculty member or Investigator proposes that the University enter a technology licensing arrangement with an entity in which the faculty member, Investigator, or an Immediate Family Member serves on the board of directors or is employed.
(7) A faculty member or Investigator proposes that the University hire or contract with a member of their family for a position within their direct or indirect supervision or control. The University's employment of a family member must be per the University's Policy on the Employment of Members of the Same Family.
(8) A faculty member or Investigator proposes to undertake or orient their research at the University to serve the private interests of an outside firm without disclosure and permission.
(9) A faculty member or Investigator proposes to share unpublished data from the University research with a company as part of a consulting engagement or in discussions about a proposed consulting engagement.
(10) A student is a principal in a company and offers their professor compensated work with that company or offers to engage the professor after the course is completed.
(11) A faculty member or Investigator proposes that the University offer its employees or alumni an insurance policy with a company in which the faculty member or Investigator or an Immediate Family Member serves on the board of directors.
