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TABLE OF CONTENTS
Article I - The Primary Commitment to the University

Introduction

1. All Members
2. Faculty
3. Staff
4. Part-time Appointees
5. Trustees and Executive Officers

Article II - Categories of Conflicts

1. Conflict of Interest
2. Conflict of Commitment
3. Examples of Conflicts

Article III - Conflict Disclosure and Avoidance

1. Members of the Faculty and Staff of Instruction and Research
2. Members of the Staff
3. Deans and Directors
4. Trustees and Executive Officers Of the Corporation

Article IV - Resolution of Conflicts Involving Faculty and Staff of Instruction

1. Initial Disclosure
2. The Advisory Committee

Article V - Resolution of Conflicts Involving:

1. Deans and Directors
2. Trustees and Executive Officers of the Corporation
3. Other Members

Attachment A

General Considerations

Permissible Activities

Apparent Conflicts Requiring Prior Disclosure and Resolution

Possible Conflicts

Conflicts of Commitment

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CORNELL UNIVERSITY CONFLICTS POLICY

ARTICLE I - INTRODUCTION

Trustees, executive officers, deans, directors, faculty and staff all serve the educational and public purposes to which the University is dedicated. Accordingly, all such members of the University community (hereafter "members") have a clear obligation to conduct the affairs of the University in a manner consistent with those purposes and to make all decisions solely on the basis of a desire to promote the best interests of the institution.

This statement recognizes and affirms the settled tradition and expectation that members will conduct their relationships with each other and the University with candor and integrity.

This statement confirms the University policy that faculty and other employees who accept full-time appointments have a primary commitment to the University and that they will be sensitive to the possible adverse effects of their external activities. It is recognized, however, that the quality of teaching, research, extension service, and the administration of University programs may be enhanced when members participate in extramural activities which enhance their value to the University, so long as their primary commitments to the University are not adversely affected.

These policies and procedures will permit members of the faculty, staff and administration to identify, evaluate and correct or remove real, apparent and potential conflicts of interest and commitment. The appearance that a conflict may be present may be as important as the reality. Accordingly, the first essential step in all of the procedures set forth below is disclosure and discussion.

A. ALL MEMBERS

A member is considered to have a conflict of interest when he or she or any of his or her family or associates (to his or her present knowledge) either (1) has an existing or potential financial or other material interest which impairs or might appear to impair the individual's independence and objectivity of judgment in the discharge of responsibilities to the University, or (2) may receive a financial or other material benefit from knowledge of information confidential to the University.

The family of an individual includes his or her spouse, parents, Siblings, children and any other blood relative if the latter resides in the same household. An associate of an individual includes any person, trust, organization or enterprise (of a business nature or otherwise) with respect to which the individual or any member of his or. her family (1) is a director, officer, employee, member, partner or trustee, or (2) has a significant financial interest or any other interest which enables him or her to exercise control or significantly influence policy.

B. FACULTY

Faculty who accept full-time appointments have a primary commitment which includes meeting classes, being available to students and colleagues outside the classroom, serving departmental, college, and University committees, conducting research, publishing scholarly works, and otherwise meeting the changing needs of the University. Those holding Cooperative Extension appointments have specified obligations of service to the public.

Although a specific work week is not defined for faculty members, it is expected that such membership constitutes a full- time obligation and that, with the exceptions explicitly permitted by University policies on consulting and other related professional activities (attached hereto and made a part hereof as Attachment B), they will not engage in other employment.

C. STAFF

In the case of staff members, commitments of time and the expectations attached to such positions are more explicitly defined and, therefore, the likelihood of conflicting external activities are reduced. Nevertheless, the University expects that staff members also will recognize the possibility that their external activities, commitments and interests may have adverse effects on the performance of their University obligations.

D. PART-TIME APPOINTEES

Faculty and staff members who hold part-time appointments commonly will have major obligations and commitments, not only to the University, but to one or more outside agencies. The potential for conflict may be significant. Accordingly, part time employees are expected to exercise special care in disclosing and fulfilling their multiple obligations.

E. TRUSTEES AND EXECUTIVE OFFICERS

Trustees and executive officers of the University are fiduciaries and owe special duties of care and loyalty to the institution as a whole and must keep the University's interests paramount to all others.

ARTICLE II - CATEGORIES Or CONFLICTS

The University thrives when its faculty and staff pursue and support research and scholarship with vigor. Their activities must include interactions with many external agencies. Predictably, some external relationships will have the potential to create conflicts of interest or commitment, or the appearance thereof. In many situations these conflicts will be apparent only and can be resolved by disclosure. Actual conflicts fall into two categories.

A. CONFLICT OF INTEREST

Typically, a conflict of interest may arise when a member has the opportunity to influence the University's business, administrative, academic or other decisions in ways that could lead to personal gain or advantage of any kind.

B. CONFLICT OF COMMITMENT

A conflict of commitment arises when a member undertakes external commitments which burden or interfere with the member's primary obligations and commitments to Cornell.

C. EXAMPLES OF CONFLICTS

It is difficult to specify precisely what constitutes an objectionable conflict in all situations Illustrative examples are given in Attachment A to assist members in understanding where and how such conflicts may arise.

ARTICLE III - CONFLICT DISCLOSURE AND AVOIDANCE

Members are expected to evaluate and arrange their external interests and commitments in order to avoid compromising their ability to carry out their primary obligations to the University. In the first instance, conflicts should be avoided or resolved through the exercise of individual judgment or discretion.

Full disclosure of the circumstances surrounding a real or potential conflict should be made prior to making the commitment or initiating the activity which poses the possible conflict.

A. MEMBERS OF THE FACULTY AND STAFF OF INSTRUCTION AND RESEARCH

Disclosure should be made to the college or division in such form and manner as the dean or director may prescribe. The department chair or unit administrator may act as representative of the dean or director for the purpose of receiving and evaluating such information. Disclosure shall be sufficiently detailed to permit an accurate and objective evaluation. Each member has an obligation to cooperate fully in the review of the pertinent facts and circumstances. The dean or director shall make a determination which resolves and removes the conflict or appearance of conflict.

Discussions with the unit administrator and/or the dean should include consideration of whether an individual's role in an external agency needs to be declared or made known to other members of the University community to protect confidentiality or to guard against the transfer of privileged information. If such disclosure is necessary, it should be made by the unit administrator to Faculty and staff who may be affected.

B. MEMBERS OF THE STAFF

Disclosure should be made to the college, division, or other administrative unit in which the member is employed in such form and manner as the vice president, vice provost, dean, or director may prescribe. Members involved in the following duties must be particularly conscious of possible conflicts or the appearance of such conflicts: the procurement, exchange or sale of goods, services or other assets, the negotiation or formation of contracts or other commitments affecting the assets or interests of the institution, the handling of confidential information and the rendition of professional advice to the University. Disclosure shall be sufficiently detailed to permit an accurate and objective evaluation. Each member has an obligation to cooperate fully in the review of the pertinent facts and circumstances. The head of the college, division or department shall make a determination which resolves and removes the conflict or appearance of conflict.

C. DEANS AND DIRECTORS

Deans and directors of the colleges, schools and units defined at Article I, Section 7 of the University bylaws, shall file an annual disclosure statement with the Provost regarding their own external commitments and interests in such form as the Provost may direct. The Provost shall resolve any matter involving a conflict or appearance of a conflict in such cases.

D. TRUSTEES AND EXECUTIVE OFFICERS OF THE CORPORATION

The University Counsel and Secretary of the Corporation shall continue to obtain annual written disclosure statements regarding external commitments and interests from all members of the Board of Trustees and all executive officers of the Corporation as defined at Article VI of the University bylaws and shall advise the Audit Committee of the Board of Trustees regarding such matters as necessary.

ARTICLE IV - RESOLUTION OF CONFLICTS INVOLVING FACULTY AND STAFF OF INSTRUCTION

A. INITIAL DISCLOSURE

In the event that disclosure reveals a real or apparent conflict, the dean, director or other authority designated by the dean or director shall review the facts and attempt to resolve the matter informally with the faculty or staff member.

In the event that the member objects to the resolution by the Dean or director, the matter shall be referred to an advisory committee designated by the Provost.

B. THE ADVISORY COMMITEE

It is anticipated that most conflicts will be resolved through disclosure and review processes at the departmental, college or other subordinate level. However, if a conflict remains unresolved following earlier reviews, the dean, director or other designated administrator will submit the matter, together with a recommended resolution, to the Provost who shall appoint an advisory committee which shall include the Dean of the Faculty, and two senior members of the faculty. The committee shall consider the matter, determine whether a conflict exists, evaluate the severity of the conflict, and recommend to the Provost the steps necessary to resolve the conflict. The Provost may accept, reject or modify the recommendations.

If the member disagrees with the Provost's determination, the member may request a further consideration of the matter and, in that connection, may examine the recommendations of the Advisory Committee, including supporting evidence, and offer other relevant information or explanations. The University Counsel shall serve as advisor to the Provost. Following such recommendations, the Provost shall make a final and binding determination in writing.

If the determination requires the termination of the member's appointment, the procedure adopted by the Board of Trustees and University Faculty regarding such cases may be invoked by the member. That is, the President shall appoint a board consisting of five members of the University Faculty, of whom two shall be selected by the faculty members, two by the President and the fifth by the other four. The Board may modify the proposed remedy but shall have no authority to alter the determination of the Provost regarding the meaning, interpretation or applicability of the Cornell University Conflicts Policy.

ARTICLE V - RESOLUTION OF CONFLICTS INVOLVING:

A. DEANS AND DIRECTORS

Questions involving external commitments or interests of deans and directors, as defined at Article I, Section 7 of the University Bylaws, shall be brought to the attention of the Provost, who shall resolve the matter.

B. TRUSTEES AND EXECUTIVE OFFICERS OF THE CORPORATION

The University Counsel shall advise on matters involving external commitments or interests of trustees and executive officers of the Corporation and, where appropriate, shall consult with the Committee on Conflicts of Interest, which shall consist of the chair of the Board, the vice chair, if any, the chair of the Executive Committee and the President of the University, which shall resolve the matter or, where appropriate or necessary, refer it to the Board of Trustees for resolution.

C. OTHER MEMBERS

Questions involving external commitments or interest of employees, other than members of the faculty and staff of instruction and research, deans and directors, trustees and executive officers, shall be disclosed to the appropriate vice president, vice provost, dean or director, (hereafter "head") or their designee. In the event that disclosure reveals a real or apparent conflict, the head or designee shall review the facts and attempt to resolve the matter informally.

In the event that the member objects to the resolution by the head or designee, the non-academic Employee Complaint Grievance Procedure may be invoked. In the event that a member may be entitled to arbitration of the proposed resolution, the arbitrator may reject or modify the proposed remedy but shall have no authority to alter the determination of the University regarding the meaning, interpretation or applicability of the Cornell University Conflicts Policy. Members of collective bargaining units may invoke the applicable contract grievance procedure.

ATTACHMENT A

The following commentary and examples are intended to provide guidance in the identification of conflicts of interest or commitment. The list does not cover all possible situations which might involve an actual or apparent conflict of interest. it is intended to be illustrative only.

GENERAL CONSIDERATIONS

Members involved in business ventures as owner, operator, or major investor must be alert to the possibility that a conflict may arise. If the enterprise does no business with the University, only the area of conflict of commitment is likely to be involved.

If the enterprise does business with the University, or might do business with the University, the member is expected to disclose that fact. Generally, there will be no conflict if the member is not in a position to influence the University with respect to the business of the enterprise in which the member holds an interest.

A member may not review, approve, or administratively control contracts when the contract is between the University and a company in which the member has a substantial financial interest or when the contract is with a member of the employee's immediate family or when a member of the employee's immediate family is an employee of the contractor and directly involved with activities included under the contract or has a substantial interest in the contractor.

No gifts or accommodations of any nature may be accepted by members when to do so could possibly place them in a prejudicial or embarrassing Position, interfere in any way with the impartial discharge of their duties to the University or reflect adversely on their integrity or that of the University. Subject to this restriction, members may accept modest gifts, meals, entertainment and other normal social amenities so long as such amenities are not extravagant under the circumstances.

PERMISSIBLE ACTIVITIES

The following activities are clearly permissible and do not require disclosure as an actual or potential conflict under the terms of this policy.

Example 1. Acceptance of royalties under the terms of the University's Patent Policy or publication royalties or honoraria for commissioned papers and lectures.

Example 2. Services to outside educational, professional, scientific, artistic, cultural, civic, business or other organizations which enhance the value of the member to the University and do not adversely affect the member's primary commitment to the University.

APPARENT CONFLICTS REQUIRING PRIOR DISCLOSURE AND RESOLUTION

The following activities have the potential to create conflicts of interest or commitment and should be reviewed and disclosed prior to being undertaken.

Upon full disclosure, the University may approve a transaction or affiliation, provided no conflict of interest is involved and further provided that the member furnishes an annual statement indicating compliance with the University's Conflict Of Interest policy. The University shall disapprove the transaction or affiliation, if a conflict of interest is involved which cannot be resolved or removed.

Example 1. A member may not directly or indirectly lease, rent, trade or sell real or personal property to the University without full disclosure of the relevant facts.

Example 2. A member may not possess a substantial interest in or participate in the profits of any organization that deals or seeks to deal with the University without full disclosure of the relevant facts. Participation through stockholdings, mutual funds and similar vehicles is not a conflict unless the stocks of the organization held by the individual constitute a substantial holding.

Example 3. A member may not accept appointment as an officer, director or serve in any management capacity in an external commercial, industrial, business or financial organization or profit-making enterprise which deals or seeks to deal with the University without full disclosure of the relevant facts.

POSSIBLE CONFLICTS

Conflict is possible, even if unlikely, in situations such as those listed in the following examples, and members should give careful consideration to that potential. In many cases the potential for conflict can be removed by disclosure.

Example 1. Relationships that might enable members to influence Cornell's interactions with outside organizations in ways that may lead to personal gain, to the taking of improper advantage by anyone, or the improper diversion of University assets from the primary missions of the University, including the time and talents of its faculty and staff.

Example 2. Situations in which a member, while serving as a consultant to an external organization has access to unpublished, privileged information from a colleague that has potential commercial value and wishes to provide that information to the external organization.

Example 3. Situations where a member directs students into a research area or other activity from which the member intends to realize personal financial gain. A conflict may arise if students are directed to areas of lesser scientific or scholarly merit to enhance the potential for monetary gain or if the financial potential exists only for the member.

Example 4. Situations where the member is asked to assume executive or managerial positions with outside organizations that might seriously divert the member's attention from University duties, or create other conflicts of loyalty.

Example 5. Disclosure or use for personal profit of unpublished information coming from University research or other confidential University sources, or assisting outside organizations by giving them access to such information except as may be authorized by official University policies.

Example 6. Consultation that impose obligations that conflict with Cornell's Patent Policy or with Cornell's obligations to research sponsors.

Example 7. Situations where a substantial body of research that could and ordinarily would be conducted by the investigator within the University is directed elsewhere.

Example 8. Situations where the member is invited to advise or serve an organization doing business in the general area of the member's University responsibility or which is related to that field.

Example 9. Situations where a member is offered a position on a scientific or administrative board of an organization that has research contracts with the member's unit.

Example 10. Situations where a member is offered research support from an organization in which the member serves as a director, a member of an advisory board or as a consultant, or in which the member holds a significant equity position.

Example 11. Situations where the member occupies a position in an enterprise doing business in the area of the member's University responsibility or which is related to that field.

Example 12. Situations where the member is involved in independent business ventures as owner, operator or major investor, particularly if the corporation is doing business with the University.

Example 13. Situations in which an individual can require others to purchase a product in which the individual has a proprietary interest and from which the individual will receive income.

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CONFLICTS OF COMMITMENT

Assessment of a conflict of commitment is more difficult than assessment of a conflict of interest. Generally, such conflicts will be apparent in the failure of individuals to discharge fully the role and duties expected of them.

Commitments that involve frequent or prolonged absence from the University on non-University business.

Commitments that engage a substantial portion of the time a member is expected to spend in University related activities and which thereby dilutes the amount or quality of participation in the instructional, scholarly or administrative work of the University.

CONSULTING PRINCIPLES

There are many reasons why faculty members should engage in outside consulting work It is desirable that they remain in close communication with the world outside the institution and especially with that part of the world concerned with their area of specialization consulting is a means of maintaining this as in as well as of altering solutions tip practical problems and thereby testing the soundness ill theories taught in the classroom and laboratories. Consulting privileges ate limited to the professional staff.

In private consulting it must be clear that the faculty member does not represent the university private consulting activities of faculty members must be viewed in relation to their overall responsibilities to cornell Private consulting should not become so extensive that it interferes with those responsibilities .

Policy

Full time faculty members must perform their department chairpersons of all plans to do private consulting for which they are compensated ,Unless the regular duties include consulting services to the public each full time professor may engage in private consulting work provided such work in the judgment of the department chairperson and in accordance with the principles stated above,enhances the value of the individual to the university and does not interfere with regular University duties Consulting work if an unusual nature may be undertaken only when approved by the dean of the faculty members college.

The law establishing the statuary colleges requires faculty members in these colleges to perform teaching,research and extension duties faculty members in statuary units should therefore check with their department chairpersons before consulting for a fee with New York State corporations or organizations that may be entitled to help without cost.In general ,faculty members in the endowed colleges may undertake paid consulting for the equivalent of one day a week during the period for which they are paid for service faculty members in the New York State college of Agriculture and Life Sciences and New York state College of Human Ecology may consult for equivalent of two days a month those in the New York State School of industrial and labor relations may consult for the equivalent of one day a week. Faculty members in the New York State College of veternary Medicine should Check with their department to work out the consulting arrangements that are acceptable .The time that a faculty member is allowed to consult does not accumulate from year to year .Consulting involving time beyond that allowed or necessitating an absence from the campus for longer than seven consecutive days,may be undertaken only when approved by the dean of faculty members.

 

Use of University Equipment for Private Consulting or Research

The following University guidelines were adopted by the deans' council on April 7 1981 ,relating to the use of University Equipment for Private consulting or research.

Faculty members who have external private consulting or research arrangements which involve personal financial gain may use University equipment for such purposes only after the approval of the department chairperson ,director or dean Approval will be contingent on the establishment of a service charge by the unit providing the service where such a charge is appropriate .If such charges are on a continuing basis, they should be discussed with the controllers Office.

• Note: Subject to this Cornell University Conflicts Policy, individual schools, colleges or divisions may have promulgated additional consulting rules consistent with this Policy. Such supplemental rules may be obtained from the individual schools, colleges or divisions.

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APPENDIX I