September 21, 2022
This Guidance alerts faculty members to the requirements and obligations that apply to the professional activities in which they engage that are outside of their Yale responsibilities. External professional activities often provide an opportunity to apply their scholarship to applications outside the university, and they often contribute to the faculty member’s teaching and research. Yale encourages faculty members to engage in external professional activities, on the conditions that such activities are consistent with university policies and sponsor requirements, and faculty members obtain all necessary approvals and appropriately disclose and report such activities. Please also note that Yale recommends all agreements with outside entities or institutions include the Yale University Addendum to Faculty Consulting or Other External Activity Agreement.
I. Avoiding Potential Conflicts of Interest or Commitment
While engaging in external professional activities, faculty members must maintain their overriding professional obligations to Yale and its mission and avoid any conflicts of interest or commitment that may interfere with those obligations.
To prevent a conflict of interest, Yale requires that faculty members not enter into agreements with external entities or institutions that may violate their obligation to act in the best interests of the university. [Faculty Handbook Section XX.E.1]. To prevent a conflict of commitment, Yale requires that faculty members limit the total time devoted to external professional activities to no more than one day per seven-day week on average per semester during the academic year, or in any summer month during which the faculty member is receiving full-time compensation from the university. [Faculty Handbook Section XX.E.4].
Avoidance of such conflicts has become more critical as the nature of external professional activities has evolved in recent years. Traditionally, companies engaged faculty consultants for their general expertise, seeking to direct their broad knowledge toward the solution of specific problems. Increasingly, however, industry has sought academic consultants because of a specific interest in the techniques or results of a faculty member’s university-based research. The changing relationship between academic research and commercial development, most notable in the biological, medical, and computer sciences, make it increasingly important to assure a careful distinction between university research and external consulting.
In addition, other academic institutions have increasingly offered external appointments, consulting contracts, funding for labs at these other academic institutions, and other types of financial support for Yale faculty members to conduct research or other academic activities outside the auspices of the university. These developments have made it particularly important that faculty members be mindful of their obligations to the university and its sponsors when entering into agreements to engage in external professional activities with other institutions.
II. Other Faculty Handbook and Sponsor Requirements
Faculty members’ external professional activities must not conflict with their obligations under the Faculty Handbook. See Handbook Sections III.E and XX.E for the obligations most directly related to external professional activities. In addition, external professional activities must not conflict with sponsor requirements. Participating in sponsor funded research may also limit a faculty member’s ability to accept appointments or engage in research at other institutions. The Office of Sponsored Projects (OSP) can assist in evaluating any external professional activities for their consistency with sponsor obligations.
Appointments. The Faculty Handbook narrowly prescribes the types of appointments and positions faculty members may accept elsewhere. “No one appointed to a ladder and/or full-time faculty position at Yale may simultaneously hold a tenure or tenure-track, ladder-equivalent, or full-time position or the equivalent elsewhere”. This prohibition applies even if the appointment or position is characterized as “consulting” or requires less than one day per seven-day week of the faculty member’s time. There is a limited exception for clinical faculty in the School of Medicine that requires pre-approval by the Yale Corporation. [Faculty Handbook Section III.E]
Teaching. The Faculty Handbook places strict limits on outside teaching activities. It states that “[n]o member of the faculty at any rank employed full-time at Yale may hold a teaching position, whether full-time or part-time, even a visiting one, at another institution during the academic year without special permission from the provost, and in such cases additional compensation is not permitted. With prior approval from the provost, a faculty member may accept a temporary visiting appointment at another institution while on an unpaid leave of absence from Yale.” [Faculty Handbook Section III.E]
Research. A faculty member may accept only certain roles on a research project at another institution if such project is supported with any funding other than from or through Yale. A faculty member may not participate as principal investigator, co-investigator, or key personnel on such projects. A faculty member may participate in research projects at other institutions as an ‘Other Significant Contributor’ or similar role provided there is no formal effort commitment or remuneration. Exceptions are made rarely and only with the prior approval of the provost. [Faculty Handbook Section XX.E.3]
Faculty members may not “conduct secret or classified research” [Faculty Handbook Section XX.C.1.b] and must “be able to publish the results of their research without prior approval of a sponsor.” [Faculty Handbook Section XX.C.1.c]
Management of an Outside Entity. The Faculty Handbook limits the ability of faculty members to serve in a management role with an outside entity. “Because of the potential for conflict of interest or commitment, in many circumstances it would not be appropriate for a faculty member to participate in the day-to-day management of an outside entity, whether for-profit or non-profit. However, in certain circumstances, the University may allow faculty management of outside entities under conditions that are intended to minimize the likelihood of a conflict of interest or commitment.” Conditions under which such arrangements are permitted are determined by the provost, the relevant dean, the Conflict of Interest Committee, and (when applicable) the Office of Cooperative Research. [Faculty Handbook Section XX.E.5]
Service on Fiduciary Boards. Faculty members must disclose outside board service in accordance with the Conflict of Interest Policy. In the following situations, a faculty member must request approval from the provost or the provost’s designee prior to accepting a board position: (1) the faculty member holds an administrative position at the University (e.g., dean, department chair, director of a center); or (2) the outside entity is a start-up company which is based on intellectual property developed by the faculty member. [Faculty Handbook Section XX.E.6]
University Resources. Faculty members must refrain from using university facilities, supplies, equipment or other resources more than occasionally and incidentally in performing any external professional activities. In addition, a faculty member’s external professional activities may not involve any Yale students, employees, post-doctoral trainees or any other Yale personnel other than the faculty member. [Faculty Handbook Section XX.E]
III. Disclosure and Reporting Requirements
Faculty members engaging in external professional activities must comply with all applicable university and sponsor disclosure and reporting requirements.
Disclosure to Yale
Under Yale’s Conflict of Interest Policy, all faculty members who have appointments of greater than 50%; all faculty members who hold administrative positions; and all faculty members “responsible for the design, conduct or reporting of research” are required to submit an annual external interest disclosure form describing their external professional activities and financial interests. The Conflict of Interest Policy further requires faculty members to disclose remuneration from an entity or institution for an activity that is related to the faculty member’s Yale activities. Yale generally considers, among other things, any outside research, teaching, or clinical activities to be related to a faculty member’s Yale activities.
Disclosure to Sponsors
Faculty members must also ensure that they are complying with all disclosure requirements of sponsors. For example, applicants for any Public Health Service (e.g. NIH, CDC) or National Science Foundation funding may need to disclose their external professional activities in both their biosketch and as “other support” in their applications and periodic reports, depending on the nature of the external activity. These requirements may vary from sponsor to sponsor, and faculty members should consult with OSP if they have questions about specific requirements.
Disclosure in Publications and Speaking Engagements
Any listing of a faculty member on any publication resulting from or any speaking engagement in connection with external professional activities that references the faculty member’s affiliation with Yale must include a disclosure such as the following: “Dr./Professor/Title [Name]’s contribution to this publication was made in their individual capacity and not as part of their Yale University duties or responsibilities.”
Use of Yale Name
Faculty members engaging in external professional activities must not use the names, logos, or marks of Yale or any of its affiliates, faculty, staff, employees, students, or volunteers in connection with such external professional activities, without prior written permission from Yale University; and must not represent or imply that Yale endorses any entity or institution or any of its products or services.
Faculty members engaging in external professional activities should be aware that Yale makes no representations or warranties about the services provided by the faculty member and that Yale will not provide insurance or indemnify the faculty member in connection with the external professional activities.
IV. Avoiding Scientific, Budgetary, and Commitment Overlap with Sponsored Projects
All federal funding agencies prohibit overlap between sponsored projects and other funded activities. For example, both NIH and NSF prohibit any scientific, budgetary, or commitment overlap between projects. Faculty members with NIH support must ensure that any funded external professional activities do not involve the same or closely-related research objectives or research design as their NIH-funded projects, and must provide sufficient detail to allow NIH to confirm that there is no scientific overlap; must not request duplicate or equivalent budgetary items (e.g., equipment, salary) when such items are provided for by another source; and must not make time commitments that exceed 100 percent (i.e., 12 person months), whether salary support is requested in the NIH application or not.
Other sponsors have similar requirements, and faculty members should seek guidance from OSP to ensure that their external professional activities do not involve impermissible scientific, budgetary, or commitment overlap.
V. Critical Terms of an Agreement with an Outside Entity or Institution
Many entities or institutions seeking to engage the services of faculty members require signed, written agreements. Such agreements can take many forms. Some are consulting agreements, in which the faculty member agrees to act as an independent contractor performing services for the outside entity or institution. Others may be presented as employment contracts, in which the faculty member is asked to agree to become an employee subject to the direction of the outside entity or institution. Academic institutions are increasingly offering formal employment to faculty members of other institutions, often in the form of “adjunct” or “visiting” academic positions. Faculty members must assure that such agreements do not include terms that are inconsistent with their obligations to Yale including those described in this guidance or the Faculty Handbook, any sponsor requirements, or the faculty member’s own understanding of the terms of engagement, and must negotiate changes to align with their Yale obligations or sponsor requirements. In order to assist in assuring such alignment, Yale recommends that all agreements with outside entities or institutions include the attached Yale University Addendum to Faculty Consulting or Other External Activity Agreement.
Certain terms in agreements, categorized as foreign talent recruitment programs even if not labeled as such, with foreign governments or institutions may jeopardize a faculty member’s participation in federal awards. These terms can include requiring the faculty member to engage in the transfer of intellectual property/materials/or data, recruitment of researchers or trainees, establishment of a laboratory or company, the obligation to apply for funding, restrictions on publication, and confidentiality of the agreement or its terms. If a faculty member is asked to agree to any of such terms, they should contact OSP for an evaluation of the arrangement.
Intellectual Property. Standard form agreements may contain language that purports to give the entity or institution access rights or rights to intellectual property that the faculty member does not own. An invention made by a faculty member in the course of an external professional activity may be assigned to the entity or institution only if Yale Ventures (formerly, Office of Cooperative Research) determines both of the following conditions are true: (1) the intellectual property is unrelated to the activities for which the faculty member is employed by Yale, which include research, teaching, and clinical activities, and (2) the intellectual property was not made or conceived under circumstances involving Yale facilities or personnel. In addition, sponsors of research at Yale, such as the NIH, may have rights in intellectual property developed with the support of sponsored funds. Faculty members may not enter into agreements that create claims to intellectual property in conflict with the rights of the university or the rights of sponsors, and all inventions made by Yale faculty members in the course of external professional activity must be reported promptly to the Yale ventures. [Faculty Handbook Section XX.D, and Yale University Patent Policy]
Confidential Information. While it may sometimes be essential for a faculty member to gain access to the proprietary or confidential information of an entity or institution in connection with an external professional activity, such information should be clearly identified as such and an agreement should specify the period during which information is to remain confidential. Before agreeing to a confidentiality requirement, faculty members should consider carefully whether the terms are consistent with Yale’s fundamental commitment to the free and open dissemination of academic information and with the Faculty Handbook proscription on sponsor restrictions relating to publishing research results. Faculty members must not agree to provide any information to an external entity or institution that is confidential to Yale.
While this guidance is intended to be instructive for faculty members who engage in external professional activities, questions are welcome and can be directed to firstname.lastname@example.org or https://provost.yale.edu/contact-us.