Conflict of Interest Policy for the W3C Team

Status of this document 

This policy is binding on the W3C Team as of 1 October 2000. Questions and comments on the implementation of the policy should be copied to the W3C Team disclosure archive <w3t-outside-activities@w3.org>. The explicit consideration of patent-related consulting was added per W3C Management (W3M) decision on 2004-09-15.

Overview

In order to assure continued public trust in the work of W3C, all Team members must operate in a manner that avoids any conflict of interest between a Team member and organizations other than W3C with which the Team member is associated. 

This policy identifies the types of outside professional relationships in which Team members may engage, and provides disclosure and approval procedures to help avoid situations in which these relationships may cause conflicts of interest. 

This disclosure and approval process does not ban, a priori, any particular relationship, but relies on the good judgment of Team members and W3C management, as well as the cleansing effect of disclosure, to discourage improper relationships.

Purpose

W3C's role as a decisio- making body with control over fundamental Web architecture requires that Members, the Web development community, and the general public have a high level of trust in our activities and the integrity of W3C staff. In order to preserve this trust, W3C must assure that Team members make technical and management decisions free from possible conflict or even appearance of conflict arising from commitments to other organizations or individuals. This policy governing professional activities with other organizations will help provide guidance to the Team in maintaining these standards.

The goals of this policy are:

1. maintaining the vitality of W3C as trusted decision-making forum;
2. avoiding conflict of interest or appearance of conflict of interest in W3C staff professional relationships with other organizations;
3. assuring fairness to all W3C Members and the general public in dealing with W3C.

In pursuing these goals, W3C recognizes that many members of the Team have considerable expertise in matters of interest to the Web community. This policy is not intended to discourage Team members from pursuing activities outside of W3C, rather its goal is to assure that these activities do not compromise the integrity of W3C.

Activities raising conflict concerns

The following activities have the potential to create actual conflicts of interest, or raise the appearance of a conflict:

1. Long-term paid consulting (six days full-time work or more in a six-month period with a single organization)
2. Any consulting compensated with equity (shares of stock, stock options, or other forms of corporate equity)
3. Decision-making role/responsibility in other organizations relevant to W3C - Board memberships, etc.
4. Position on publicly visible advisory bodies, even if no decision-making authority is involved.
5. Consulting related to patent litigation, including serving as an expert witness in patent litigation.

Note, for the purposes of this policy, consulting is any work done in a Web-related field in exchange for financial compensation.

When a Team member engages in one of these activities, they should take the steps described in this document to provide adequate disclosure of the activity, seek approval in advance where required, and consult with recommended advisors within the Team in the event there is any question about the impact of the activity on W3C and the general guidelines set out here.

The following activities do not require any approval under this policy:

1. Honoraria for speaking or writing engagements
2. Short-term consulting engagements (five days or less in a six-month period)

However, Team members must obtain approval from the relevant manager before making commitments to these outside activities. In addition, all Team members should be sure to coordinate with appropriate parts of the Team, such as informing the Communications team of speaking and writing engagements.

General guidelines

Assessing possible conflicts of interest should be guided by general reference to W3C's mission, the particular Team member's job responsibilities, and these general principles. Team members should not engage in any outside professional relationship with another organization unless it is clear that the relationship is consistent with the following principles:

• Architectural integrity: No Team member should have an outside professional relationship with an organization whose activity is in conflict with W3C's mission or the basic architectural principles of the Web espoused by W3C.
• Responsible time allocation: Team work takes priority over any outside professional commitments. Team members assuming outside obligations must also assure that they have enough time to assure that W3C's interests, as expressed in this policy, are protected.
• Public appearances or endorsements associated with other organization: If any public statements, endorsements or product-related commentary are expected as part of the outside relationship, they must be approved by W3C Management (W3M) in advance, with review by the Communications Team prior to the actual publicity.

Function leads should be available to provide Team members with advice on these matters. In the case of possible conflicts involving W3M members, the CEO and COO will provide guidance. Any unresolved question regarding a potential conflict should be discussed and resolved by them.

Table of Team actions required

All professional relationships raising questions about conflict of interest will be disclosed, and where necessary, approved according to the process described in the following table.

For the purposes of this policy, a Team member's supervisor is his/her Function Lead or Manager. In the case of W3M members, the supervisor is the CEO, For the CEO, supervisory approval should be sought from the Board of Directors. Site managers, whether direct supervisors or not, should be copied on all archived disclosures.

Obligation of W3C Fellows

As Team members, W3C Fellows are covered by this policy. Recognizing that Fellows do have pre-existing obligations to their home institutions, Fellows may, on a case-by-case basis, negotiate specific terms under which they will comply with this policy while they are part of the Team.

W3C Fellows agree to participate as a full member of the W3C Team. As such, they are obligated to the same confidentiality obligations as other W3C Team members, and hold the role as a vendor-neutral advocate while in their W3C roles. In much the same way that the W3C Fellow's organization may forbid the sharing of private organizational business, W3C also requires discretion on the part of its Fellows.

Public appearances and presentations made by W3C Fellows, in which they are identified as W3C Team members, require that the W3C Fellow represent W3C first and foremost. This ensures clarity of message on the part of the speaker and clear understanding on the part of the audience.

Disclosure mechanisms

All disclosures required here will be made to a Team-only or Member-visibile archived mailing list, as described in the table.

Each disclosure should contain the following information:

• Outside organization name
• Nature of relationship
• Duration of relationship (start and end dates)
• Scope of work

The lists are:

Team-only disclosure archive: <w3t-outside-activities@w3.org>

Member-only disclosure archive: <w3c-team-outside-activities@w3.org>

Suggested terms for consulting agreements

Team members may want to include the following terms in consulting agreements:

• <Hiring party> agrees not to use your name in any material without your prior written (or email) consent. Consent should be obtained by emailing you and copying w3t-pr@w3.org;
• <Hiring party> agrees to respect your position as working for a vendor-neutral consortium, and not to put you in any position which would imperil that status;
• <Hiring party> agrees that <your name> may terminate this agreement immediately should the turn of events make this difficult.
• This agreement is binding on <your name> only and in no way creates any obligations on the World Wide Web Consortium or <your Partner name>.