Common use of CONFLICT OF INTEREST POLICY Clause in Contracts

CONFLICT OF INTEREST POLICY. 1. If required by Not-for-Profit Corporation Law § 715-a(a), Contractor shall maintain a Conflict of Interest Policy that includes, at a minimum, the following provisions: a. A definition of the circumstances that constitute a conflict of interest; b. Procedures for disclosing a conflict of interest; c. A requirement that the person with the conflict of interest not be present at or participate in Board or committee deliberation or vote on the matter giving rise to such conflict; d. A prohibition against any attempt by the person with the conflict to influence improperly the deliberation or voting on the matter giving rise to such conflict; e. A requirement that the existence and resolution of the conflict be documented in Contractor’s records, including in the minutes of any meeting at which the conflict was discussed or voted upon; f. Procedures for disclosing, addressing, and documenting Related Party Transactions, as defined below, in accordance with Not-for-Profit Corporation Law §715; and g. A requirement that each director annually submit the statement required pursuant to Article 5(C)(2), below. 2. The Conflict of Interest Policy shall require that prior to the initial election of any director, and annually thereafter, such director shall complete, sign and submit to the Board Secretary or a designated compliance officer a written statement identifying, to the best of the director’s knowledge, any entity of which such director is an officer, director, trustee, member, owner (either as a sole proprietor or a partner), or employee and with which Contractor has a relationship, and any transaction in which Contractor is a participant and in which the director might have a conflicting interest. The Board Secretary or designated compliance officer shall provide a copy of all completed statements to the chair of the audit committee or, if there is no audit committee, to the Board Chairperson. 3. The following definitions apply to this Agreement:

CONFLICT OF INTEREST POLICY. 1. A. If required by Section 715-a(a) of the Not-for-Profit Corporation Law § 715-a(a)Law, Contractor shall maintain a Conflict of Interest Policy that includes, at a minimum, the following provisions: a. : A definition of the circumstances that constitute a conflict of interest; b. ; Procedures for disclosing a conflict of interest; c. ; A requirement that the person with the conflict of interest not be present at or participate in Board or committee deliberation or vote on the matter giving rise to such conflict; d. ; A prohibition against any attempt by the person with the conflict to influence improperly the deliberation or voting on the matter giving rise to such conflict; e. ; A requirement that the existence and resolution of the conflict be documented in Contractor’s records, including in the minutes of any meeting at which the conflict was discussed or voted upon; f. ; Procedures for disclosing, addressing, and documenting Related Party Transactions, as defined below, Transactions in accordance with Section 715 of the Not-for-Profit Corporation Law §715Law; and g. and A requirement that each director annually submit the statement required pursuant to Article 5(C)(2Section 6.06(B), below. 2. B. The Conflict of Interest Policy shall require that prior to the initial election of any director, and annually thereafter, such director shall complete, sign and submit to the Board Secretary or a designated compliance officer a written statement identifying, to the best of the director’s knowledge, any entity of which such director is an officer, director, trustee, member, owner (either as a sole proprietor or a partner), or employee and with which Contractor has a relationship, and any transaction in which Contractor is a participant and in which the director might have a conflicting interest. The Board Secretary or designated compliance officer shall provide a copy of all completed statements to the chair of the audit committee or, if there is no audit committee, to the Board Chairperson. 3. The following definitions apply to this Agreement: