ACADEMIC SENATE
Minutes of the May 10, 2000 Meeting

Present: M. Arbib, W. Dutton, F. Feldman, J. Gates, N. Hanel, P. Heseltine, C. Julienne, M. Kann, H. Kaslow, M. Kinder, B. Knight, R. Koda, B. Kosko, J. Kunc, R. Labaree, J. Manegold, A. Mircheff, J. Nyquist, W. Petak, N. Petasis, G. Salem, G. Schierle, H. Schor, M. Schuetze-Coburn, N. Stromquist, W. Thalmann, W. Tierney.

Absent: A. Crigler, M. Dudziak, G. Davis, W. Dehning, V. Henderson, T. Habinek, A. Hendrick, L. Laine, S. Lund, N. Lutkehaus, M. Mazon, L. Miller, P. Nosco, D. O'Leary, R. Patti, A. Pope, K. Price, M. Weinstein.

Guests: J. L. Anderson, L. Armstrong, M. Bolger, T. -N. Chang, N. Kanal, M. Levine, R. Rodriguez, M. Safonov, H. Slucki, C. Sullivan, W. Wolf, J. Zernik.

President William Tierney called the meeting to order at 2:55 p.m.

Agenda Item #1: Approval of Minutes

A question was raised regarding the issue of the authenticity of the web edition of the Handbook, mentioned in the April 19, 2000 minutes. While the minutes were considered accurate, it was suggested that the authentic hard copy of the Handbook should be available to the faculty. Academic Vice President Dutton commented that a new procedure for making available these documents is being developed. In response to a request for a photocopy of the original signed 1998 Faculty Handbook, President Tierney replied that he will make it available. The minutes of the April 19, 2000 Senate meeting were then approved unanimously.

Agenda Item #2. Announcements: Elections and Retreat Information (W. Tierney)

Before he announced the results of the elections of new members of the Executive Board, President Tierney said that over 85% of the votes were received. The new elected members are:
Academic Vice President: Hilary Schor (English)
Secretary General: Jerry Gates (Family Medicine)
Members-at-Large:
Wendy Mack (Preventive Medicine)
James Manegold (Business)
Austin Mircheff (Physiology & Biophysics & Opthalmology)
Michael Renov (Cinema/TV)
Others continuing next year will be:
President: William Dutton (Communication)
Administrative Vice President: Ann Crigler (Political Science)
Past President: William Tierney (Education)

President Tierney congratulated the newly elected members of the Executive Board. He also announced that the proposed May Senate retreat has been cancelled due to scheduling difficulties and the anticipated lack of quorum.

Agenda Item #3. Provost's Comments

In addition to participating in the discussion of the issue of the Intellectual Property policy, Provost Armstrong made the following comments on other issues:

(a) Retirement policy: In the recent meeting of the Finance Committee of the Board of Trustees, the proposed healthcare-based retirement policy was approved. The Senate's proposal to make non-tenured faculty eligible for this policy was also approved. Provost Armstrong pointed out that the details of the policy were put together in consultation with Vice President Dougherty and Senate President Tierney. Vice Provost Levine then outlined some of the key features of the policy. In response to a question about bringing this policy to the Senate for another vote, Secretary General Petasis pointed out that the Senate has voted to authorize the Executive Board to work out the details of the policy. He also said that the finalized policy should be available to the Senate for further review.

(b) Review of faculty and chairs: Following the Senate white papers on this issue and the subsequent discussion and proposals by a Task Force and by the Senate, Provost Armstrong said that he has just signed the new guidelines for reviewing the faculty and the chairs. The final policy will be shortly made available on the web.

(c) Interdisciplinary initiatives: Following the recommendations of a Senate white paper and the corresponding Task Force, a number of priority areas were identified by groups of faculty. Specific recommendations were made for funding certain programs in the areas of Urban Paradigm and the Life Sciences, which were followed for the most part, with the consent of the relevant Deans. Provost Armstrong said that the participating faculty were very involved in identifying the critical pathways that should be pursued at USC. In response to a question about the method used to select these faculty, which presumably played a critical role in selecting the areas of focus, Provost Armstrong replied that several meetings were held with 50-100 invited faculty from the corresponding areas of priority of the strategic plan. While the invitations went to a broad range of faculty, the leading members were not pre-selected but emerged during the discussions that took place. The areas of focus were also not pre-determined but emerged out of intense and intellectually exciting debates of the issues, ultimately resulting in some consensus. Finally, the Provost commented that this effort is a departure from the traditional approach of having the Deans set the directions in all areas and hoped that in the future faculty participation will be even greater.

Agenda Item #4. Intellectual Property

President Tierney introduced Professor Michael Arbib, Chair of the Research Committee, and asked him to update the Senate on the pending Intellectual Property (IP) Policy.

Professor Arbib said that the pending IP policy is quite complex and it was developed through a deliberative and inclusive process, led by Vice Provost Sullivan. A major challenge was to address the interests and concerns of several different constituencies, particularly regarding the royalty sharing distribution. At the end, a reasonable compromise was reached. After the deduction of direct expenses, the inventors will receive 35% of royalties for their own use, as well as 15% of royalties for their laboratory or research activities. The Office of Technology Licensing (OTL) will receive 15% of net royalties, while the remaining 35% of royalties will be distributed to the University (Provost's office). The policy also includes a major upgrade of the role of OTL, which will serve as one-stop shopping for licensing and marketing IP.

Professor Arbib mentioned that the Research Committee recently voted to approve the royalty distribution formula shown on page 16 of the latest draft of the IP policy (dated March 30, 2000). It also voted one minor change, namely the deletion of the following line from page 17: "…The University distributes royalties equally among co-inventors/authors unless there is a written agreement in effect providing for an alternative arrangement."

Another part of the pending policy that received a lot of attention is Section 2.1(b), titled "Exception for Teaching Materials and Courseware" shown on pages 3-4 of the March 30 draft. While the university claims ownership of most IP created by the university community, it also recognizes that authors have sole ownership of textbooks, scholarly publications, art works, etc., which are considered as traditional exceptions (Section 2.1(a)). However, when it comes to teaching materials (e.g. syllabi, lecture notes, presentations, etc) the university is uncomfortable letting authors have complete control. Thus, Section 2.1.(b) attempts to strike a balance among the university's interests and the rights of the authors. While it allows authors to have ownership of such teaching materials, it considers these as exceptions with certain conditions, and seeks to maintain a license to use and market such materials. Professor Arbib commented that the present language of the section of the IP policy seems premature and unclear, particularly in connection with web materials and distance learning. Consequently, the Research Committee voted unanimously to table Section 2.1(b) for further revision and additional consideration.

Professor Arbib concluded his remarks by mentioning that he had recently attended a meeting of the Academic Affairs Committee of the Board of Trustees where the pending IP policy was discussed. He also said that another alternative proposal, forwarded by Trustee Alfred Mann, that involved a formula of gradual diminishing percent returns to the inventors as the net royalties increased, was also considered at this meeting. President Tierney thanked Professor Arbib and asked the Provost to offer his own comments on the IP policy.

Provost Armstrong referred to the Board of Trustees meeting and indicated that Professor Arbib had presented the faculty perspective on the IP policy and confirmed that at their executive session an alternative proposal was also discussed but it was not accepted. The Provost explained that typically the Trustees provide their advice on these policies and do not set their own policy. Regarding the IP policy, the Provost commented that it seems that there is some agreement on the distribution of royalties and agreed that the section on courseware needs further discussion. He said that he expects to hear more on this issue by next Fall and that the appropriate Committees should consider the issue and offer their advice. Provost Armstrong also mentioned another related issue, namely the conflict of commitment. He said that in the age of intense competition in the areas of distance and distributed learning, the relationship and commitment of the faculty to their own institution is very important.

In response to a question by a senator, Provost Armstrong said that he intends to go ahead with the parts of the IP policy that have reached a consensus, but that he does not intend to implement the section on courseware until the Fall, after the issue has been further discussed and returned to the senate for further consideration.

The Secretary General of the Senate, Nicos Petasis then made his own remarks on the IP policy. He said that as a member of the Senate Executive Board and also as a member of the Research Committee, he had participated in many discussions of the pending policy and had offered a number of comments, suggestions as well as criticisms. In evaluating the latest draft of the policy, he made the following points and suggestions to the Senate:
1.    USC needs a new IP policy in order to promote and facilitate a greater participation in this area, similarly to other universities that have been much more successful in doing so.
2.    The proposed IP policy makes many clearly positive changes, such as the simplification of IP disclosures and the strengthening of the OTL.
3.    The pending policy is not necessarily the best possible policy in all areas, and contains several sections that continue to be controversial. However, like any other complex policy the IP policy should undergo periodic modifications and revisions to correct problems and to take into account new circumstances, such as new developments in distance learning. Indeed, the constant updating of the policy regarding various issues has been responsible for much of the delay in developing the policy.
4.    The proposed IP policy should be acceptable to the faculty, with the exception of Section 2.1(b) that deals with courseware. At first glance, the current language of this Section seems to unfairly deprive faculty of some rights resulting from the development of teaching materials. A more optimistic view suggests that the most common activities could fall under the category of traditional exceptions. Rather than endorse the present proposal in this area, it would be preferable to accept the recommendation of the Research Committee and postpone this for further discussion. One possibility would be to include this section of the IP policy in an upcoming policy on distance learning, currently under consideration.
5.    The Senate should endorse the recommendation of the Research Committee and support the latest version of Section 4.1 of the policy dealing with royalty sharing. The issue of royalty sharing has generated the strongest negative reaction among the faculty and has undergone several modifications. Given the diversity of opinion on this issue at USC and at other universities, we cannot expect that further debate will result in a universally acceptable policy. The latest proposal retains equal control of royalties by the inventor and the university and differs from the current policy only in that 15% of royalties currently allocated for the inventor's personal use will be directed to the inventors' research activities. Such provisions are common in the policies of many other universities and ultimately benefit both the inventors and the university by supporting activities that can result in additional IP.
6.    The process for developing the present IP policy has been quite lengthy and has involved many faculty suggestions as well as criticisms. Despite some disagreements, this deliberative process has resulted in an improved policy that includes numerous suggestions made by faculty and others. It is now time to conclude these discussions and rather than continue revising it we should institute a more effective way of making changes in the future. It seems that the best way to do this would be through a reconstituted "University Patents and IP Committee". This Committee should be made into a joint Senate/Provost Committee and should report to the Senate on any pending recommendations on IP policy.

Several senators took the floor to comment on the IP policy. A senator from Engineering said that there was no rush to develop a new IP policy. He mentioned that the faculty of Engineering, that probably represents the largest community of inventors among USC faculty, had examined the earlier proposed changes to the IP policy and submitted a report to the Senate. At the February Senate meeting Vice Provost Sullivan agreed to reply to the Engineering faculty in writing, but has not yet done so. The senator also pointed out that the committee of senators that was appointed at the February Senate meeting for exploring IP policy options with Vice Provost Sullivan was never convened. Moreover, he said that the new draft of the policy was made available only recently and the Engineering and other faculty had not had sufficient time to review it. The senator opposed proceeding at this time with a vote because it would make most inventors worse off with no real quid pro quo, by reducing their expected income without offering them any choice. Moreover, this would make it harder for many schools to retain and recruit the most inventive faculty. He also said that this policy constitutes a change of faculty benefits that could amount to a partial but material breach of contract, since it differs from what the faculty accepted when they joined the university, and it may have legal ramifications that would likely lead to litigation. For this reason, the senator suggested that the faculty should have a choice among the current and new royalty distribution formulas and that the new policy should be grand-fathered in. Finally, the senator said that the proposed policy does not contain language on how to deal with various exceptions, such as inventors with no labs or with fixed-term contracts or inventors who move, retire, die, etc.

Another senator said that indeed there is a need to have a policy in place. In a recent involvement in this area, the senator noted that she had to refer to the existing draft of the policy for guidance. She also disputed the notion that there was not sufficient time to consider the policy. While she characterized the latest royalty distribution formula as fare, she suggested that the policy should include further clarifications regarding the distribution of the 15% that is intended for the "inventor's laboratory", particularly as it applies to areas outside the sciences, where there is no "laboratory". Another senator agreed that the reference to a "laboratory" is limiting and a more general definition should be adopted.

A senator from the Medical Faculty Association referred to the working group of senators that was recommended at the February meeting of the Senate for the purpose of discussing the IP policy with the administration. As it turned out this group never met and did not have an opportunity to provide input for the final draft of the policy. The senator also said that the current policy where the 15% lies completely under the inventor's control, is a better system because it provides a greater flexibility and freedom on how these funds should be spent. Under the current system, inventors still have the discretion of using a portion of their royalties for academic or research purposes. The 15% that is designated for the OTL is also rigid and it would be preferable if the entire 50% is given to the university to fund the OTL and other research activities. The senator further suggested that the patent expenses should be deducted prior to the royalty distribution only if they are approved by the inventors. He also said that the proposed changes in royalty distribution will have ramifications regarding faculty contracts.

Speaking in support of the policy, another senator congratulated the people involved in developing the policy, saying that despite the intense debate the final policy seems fair. He suggested that in considering the remaining issues regarding courseware it may be useful to review the related policy of the University of Chicago that has been favorably received by others, such as the AAU.

Another senator from Engineering reiterated that the Engineering Faculty Council (EFC) have treated this issue quite seriously and have had meetings with many faculty members, including several successful inventors, who expressed concerns with the proposed policy. Before voting on the new draft, he said that he needed to go back to these faculty for their input. He also said that the 15% designated to the "inventor's laboratory" does not directly apply to many inventors that do not have a laboratory, such as those developing software.

Provost Armstrong responded to these comments by saying that these concerns should be addressed and a broader definition for the designated 15% should be provided in the policy. He also said that the concerns of the Engineering faculty should be taken into account in deciding whether it is time to move forward with the proposed policy at this time.

After President Tierney concluded the discussion on the IP policy, a motion was made that the Senate approves the principles of the proposed policy and that the expressed concerns and suggestions should be forwarded to the Provost for further consideration. The motion passed with 11 yes, 9 opposed and 1 abstention.

Agenda Item #5: Dismissal Language Restoration resolution (99/00-05)

President Tierney opened the debate on Resolution Number: 99/00-06, introduced by the Engineering Faculty Council:

DISMISSAL LANGUAGE RESTORATION

WHEREAS protecting tenure is essential to protecting academic freedom and to advancing the educational mission of the university,

WHEREAS dismissing tenured faculty should occur only for good cause and only after adhering to the highest standards of fairness and due process,

BE IT RESOLVED THAT,

the Academic Senate asks the Administration to replace the paragraph on faculty dismissal in the current on-line version of the Faculty Handbook (Section 3-6 Conditions on Tenure) that reads

"Tenured faculty may be dismissed, demoted, or prematurely retired for adequate cause (See section on Faculty Dismissals) only upon proof of one or more of the following: serious neglect of duty; incompetence; major violations of academic freedom; misconduct; dishonesty; conflict of interest that brings severe injury or discredit to the University; or moral turpitude related directly and substantially to the fitness of the faculty member in his/her professional capacity as a teacher or researcher."

with the paragraph on faculty dismissal in the 1987 version of the Faculty Handbook that reads

"Tenured faculty may be dismissed, demoted, or prematurely retired for adequate cause (See section on Faculty Dismissals) only upon proof of one or more of the following: serious neglect of duty; incompetence; major violations of academic freedom; misconduct, dishonesty, or conflict of interest that brings severe injury or discredit to the University; moral turpitude related directly and substantially to the fitness of the faculty member in his/her professional capacity as a teacher or researcher."

This proposed language makes exactly two changes to the current language: (1) it replaces the semicolons after 'misconduct' and 'dishonesty' with commas and (2) it moves the logical connective 'or' from the beginning of the last clause to the beginning of the clause that begins with the phrase conflict of interest.'

Some remarks in support of the resolution were made by the President and Vice President of EFC, Professors J. Kunc and B. Kosko. It was pointed out that the resolution raises the floor for faculty dismissal and retains the initial language for this issue in the Faculty Handbook.

A senator then recommended the following friendly amendments to the resolution:
line 6: replace "…current on-line version of the Faculty Handbook…" with "…document labeled Faculty Handbook 1998…"
line 13: replace "…with the paragraph on faculty dismissal in the 1987 version…" with "…with text regarding faculty dismissal from the 1987 version…"

The amendments were accepted and then the question was called and it was accepted with 15 yes, 1 no and no abstentions. The Senate then passed the following amended resolution with 14 yes, 0 no and 2 abstentions.

DISMISSAL LANGUAGE RESTORATION (Resolution 99/00-05)

WHEREAS protecting tenure is essential to protecting academic freedom and to advancing the educational mission of the university,

WHEREAS dismissing tenured faculty should occur only for good cause and only after adhering to the highest standards of fairness and due process,

BE IT RESOLVED THAT,

the Academic Senate asks the Administration to replace the paragraph on faculty dismissal in the document labeled Faculty Handbook 1998 (Section 3-6 Conditions on Tenure) that reads

"Tenured faculty may be dismissed, demoted, or prematurely retired for adequate cause (See section on Faculty Dismissals) only upon proof of one or more of the following: serious neglect of duty; incompetence; major violations of academic freedom; misconduct; dishonesty; conflict of interest that brings severe injury or discredit to the University; or moral turpitude related directly and substantially to the fitness of the faculty member in his/her professional capacity as a teacher or researcher."

with text regarding faculty dismissal from the 1987 version of the Faculty Handbook that reads

"Tenured faculty may be dismissed, demoted, or prematurely retired for adequate cause (See section on Faculty Dismissals) only upon proof of one or more of the following: serious neglect of duty; incompetence; major violations of academic freedom; misconduct, dishonesty, or conflict of interest that brings severe injury or discredit to the University; moral turpitude related directly and substantially to the fitness of the faculty member in his/her professional capacity as a teacher or researcher."

This proposed language makes exactly two changes to the current language: (1) it replaces the semicolons after 'misconduct' and 'dishonesty' with commas and (2) it moves the logical connective 'or' from the beginning of the last clause to the beginning of the clause that begins with the phrase conflict of interest.'

6.     Distinguished Faculty Service Awards (W. Dutton)

Academic Vice President William Dutton, who chaired the Distinguished Service Awards Committee took the floor to report on the Committee's recommendations. The other members of the committee were: Professor Gregg Davis, Earth Sciences, LAS; and Najwa L. Hanel, Head of the Science and Engineering Library.

He said that the Committee reviewed past awards and considered all nominees for this year's award. The Committee recognized that these awards are one of the few ways the Senate can reward the hard work and dedication of members of the USC community, and that we should not artificially limit the number. Thus, the Committee unanimously agreed to recommend three Distinguished Faculty Service Awards to the Executive Board of the Senate, all of which were accepted.

In alphabetical order, the awards were given to:

1. Professor J. Lawford Anderson, who served as President of the Faculty, President of his College's Faculty Council, and Chair of his department, among many other roles at USC. The inscription reads:
"The Academic Senate of the University of Southern California wishes to recognize Professor James Lawford Anderson for his strong leadership as President of the Senate in building bridges among faculty and with the Administration, May 10, 2000"

2. Professor Tu-Nan Chang, whose contributions to the University include his work on the Handbook Committee, as a member at large of the Academic Senate Executive Board, and as President of the Academic Senate for two consecutive terms: 1994-1995 and 1995-1996. The inscription reads:
"The Academic Senate of the University of Southern California wishes to recognize Professor Tu-Nan Chang for his productive leadership and collegial style as President of the Senate, and launching the Senate on the World Wide Web, May 10, 2000"

3. Professor William "Greg" Thalmann, the immediate Past President of the Faculty. His inscription reads:
"The Academic Senate of the University of Southern California wishes to recognize Professor William Thalmann for exemplifying the highest qualities of academic integrity and collegiality in his unstinting leadership as President and Past President of the Faculty, May 10, 2000"

Academic Vice President Dutton then announced one further award to the outgoing President of the Faculty, Professor Bill Tierney. He noted that many of his colleagues have recognized how much Professor Tierney cares about doing "the right thing", a phrase he frequently used in the discussions of the Executive Board. Professor Tierney is a highly respected scholar, administrator, and colleague, who was concerned consistently with being decent and fair to all the faculty, and to the issues they raise, regardless of his personal views on these matters. As one of our colleagues in the School of Engineering put it: "Professor Bill Tierney has the required patience, civility, integrity and skills to handle complex issues, involving large, diversified and low-entropy sets of highly intelligent individuals. Tough, tough thing to do!"

Academic Vice President Dutton concluded his remarks by saying that much more could be and has been said about each of the honored individuals. What should be crystal clear is that these scholars have put their reputations on the line to serve the faculty of this university. He then thanked and congratulated all of the award winners.

The meeting was adjourned at 4:30 p.m.

A reception in the Faculty Center courtyard followed the meeting, to honor the winners of the Distinguished Faculty Service awards and to celebrate the election of the new Executive Board.
_______________
Respectfully Submitted,

Nicos A. Petasis
Professor of Chemistry
Secretary General of the Academic Senate