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Dear Expert,
We are delighted to have you join the Insight Alpha expert network! As an expert-network firm, compliance with legal and ethical standards is an integral part of our company. It helps us protect our clients as well as you, our consultants. With that in mind, we want to make sure you understand your role in the process and your rights as a consultant. The compliance tutorial is designed to give you a better understanding of Insight Alpha’s compliance procedures and should not be treated as a substitute for a clear understanding of our Terms & Conditions.
Before you agree to a consultation, take care to ensure that your participation in the project is not in violation of any agreements you may have with a current or former employer, other person or entity. It is your general understanding of trends in your industry that our clients are interested in, so be careful that you do not disclose any trade secrets, proprietary or confidential information as well as any material, nonpublic information.
While you are a valuable expert in your field, you are not being hired as a financial or investment advisor or lawyer, so remember that you cannot offer financial, investment, or legal advice. It is crucial that we do not match you up with a client whom it would be inappropriate for you to speak with, so please be as accurate and complete as possible in the biographical information you provide us. Please also let us know if your situation changes at any time. Finally, you have a right to decline any project that you feel may put you in danger of violating the above.
Conflict of Interest:
You cannot speak about anything that you have previously made agreements not to divulge information about (i.e. confidentiality agreements). If you have been a part of any medical or legal trials, you may be under obligations not to share information regarding the trial. Those obligations also represent a conflict of interest. Finally, if you are a government employee, please adhere to any rules and policies applicable to your position.
You cannot currently be employed by the client’s target company. Additionally, you cannot consult with a client who is a direct competitor to your company. While we do our best to mitigate conflict of interest problems, please note that when you agree to a consultation, you are responsible for ensuring that the project does not conflict with any agreements or duties you may have. Also, Insight Alpha is not present at your consultation, so if a conflict arises, you are responsible for noting to the client that the question represents a conflict, terminating the consultation, and notifying us immediately.
Material non public information:
Material nonpublic information includes information that is not publicly available and that contains economic value in the sense that it could affect the stock price of a publicly traded company. Please take caution to not divulge any material nonpublic information during the consultation and not share any nonpublic information that you may attain in the course of a consultation. If you find yourself in a situation where you unknowingly or inadvertently divulge such information, please contact Insight Alpha immediately by contacting us via email at compliance@insightalpha.com
Confidentiality:
All consultations are confidential. By agreeing to Insight Alpha’s Terms and Conditions, you agree not to disclose or to attempt to use or personally benefit from any confidential information disclosed to or known by you because of your participating in a Insight Alpha consult. Any information you attain from a client or Insight Alpha during the course of a consultation is considered confidential. Equally, anything you tell the client in a phone call is confidential as well.
Practice Questions:
1. You are a director of public Company XYZ, which is undergoing a sale of shareholders’ shares (or "tender offer"). You are asked to consult about wireless handset trends, which you have knowledge of from a prior, unrelated position. Can you consult?
No. While the subject itself does not present a direct conflict of interest, "If a public company of which you are a director, officer or other employee is the subject of a tender offer, you must decline all invitations to consult on any Projects while the tender offer process is taking place."
2. You are the CEO of a private consulting firm and have never been employed by or engaged in any relationship with the company in discussion. After a lengthy discussion about general industry trends and your valued opinions on the industry and company, you have formed a positive outlook on the stock. Since it is purely your opinion, which is not informed by any proprietary information, can you give your broad recommendation?
No.: "Contributors are expressly prohibited from providing investment judgment or financial or legal advice, including, but not limited to, rating or recommending any security, providing advice as to the value of any security, or providing any advice regarding the advisability of investing in, purchasing, or selling any security."
3. You learn of upcoming entry by your company into a brand new product line, the details surrounding which have not been made public. Can you talk about it?
No. "You must not disclose trade secrets or other proprietary or confidential information, including any material, non-public information (or similar concepts as defined under any applicable law or regulation) of an employer or other person or entity."
4. You learn of upcoming entry by your company into a brand new product line, the details surrounding which have not been made public. During the course of a consultation, you inadvertently disclose this information. Realizing this error, should you continue to consult?
No. "Should you become concerned with the nature of any inquiry by one of our Clients or whether your participation in a Project could result in a violation of any law, regulation, agreement, Insight Alpha policy or other obligation you may have, you should discontinue your participation in the Project and notify us immediately by emailing compliance@insightalpha.com."
5. During the course of a consultation, Client XYZ mentions their research findings on the product quality of Company XYZ. Can you share the client’s name and/or this information with friends?
No. IA’s Terms and Conditions state: "You may not, except to the extent required by applicable law (with prior notice to Insight Alpha and the Client), communicate or divulge any information which Insight Alpha or a Client considers confidential, including, but not limited to, the existence, nature and contents of proposed or actual consultations, surveys or other consulting Projects with Clients or the names of Clients."
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