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Litigation Review Committee
October 2021
October 7, 2021
8:30 a.m.
West Committee Room, McNamara Alumni Center
Docket Item Summary - 3
1. Annual Report on Legal Matters
Docket Item Summary - 15
2. Resolution to Conduct Non-Public Meeting of the Litigation ReviewCommittee to Discuss Attorney-Client Privileged Matters -Review/Action
Annual Report on Legal Matters - 4
Resolution - 16
LIT - OCT 2021
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BOARD OF REGENTS
DOCKET ITEM SUMMARY
Litigation Review October 7, 2021 AGENDA ITEM: Annual Report on Legal Matters
Review Review + Action Action X Discussion
PRESENTERS: Douglas Peterson, General Counsel PURPOSE & KEY POINTS Board of Regents Policy: Attorneys and Related Services requires the Office of the General Counsel (OGC) to report annually on its activities. This report provides the Litigation Review Committee an opportunity to discuss legal developments and trends affecting the University, and OGC’s performance in providing legal services to the University during FY 2021.
X This is a report required by Board policy.
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University of MinnesotaOffice of the General CounselANNUAL REPORT 2021
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Front Row. Duluth: Champ the Bulldog | Twin Cities: Goldy Gopher Back Row. Morris: Pounce the Cougar | Crookston: Regal the Golden Eagle | Rochester: Rockie the Raptor
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Mission of the Office of the General Counsel
To Safeguard the constitutional authority of the Board of Regents and those who act on its behalf to govern the University
To Represent the University in adversarial forums zealously and in accordance with the highest standards of integrity and ethics
To Protect the University’s legal interest in all transactions, thereby protecting the investment of the citizens of Minnesota in the University
To Provide legal services and counsel to University officials so that all the institution’s activities comply with applicable laws and University policies
To Protect the principles of due process in the University’s treatment of faculty, staff and students and all other members of the University community
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4
University of Minnesota Office of the General Counsel
Dear Colleagues,
The COVID virus and its variants have shifted from acute to endemic, dashing our hope that we were working ourselves out of a crisis. That reality continues to significantly impact how we go about our legal mission on behalf of the University.
The pandemic continues to challenge the University in many ways. The hoped-for return to campus led to mask and vaccine mandates. Faculty are finding new ways to inspire students. Research labs adapt their operations to ensure that the University’s commitment to discovery continues to thrive. M Health Fairview finds its clinical practice disrupted and must re-shape its health care delivery priorities. Student-athletes lost out on some competition, and now face uncertainty again. Each of these transformational changes finds the Office of the General Counsel (OGC) arm and arm with our University colleagues as we navigate uncharted waters together.
What impresses me in these turbulent times is the professionalism and dedication to mission of those who serve this great university. It is a privilege to work with you. We at OGC are committed to doing our part to assist you to address the challenges of our times: racial justice and the advancement of diversity and inclusion; keeping our community safe and earning the public’s trust; advancing discovery and innovation; providing high quality health care while investing in the research essential to future generations; and fostering the robust dialogue at the heart of a university.
As we go about our legal work for the University, what is striking is your ability to not just persevere, but to excel in the face of adversity. We look forward to the continuing opportunity to join you on our shared mission of teaching, research and service.
Sincerely,
Douglas R. Peterson General Counsel
©2019 Regents of the University of Minnesota. The University of Minnesota is an equal opportunity educator and employer.
govrelations.umn.edu @umngovrelations [email protected] 612-626-9234
U of M Research is conducted across the state, including many county Extension offices and Minnesota Scientific and Natural Areas (not shown).
Campuses
Extension County OfficesExtension Regional OfficesField and Affiliated StationsCities with Health Care Training SitesResearch SitesResearch & Outreach Centers
U of M Impact Across the State
Fall 2020 Students and Faculty and
Staff
42,869 undergraduate students
12,497 graduate students
4,216 professional students
7,211non-degree seeking
students
5,512international students
26,630 employees
4,720 faculty
U of M Impact Across
the State
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ANNUAL REPORT 2021 5
University of Minnesota Office of the General Counsel
Practice Areas in the Office of the General CounselOGC attorneys represent and counsel the University in many areas, including the following:
• Litigation and other contested matters• Student affairs• Labor and employment• Data privacy and public disclosure law• Health care• Real estate and construction• Technology transfer and intellectual property transactions• International programs• Corporate and commercial transactions• Securities and finance• Gifts and tax• Research regulation
Select Highlights
COVID-19Since January 2020, the OGC has provided advice and counsel related to many of the various ways the University has responded to and navigated through the COVID-19 pandemic. These issues have involved all aspects of OGC’s practice — employment, student affairs, contracts, athletics, research, and others. Most recently, these efforts have included providing legal assistance relating to the University’s Vax 2.0 efforts, both with respect to the employment and labor issues involved with the attestation program and the student issues relating to adding the COVID-19 vaccine to those vaccines already mandated by state statute.
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University of Minnesota Office of the General Counsel
6
University of Minnesota Office of the General Counsel
Transactional Law Services Group
The OGC transactional attorneys serve as a key resource to the University, providing legal advice on all manner of complex business transactions throughout the year. OGC assisted the University on over seventeen hundred contracts and transactional matters during the fiscal year. These matters included a variety of procurements and contracts including high value complicated construction and goods/services agreements and transactions, as well as industry collaborations, sponsored research agreements and consortium/association agreements. OGC work also includes complex real estate transactions, advising on patent, copyright and trademark issues regarding commercialization and ownership of technology, research, and advising on patent and copyright disputes. Beyond business transactions, OGC transactional attorneys offer training to departments, assist and advise on bond issuance and related due diligence, advise on international programs, and assist and advise on COVID related contract issues.
Huntington Bank
In December of 2020, TCF Bank notified the University that it would merge with Huntington Bank. After the July 2021 merger, the surviving entity would be Huntington Bank, and TCF Bank would no longer exist as a business entity. At that time, TCF Bank held the naming rights to the University’s football stadium, and had an exclusive banking relationship with the University. As a result of the merger, OGC coordinated with the Athletic Department, University Relations, Real Estate, Auxiliary Services, and Finance to amend the University’s Naming Agreement to change the name of the stadium to Huntington Bank Stadium, negotiate new stadium logos, and negotiate the banking agreements to reflect the current relationship and new terms.
800+ AGREEMENTS TO
PURCHASE GOODS AND SERVICES
313 AGREEMENTS TO SELL GOODS OR
SERVICES
361 HEALTH SCIENCES
AFFILIATION
AGREEMENTS
200 SOFTWARE LICENSE
AGREEMENTS
OGC advised on:
Select Highlights (Continued)
“OGC has been a valued and innovative partner with University Finance in a number of priority areas, includ-ing the PEAK Initiative, Educational Broadcast System license valua-tions, Huntington Bank negotiations, BioMADE, and the recent suc-cessful debt refinanc-ing transaction. The lawyers who have been part of those activities have provided valu-able legal advice and thoughtful counsel on strategy. I look forward to working closely with them on these and other priority activities in the future.”
– Michael VolnaAssociate Vice President of Finance & Assistant CFO
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ANNUAL REPORT 2021 7
University of Minnesota Office of the General CounselUniversity of Minnesota Office of the General Counsel
Labor and Employment
5
INTERNAL
GRIEVANCES
44 ARBITRATIONS
36 AGENCY CLAIMS
18
FAVORABLE RULINGS
0UNFAVORABLE
RULINGS
10SETTLED CASES
Litigation and Contested MattersOGC attorneys represent the University in a variety of litigation and contested matters. They defend labor and employment, personal injury, statutory and constitutional, and student-related claims brought against the University. These matters found OGC attorneys in state and federal trial and appellate courts, in arbitrations, and in University internal proceedings. In one matter, the Minnesota Court of Appeals affirmed the district court’s denial of a new trial in a case where a jury had rejected a multi-million dollar claim asserted by a company that had been retained to—but failed to—negotiate agreements with major telecommunications carriers to enhance cellular phone coverage on the Twin Cities campus.
Compliance Units in the Office of the General Counsel
Clery Compliance Office
The Clery Compliance Office in OGC is responsible for ensuring the University’s compliance with the Clery Act systemwide. The Clery Compliance Office works cooperatively with each campus to identify and train Campus Security Authorities (CSAs), compiles crime statistics, publishes the Annual Security and Fire Safety Report, and provides technical assistance to support each campus.
Compliance with the Clery Act is contingent upon the identification and training of CSAs who are responsible for forwarding reports of crime to the campus Clery Officer for inclusion in the annual statistical disclosure. The Clery Compliance Office identified and offered training to over 2,000 CSAs across the system’s five campuses and created customized training for University Security. The Clery Compliance Office implemented new processes on each of the five campuses to enhance CSA crime reporting through the creation of an online reporting form.
95% Litigation Success Rate (FY17-FY21)
180
160
140
120
100
80
60
40
20
0 146 6 2 WON LOST MIXED RESULT
1,248 Individuals trained
The Clery Compliance Office
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8
University of Minnesota Office of the General Counsel
1200
1000
800
600
400
200
0
10 11 12 13 14 15 16 17 18 19 20 21
Requ
ests
Rec
eive
d
10951249
273 300 283 323410
410
662662
580
830
Fiscal Year:
Office of Athletic Compliance
2020-21 will stand out as a unique and pivotal year in collegiate athletics. The COVID-19 pandemic had significant implications in the world of intercollegiate athletics which required the Office of Athletic Compliance to work closely with the Athletics Department as it adapted to all of the changes brought about by COVID-19. Many sports had to shift their entire competitive seasons to a different period of time and NCAA rules shifted weekly to accommodate the changing landscape. The Office of Athletic Compliance found innovative ways to continue to complete required education and monitoring with the challenge of working remotely. July 1, 2020, brought about a new era in college athletics with the passage of new Name, Image, and Likeness guidance from the NCAA allowing student-athletes to profit from commercial activities in ways that they have never been permitted to in the past. The Office of Athletic Compliance and OGC were instrumental in creating a policy that followed NCAA guidance and existing University policies while allowing student-athletes to benefit from this new opportunity. Moving forward, the Office of Athletic Compliance will be responsible for monitoring adherence to the policy and tracking state and federal legislative efforts in this area.
Data Access and Privacy Office
This year, the Data Access and Privacy Office (DAP) completed a comprehensive review of the University’s Public Access to University Information policy, which included substantial changes to the Procedures for Requesting Information. The policy and procedural changes are intended to enhance transparency, improve efficiency, incentivize requesters to submit focused and targeted requests and improve understanding of internal request processing. In addition, DAP implemented a new on-line data request portal that is easy to use by the public, data subjects and University users.
As in previous years, the work of DAP continues to grow in volume and complexity. Between FY17-FY19, the University received 2,072 data requests, an average of 691 data requests per year. In FY20 and FY21, we received 1,095 and 1,249, respectively, for an average of 1,172 requests per year. In addition to an increasing volume of data requests, an ever-changing legal landscape shaped
The Twin Cities Campus ATHLETIC
COMPLIANCE OFFICE
hosted over
73 EDUCATIONAL
SESSIONS
conducted
10 AUDITS
In-person monitoring in practice/competitions: 30
EVENTS
15 INVESTIGATIONS
12 SELF-REPORTS
to the NCAA/Big Ten
20 NCAA/BIG TEN
WAIVERS
MGDPA Formal Requests Received by University (FY)
Compliance Units in the Office of the General Counsel (Continued)
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ANNUAL REPORT 2021 9
University of Minnesota Office of the General Counsel
OGC Staff Professional and Community ServiceOGC staff hold many leadership roles in professional organizations as well as volunteering their time to various non-profit, community and public service institutions:
Laurie Beyer-Kropuenske Minnesota Department of Health’s Privacy and Security Work Group of the
eHealth Advisory Committee, Co-chair
Jeremiah Carter NCAA Legislative Committee
Whitney Cushing Warrior 196, Volunteer Coordinator
Dan Herber Volunteer Lawyers Network Board of Directors; Minnesota Law Review Alumni Advisory Board
Susan Kratz American Lung Association Minnesota Board; Editorial Board Member for American Health
Lawyers Association Journal of Health & Life Sciences Law
Diane Krawczynski Hennepin County Master Gardener; Special Olympics, Volunteer
Ruilin Li UMN China Center Advisory Council; China Center’s External Review Committee
Susan McKinney Twin Cities Chapter, ARMA International, President
Doug Peterson NCBE, Uniform Bar Exam Drafting Committee; Chief Legal Officers Group, Member
Tim Pramas Taught Law School classes “Civil Rights and Civil Liberties Moot Court” and “Law in Practice;”
Neighborhood House Volunteer, food shelf collection and organization
Carrie Ryan Gallia Girl Scout Troop Leader and Cookie Mom; Teaches legal writing and judicial opinion
writing at the University of Minnesota Law School
Paul Savereide Minnesota Police Pipe Band, Pipe Major; Immanuel Lutheran Church, Eden Prairie, Church
Council Vice President
Jean Schatz Feed My Starving Children, Volunteer
Karen Wagner Interim President of the Higher Education Legal Managers; Vice Chair of the City of New
Brighton Public Safety Commission
Amanda Weddle Walker Art Center, Volunteer
Outside Counsel Distribution
Use of Outside CounselOGC handles most of the University’s legal needs with internal resources. Besides the substantial economy that comes with an in-house legal department, the quality of legal services the University receives is enhanced by OGC’s comprehensive knowledge of the University’s unique structure, operations, strategic priorities, and mission. OGC does retain outside counsel, however, when specialized expertise or additional resources on a particular matter are necessary. For example, the University regularly retains outside counsel for patent prosecution services. We value the advice the University receives from outside counsel and appreciate their professionalism as they honor our expectation that they carry the University’s mission and value as they go about their work on the University’s behalf.
by the Minnesota Government Data Practices Act (MGDPA), and numerous federal privacy laws, continue to add to the complexity of honoring the University’s obligations to both protect private data and provide public access.
■ Patent 84.26%■ Contract 2.92%■ Environment 7.16%■ Employment 3.5%■ Other/General 0.41%■ Student 1.75%
■ Immigration 16.72%■ Research 19.69%■ Employment/Labor/ Compliance 22.84%■ Health Care 26.47%■ Intellectual Properties 5.85%■ Real Estate/Tax 0.21%■ Other 8.22%
Litigation
Non-Litigation
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10
University of Minnesota Office of the General Counsel
The Office of the General Counsel
Attorneys
Brent Benrud Greg Brown
Angela Downin Arnie Frishman
Dan Herber
Kaley Klanica Susan Kratz
Ruilin Li Douglas Peterson
Dan Piper
Tim PramasCarrie Ryan Gallia
Paul SavereideBrian Slovut
Beth Zamzow
Paralegals
Robert AmosKathy Bitterly
Whitney CushingDiane Krawczynski
Kimberly Lennartson
Diana Lutz-ClarkAmanda Weddle
Administrative Staff
Nola BreenTerry Hindt
Marcy Hoyles
Lynnette JohnsonNancy Larson
Scottie Isla Povolny
Jean SchatzSarah ShaftmanKaren Wagner
Law Clerks
Jake Baloun Andrew Eggers Rachel Pokrzywinski
Athletic Compliance
Aaron BerensJeremiah Carter
Katharine CresserKevin Gomer
James PraskaJohn Wallace
Clery Act Compliance
Daniel Alberts
Data Access and Privacy
Laurie Beyer-Kropuenske Kristine HaugslandSusan McKinney
Dan Volkosh
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University of Minnesota Office of the General Counsel
Office of the General Counsel
360 McNamara Alumni Center612-624-4100
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BOARD OF REGENTS
DOCKET ITEM SUMMARY
Litigation Review October 7, 2021 AGENDA ITEM: Resolution to Conduct Non-Public Meeting of the Litigation Review
Committee to Discuss Attorney-Client Privileged Matters
Review X Review + Action Action Discussion
PRESENTERS: Douglas Peterson, General Counsel PURPOSE & KEY POINTS To consider a resolution to conduct a non-public meeting of the Litigation Review Committee to discuss attorney-client privileged matters. BACKGROUND INFORMATION The committee reviews litigation matters and obtains legal advice regarding specific University actions and their legal consequences.
This is a report required by Board policy.
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REGENTS OF THE UNIVERSITY OF MINNESOTA
RESOLUTION TO
Conduct Non-Public Meeting of the Litigation Review Committee
to Discuss Attorney-Client Privileged Matters
WHEREAS, based on advice of the General Counsel, the Board of Regents Litigation Review Committee has balanced the purposes served by the Open Meeting Law and by the attorney-client privilege, and determined that there is a need for absolute confidentiality to discuss litigation strategy in particular matters involving the University of Minnesota.
NOW, THEREFORE, BE IT RESOLVED, that in accordance with Minn. Stat. § 13D.01, Subd. 3 and 13D.05 Subd. 3(b), a non-public meeting of Litigation Review Committee be held on Thursday, October 7, 2021 at 8:30 a.m. in the West Committee Room, 600 McNamara Alumni Center, for the purpose of discussing attorney-client privileged matters including the following:
I. Regents of the University of Minnesota v. United States of America and E.I. du Pont de
Nemours, Inc.
II. John Doe v. University of Minnesota, et al.
III. Steven Staubus, et al. v. Regents of the University of Minnesota/Patrick Hyatte, et al. v. The
University of Minnesota
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