1. Who can use the service of the Office of General Counsel?
The President and University are our clients, and it is to the President and University that we owe the duties of loyalty, confidentiality and advocacy. Any University administrator or employee who is acting on behalf of the University is, in that capacity, an agent of the University and therefore a personification of our clients. Thus, we serve literally hundreds of individuals as "clients" and we advise and represent them as they work to administer the affairs of the University. We must always be cognizant of possible conflicts of interest within the organization to ensure that we are always serving and protecting the interests of our clients, the President and University.
We cannot give legal advice for personal matters. The Florida Bar provides referrals for personal legal services.
2. How do I obtain services from the Office of the General Counsel?
University administrators, deans, and department or unit heads are generally the appropriate persons to bring requests for legal opinions forward to our office. When a faculty or staff member has a legal question, often a dean or unit administrator may have the answer if advice from our office has already been sought on the particular matter in question. In addition, generally speaking, deans or unit administrators are in the best position to know when the unit should seek legal counsel.
If you would like to contact our office with a question please submit your question to the General Counsel Jira Service Desk or to schedule a meeting, please direct inquiries to our office staff at email@example.com or 850.474.3420. Please provide necessary background information such as the contract, policy, communication, or type of situation about which you are inquiring. This helps us to determine the best and most efficient way to handle your question, including which attorney should be involved, so that we can provide a timely and efficient response and appropriate follow-up. Our support staff are trained in and bound by the same rules of confidentiality as the attorneys. In addition, often they can help you locate the policy, office, document or other resource that can answer your question (but they cannot give legal advice).
3. Are my communications with the Office of General Counsel confidential?
The attorney/client privilege exists between our office and the University. The privilege can be waived by sharing the communication with anyone outside the attorney/client relationship. Since administrators acting as agents of the University communicate with our office on behalf of the University to seek and receive legal advice, those communications generally are confidential and privileged attorney-client communications as to entities outside the University. Privileged advice from the Office of General Counsel should be maintained in confidence and not shared with anyone. In order not to waive the privilege, you must not forward emails with advice from the Office of General Counsel or share other legal communications with third parties outside of the University, or to individuals within the University. Such actions may waive any privilege that would have been attached to the advice.
4. What should I do if I receive a subpoena, court order or search warrant pertaining to the University?
Contact the Office of General Counsel at 850-474-3420 immediately and provide us with a copy of the document. Do not contact or discuss the document with the person who issued it until you have received guidance from our office. In most cases we will be the appropriate office to handle communications with the issuing person. Note: Our office cannot provide advice and assistance regarding such documents if they are unrelated to University business. See UWF Policy GC-03.01-04/19.
5. What should I do if I receive a records request that is not a subpoena?
Immediately contact and submit the request to the General Counsel’s Service Desk that can be found here. See UWF Policy GC-01.04-05/18.
6. What should I do if I receive an inquiry from an attorney outside the University about a University matter?
Refer the attorney to the Office of General Counsel and contact us immediately at 850-474-3420. Do not discuss the matter with the attorney. See UWF Policy GC-03.01-04/19.
7. What are the University’s rules concerning the hiring of relatives and household members?
See UWF Policy HR-15.02-05/16.
8. Who is required to make a report to the UWF EEO Office if one becomes aware of possible discrimination, harassment, or sexual violence in violation of the University’s anti-discrimination policy?
Generally, all persons on campus should make a report to the EEO Office if they know or have reason to believe that discrimination, harassment, or sexual violence has occurred in violation of the University’s anti-discrimination policy (UWF P-13.08-03/17 & P-14.02-02/15). Administrators and supervisors must report whenever they have knowledge of any potential discrimination, harassment, or sexual violence whether or not it relates to their area of supervisory responsibility.
9. What privacy considerations do I need to take into account if my department or division sends, provides, or discloses personal information (student, employees, research subjects, etc.) to a third party vendor or other collaborator?
FERPA is a longstanding law that generally prevents the disclosure of student information except under certain circumstances. FERPA does not require disclosure in most circumstances, but may permit it. The Office of the General Counsel has available a FERPA Release Authorization Form that can be found at: https://uwf.edu/offices/general-counsel/office-of-general-counsel/legal-forms/release-forms/
Additionally, the General Data Protection Regulation (“GDPR”) controls disclosure and processing of personal information for persons in the European Union. If your unit collects or processes personal information, either directly or through a third party (such as through software), from persons potentially in the European Union, your unit should ensure that several requirements are met. These include providing notice of the information processing and the purposes of collection, getting consent when collecting sensitive information, and including specified contract terms when sharing personal information with a third party or collaborator. Please contact, as applicable, the UWF’s EU GDPR Data Protection Officer, Office of Compliance and Ethics at firstname.lastname@example.org with questions about the application of GDPR. The Office of General Counsel also has template contract addenda available.
There also are protections for Controlled Unclassified Information, which are governed by the applicable grant terms and conditions. You also may contact Information Technology Services to discuss best practices for securing personal and sensitive electronic information during collection, transfer, and storage.
10. Who has the authority to sign contracts on behalf of the University?
University contracts may only be signed by authorized employees. Contract signature authority within the university is very limited and controlled centrally. Signature authority is derived solely from the President by written delegation, generally limited to the vice presidents, and further limited to specific types of transactions and relationships. Contracts may only be signed by those with an express written delegation from the President or a written sub-delegation from a vice president. Authorized delegations are maintained by the Office of the General Counsel.
Anyone who has not received signature delegation and who signs a contract that purports to bind the university or its divisions is acting without authority and may be disciplined or held personally liable for the contract. UWF Policy P-04.05-05/18, Authority to Sign Contracts and Other Documents.
Sunshine Law Meetings
Sunshine Law Open Meetings Requirement
Article I, sec.24 of the Florida Constitution requires that all meetings of the Florida Legislature be open and noticed. In addition, sec. 286.011(1), Florida Statutes (1995) provides that all meetings of any board or commission of any state agency at which official acts are to be taken are declared to be public meetings open to the public at all times. Consequently, meetings of the UWF Board of Trustees and all committees of the Board of Trustees must be noticed and open to the public. Questions occasionally arise regarding the meetings of student government and its various divisions (legislative body, executive, etc). There is no specific exemption in the law regarding student government, but Florida’s open meetings law applies only to boards or commissions of a state agency (or, not applicable here, a county or municipal board or commissions). Certain committees of student government may be subject to the Sunshine Law, depending on their function. For example, the Activity & Service Fee Committee performs a function derived from authority of the Board of Trustees in spending activity and service fees.
Section 286.011(1) states that for all public meetings subject to the law “reasonable notice” must be provided. The statute does not define “reasonable notice”, but the Attorney General of Florida has provided the following guidelines, with which this office concurs:
1. The notice of any of these meetings should contain the time and place of the meeting and, if available, an agenda (or, if no agenda is available, subject matter summations should be provided);
2. The notice of any of these meetings should be prominently displayed in an area set aside for that purpose (notice should at a minimum be posted in the Library on the billboard for such purposes and on the UWF Sunshine Law Public Meeting Website);
3. The public should have at least 24 hours prior written notice of any of these meetings;
The notice of any of these meetings must include the advice that if a person decides to appeal any decision taken at the meeting, he or she will need a record of the proceedings, and that, for such purpose, he or she may need to ensure that a verbatim record of the proceedings is made (Section 286.0105 F.S. 1995). (in this case, any of these meetings should be tape recorded or otherwise recorded in verbatim)
FAQ on Sunshine Law:
Section 286.11, F.S. provides: “All meetings of any board or commission of any state agency or authority or of any agency or authority of any county, municipal corporation, or political subdivision, except as otherwise provided in the Constitution, . . . at which official acts are to be taken are declared to be public meetings open to the public at all times, and no resolution, rule, or formal action shall be considered binding except as taken or made at such meeting.
This law applies to appointed as well as elected boards. Additionally, this law applies to many advisory boards and committees created by public agencies in the course of conducting agency business. The determining factor is whether the advisory board of committee has been delegated the decision-making authority of the board/commission, as opposed to being given only information-gathering/fact-
Q. What is an open meeting in the UWF context?
Any meeting at which the UWF Board of Trustees is acting or at which a group that is acting on behalf of the UWF BOT is acting.
Q. Is a staff meeting an open meeting?
Generally, no. Staff meetings are not generally meetings involving a “delegation of authority” from the Board of Trustees for decision making or policy making – as such, they are not sunshine meetings. In fact, the majority of meetings that UWF employees attend in performance of their jobs are not sunshine meetings open to the public even though UWF is a public agency.
Q. What meetings must be open?
Examples include: 1. Search committees may be open or closed, depending on function. Where a search committee performs a delegated function, actually making candidate selection decisions, then it must be open, because in that case it is performing a function on behalf of the Board of Trustees. Where a search committee is established for fact-finding only, it is not performing a delegated function and does not need to be conducted in the open. University policy may direct this.
2. Collective bargaining negotiations, in which a staff team negotiates for the Board of Trustees.
3. Bid openings in the Purchasing Department.
Q. What constitutes a sunshine meeting?
Any discussions or deliberations, formal or casual, between two or more covered committee members about a matter which will or is likely to come before the covered committee. Meetings include any workshops, telephone conversations, email communications, or other interactions where covered material is exchanged, including social gatherings. Two or more members of the committee may see each other socially, but they may not discuss committee business. Committee members cannot use third parties to serve as “go betweens” to communicate about issues subject to open meeting requirements.
Q. What is required if the meeting is a sunshine meeting open to the public?
Reasonable public notice of the meeting; a location that is accessible to the public; opening the meeting to the public; limited ability for members of the public to address the committee. In addition, minutes must be taken, all committee members must vote (unless they declare a conflict of interest), and there can be no secret ballots.
Q. What is required for public notice to be “reasonable”?
Notice must be sufficient to provide the public advance notification of the information to be discussed. Must be posted where members of the public can view it (website, bulletin board).
Q. Do members of the public have a right to speak at a sunshine meeting?
In a limited fashion, yes. Members of the public shall be offered a reasonable opportunity to be heard on a matter actually before the board or commission. This opportunity is subject to rules or policies adopted by the BOT. One common practice is to require a public comment form, submitted prior to the start of the meeting, specifying the matter upon which the individual or group wishes to speak. (Make forms available at the meeting; if the meeting will be held telephonically, make forms available as part of the meeting notice.) Organizations, groups, or factions may be required to designate a single representative to speak on its behalf. A time limit on each comment, and on the total comment period, may be set by the chairperson of the committee.
Q. Does the committee have to record the meeting?
No. But a member of the public who is attending the meeting may record it, if s/he does so in a non-disruptive manner.
If you do record your meeting, the recording must be retained in accordance with document retention procedures.