The following is taken from ARTICLE VIII of the Conexxus Operating Procedures and Guidelines.
Although a standards organization, including its Technical Committees, Subcommittees, and Working Groups, is recognized as a valuable tool of American business, one of the potential dangers which members of any organization face is compliance with federal and state antitrust laws, which generally forbid any combination, contract or conspiracy that restrains trade. Since Conexxus, as well as its Technical Committees, Subcommittees, and Working Groups, are by nature comprised of a combination of competitors, all Conexxus Members must ensure that their activities do not violate the law.
The following activities are among those that have been held to be per se illegal under the antitrust laws:
· Agreements to fix prices, regardless of whether prices are increased, decreased, stabilized or set according to an agreed formula or subject to uniform discounts or allowances, including topics that might indirectly affect prices, such as costs, discounts, profit levels, production schedules or cost margins, standardization or stabilization of prices, pricing procedures, credit terms, or control of sales.
· Agreements to restrict volume or production;
· Agreements to divide or allocate territories or customers;
· Agreements not to deal with a particular customer or supplier or group of customers or suppliers, i.e. a boycott; while you can talk about your dissatisfaction or satisfaction with a class of goods or services, you cannot single out a supplier for derision or criticism in a group setting.
Conexxus Members should, therefore, refrain from any discussion that could be interpreted as an agreement to take common action on prices or production or allocation of customers or markets. This is especially true in the setting of an informal gathering, either before or after a regular meeting.
In order to avoid potential antitrust problems, Conexxus adheres strictly to the following guidelines:
· Conexxus meetings, including those of its Technical Committees, Subcommittees, and Working Groups, are held only when there is appropriate business to discuss.
· New members will receive an antitrust pamphlet that explains the antitrust laws and outlines their responsibilities as members of the Conexxus, its Technical Committees, Subcommittees, or Working Groups, under the antitrust laws.
· Agendas are prepared, reviewed by counsel, and circulated to members.
· An antitrust statement and acknowledgement by the members will precede all regularly scheduled meetings.
· Counsel participates in the drafting of minutes and attends Conexxus meetings, including those of its Technical Committees, Subcommittees, or Working Groups, when appropriate, unless the chair of the Technical Committee or Working Group has been trained in these areas.
· If Members at any time have questions regarding the propriety of any activities of Conexxus, its Technical Committees, Subcommittees, or Working Groups, or have questions in general regarding the antitrust laws, they are encouraged to seek legal counsel. Conexxus retains competent counsel, whose primary purpose is to address any questions the Members might have regarding their actions and the antitrust laws. Members should contact the Executive Director if they have such a question, so that counsel can review the issue and render an opinion.