LEGAL ADVICE

Confidentiality agreement/Non-disclosure agreement

 

Goal of this agreement is to ensure confidential information exchange. This means that recipient of information is bound by obligations to:

  • Use the information only for specific previously agreed purposes (usually in evaluating the feasibility of collaboration)
  • Disclose the confidential information ONLY to those who need to know for specific purposes
  • Keep this information confidential for a certain amount of time (usually 5 years)

Open discussion is key to any successful collaboration. To protect the rights of each partner, it is strongly advised to sign a confidentiality agreement before the discussions start.

Material transfer agreement

 

Every time when “materials” such as cell lines, anti-bodies, model systems (plant/animal), databases or other substances are transferred from one institution to another, arrangements on the use of such materials should be covered in a material transfer agreement (MTA).

 

Materials should be used only for the purpose the materials were released for. Furthermore, the materials continue to be property of the party providing them. They should not be landed to someone else, without the consent of the providing party. The party providing the materials also provides a contract template to the second party.

Licensing agreement and joint ownership agreement

 

Licensing agreement covers rights to third parties or spin-off companies to use certain know-how or intellectual property rights. If it is clear that UB owns certain intellectual property rights, such as patents or copyright, a licence can be granted to a third party. In return, the licensee is pays compensation to the licensor. License contracts will have to be drafted for every specific case. CTT UB can help with drafting and establishing the market value of the license.

 

If CTT UB’s partner isn’t the sole owner of intellectual property (IP), or IP is developed within cooperation with other parties, we suggest creating Joint ownership agreement in order to protect rights of everyone involved.

 

Beware that agreements concerning licensing and the ownership of intellectual property rights can be part of collaboration or consortium agreement in some cases. CTT UB can help you in negotiations with other parties and in drafting agreements.

Research collaboration and Contract research

 

A large amount of academic research is conducted in context of a research consortium in which companies, universities, research institutes or faculties are involved.

 

In this case, expenses of research are only partially covered by funding instruments of (subsidies, research grants). The participants each invest from their own sources.

 

This is why it is so important to talk about ownership and exploitation rights at the beginning. Cooperation with external partners can result in development of knowledge and/or intellectual property rights. CTT UB negotiates on behalf of institutions that it represents in order to achieve a fear agreement with respect to the research that is performed and the compensation that is paid for it. The legal counsels might come in handy during this process. They will, if need liaise with legal advisors of external parties and guide you through the clauses of the agreement.

Check out draft agreements, IP policy, strategies and laws for technology and knowledge transfer