Model Research Collaboration Agreements
There are five model Research Collaboration Agreements, covering one to one projects each providing a different approach in the key area of who is to own, and have the right to exploit, the intellectual property in the results or outcome of the collaborative project.
| Links to the four Lambert Research Collaboration Agreements are in the first column. Read across each row to find an explanation of the terms of the agreement and the Intellectual Property Rights covered. | ||
| Lambert Research Collaboration Agreement | Terms | IPR |
|---|---|---|
| Agreement 1 | Sponsor has non-exclusive rights to use in specified field/territory; no sub-licences | University |
| Agreement 2 | Sponsor may negotiate further licence to some or all University IP | University |
| Agreement 3 | Sponsor may negotiate for an assignment of some University IP | University |
| Agreement 4 | University has right to use for non-commercial purposes | Sponsor |
| Agreement 5 | Contract research: no publication by University without Sponsor's permission | Sponsor |
The model agreements are merely starting points and their use is not compulsory, but by using them you may be able to reduce the amount of time and money spent negotiating.
You should decide which of the five approaches best suits your purpose and negotiate with the other party to achieve consensus and a signed agreement before work on the project begins.
Choosing the right agreement
To help you decide which of the model Research Collaboration Agreements most closely reflects the circumstances of your project, we have prepared a Decision Guide to lead you through some of the principles and criteria that you may wish to take into account when deciding on the ownership and rights to exploit IP. You may find it helpful to consult this before using any of the model Research Collaboration Agreements.
In reality, model Research Collaboration Agreements 2 and 3 may be combined so that the Sponsor has the right to negotiate an exclusive licence and/or an assignment. The outcome of negotiations could be, for instance, that the Sponsor takes an exclusive licence in one territory and an assignment of IP in a different territory.
None of the agreements deals with the joint ownership of IP because this occurs more rarely than people think and it is more difficult for both the Sponsor and the University to manage. The model Research Collaboration Agreements adopt the simpler approach that one or other of the parties will own the IP, but the result of negotiations may be that the University owns the IP in Result "A" and the Sponsor owns the IP in Result "B".
The model Research Collaboration Agreements do not represent an ideal position for either party; they represent a workable and reasonable compromise for both parties.
Guidance notes
There are guidance notes on the contents of the five model Research Collaboration Agreements and some of the legal issues. Please read these before using any of the model Agreements.
Identifying issues
It is important that you identify any major issues or differences of approach early on in the process of negotiating the research project. By doing so, you will be able to concentrate on resolving those issues. You may find that going through the process of completing the Outline for the Research Collaboration Agreements will help you to identify the issues.