|
|
|
|
|
|
|
|
|
|
|
|
|
|
UCSD encourages sponsored research support from commercial entities. Company funding for specific projects can provide substantial benefits to both the researcher and the company. It enables the researcher to receive additional funding for support of laboratory personnel and other costs, collaborate with company scientists in the development of a scope of work for the research, and develop long term relationships with companies whose commercial interests are complementary to the researcher's interests. Such relationships also have the added benefit of providing future employment for UCSD graduate students or post docs who may be interested in becoming company employees after they have completed their formal education at the University.
Each campus of the University of California operates under research administration policies formulated and distributed by the Office of the President on behalf of The Regents of the University of California; however, each campus maintains its own offices for contract and grant administration. After initial discussions have taken place between industrial sponsors and University faculty or senior research staff, the UCSD Office of Contract and Grant Administration (OCGA) may then be contacted by the researcher or his/her department to formalize the arrangements with the industrial sponsor. This process includes submission of a research proposal by the researcher/department to the OCGA for review and processing. After, or concurrent with this review, the OCGA will contact the authorized representative of the industrial sponsor and negotiate the terms of a research contract between the two organizations.
Since a research agreement is a legally binding contract, authority to solicit, negotiate and execute agreements for research at UCSD on behalf of The Regents of the University of California is delegated to only a few authorized representatives on each campus. Consult the OCGA website to locate the appropriate UCSD representative.
Discuss the specifics of the research project with the company technical contact and develop a written research plan (statement of work) for the project.
The research plan should include the following:
Discuss the level of funding needed for the project with the company. After receiving guidance from your department business office, provide a preliminary summary of the research costs, both direct and indirect, which you will need in order to perform the research plan developed between you and the company. The project direct costs will be based on staffing and other costs (see sample). The budget also must include project indirect costs or overhead at the federally negotiated rates.
Please note that the on campus overhead rate for research is 52.0% of modified (excludes equipment, tuition remission, etc.) total direct costs.
Please remember that a formal proposal and other minimum documentation noted below must be submitted to the OCGA and approved prior to acceptance of funding from the company:
The OCGA will advise if additional information is necessary. If the project involves human or animal subjects, please make sure that the protocol has a current approval with either the human or animal subject offices, as appropriate:
Provide the company with a copy of the UCSD standard research agreement (Word) (PDF). This agreement has provisions and explanatory information on selected topics, which will provide the company with specifics on UCSD policies and practices for contracting with commercial entities.
Please note that this agreement is meant to cover the basic standard research-related areas of interest to both companies and UCSD and can either be executed as written by authorized University and company representatives or can be modified during the negotiation process to elaborate on or address other concerns of the parties.
If the company has its own standard research agreement, please forward a copy of the company agreement (electronically, if possible) to the OCGA. An OCGA contract negotiator will review the contract and will contact the company to discuss any changes to the agreement which would be required to comply with University research policies (publication, intellectual property, ownership/right to use research data, etc.). Several weeks may be required to finalize the research contract, so please take this into consideration when deciding how soon to contact the OCGA.
Call OCGA for advice anytime during the above process. Also, you can call the campus Conflict of Interest Office for questions on potential conflict of interest issues or the Technology Transfer and Intellectual Property Services office for questions on patent or software disclosure or licensing of intellectual property.
Payment - Given the significant amount of funding presently being received from industry (approximately $40M/year), and the dynamic nature of company interactions, the University is experiencing difficulties with reimbursement for costs incurred for some University projects. UCSD therefore requires a minimum of quarterly payments in advance during the research project. The first quarterly payment is requested at the time the agreement is signed and needs to be received before the project begins so that the University can be assured of adequate project funding to cover project expenses as they are incurred. Other payment provisions (monthly, etc.) can also be discussed and negotiated by the OCGA as appropriate.
Note: If a researcher wishes to begin or proceed with the project without receipt of prior payments from the company, the researcher's department must accept any risk associated with non-receipt of payment prior to OCGA acceptance of the award. Also, since a sponsor may often require receipt of the final technical report prior to sending the final financial payment, assumption of this risk by the department would be a minimal requirement.
Ownership of Research Data - The University retains ownership of any research data developed by University employees/participants during the term of the project; however the company which funded the research is given the right to use the technical reports provided to the company for any purpose.
Publication of Research Results - The University allows a 30 day prior company review of journal publications or abstracts of research results in order to allow the company to identify any confidential information which was provided by the company to the University, as long as such information was provided in writing and marked "confidential". Research results themselves cannot be considered confidential even though the company may request this or may request significant delays in publication for "market advantage" purposes.
The 30 day review is also for the purpose of identifying patentable inventions so that such inventions can be protected by patent filings. Such filings must, however, be completed within 60 days so that the total publication delay does not exceed 90 days.
Inventions and other Intellectual Property - The University retains ownership of any inventions or other intellectual property (e.g., software) developed solely by the University during the project. Intellectual property developed jointly by both parties is jointly owned. Ownership status is determined by the US laws of inventorship which require that a party must contribute to the conception of an invention in order to be an inventor. This also means that an invention must be developed before inventor status can be confirmed. This in an important point to remember when speaking to a company about invention ownership, since this means that the agreement may not provide for automatic joint ownership of any inventions developed under the agreement.
Although a company cannot be given ownership/title to inventions developed by the University, if the company has funded the research project, the standard research agreement includes language which provides that the company will be offered the first right to negotiate an exclusive license to an invention in exchange for payment of royalties or other consideration to the University. Since the value of the invention cannot be determined before the invention has been developed, the OCGA does not include royalty amounts in the research agreement. Such royalties are negotiated by the UCSD Technology Transfer and Intellectual Property Services (TTIPS) office AFTER the invention is developed and has been disclosed by the UCSD inventor(s)to TTIPS. A sample licensing agreement can be found on the TTIPS website.
The right for the company to license University inventions includes both sole and joint inventions; however, if the company is also an owner of a joint invention, the company can choose to develop the joint invention on its own if it does not want or need exclusive rights to the invention. If the company would like exclusive rights to the joint invention, the University will license such rights in the same manner as for a sole invention.
The University also owns all software created under the project. Such software may be patentable or copyrightable depending on the specific circumstances. Software also includes the development of algorithms. All software developed under the project needs to be promptly disclosed to the University.