As with any field, technology transfer comes with its own special language. But there is no need to worry when you face an article filled with confusing acronyms. Keep this glossary handy for when you need to break down the different types of agreements used throughout the technology transfer process.
MTA & DUA
MTA stands for Material Transfer Agreement and DUA stands for Data Use Agreement. Collaboration is critical to research and technology development. So, colleagues may want to protect the research tools that they share with each other. MTAs and DUAs are formal contracts that define the proper use and limits of these shared tools, which could include reagents, cells, antibodies, computer software, datasets, etc.
MTAs and DUAs should always be negotiated before any research material is sent or received. When the time comes for patent documentation, the contracts are there to protect the intellectual property of everyone involved.
Emory contractConnect in an online system that simplifies the MTA or DUA process by collecting all the information and signatures needed to sign the agreement.
IIA
IIA stands for Inter-institutional Agreement. IIAs come into play when multiple individuals at different institutions jointly invent a new technology. In the case of joint ownership, OTT will negotiate an IIA to define the rights and responsibilities of the institutions.
These agreements address intellectual property protection, commercialization, cost and revenue sharing, as well other issues related to protecting and licensing the jointly owned technology.
RA
RA stands for Research Agreement. Every project needs a plan, which is why the RA is necessary. Research agreements detail the obligations, commitments, and expectations of the parties involved over the course of a research project. RAs usually dictate and clarify specific goals of the research projects, in addition to how the involved parties will interact with each other.
CA, CDA, NDA, or RDA
CA stands for Confidentiality Agreement. CDA stands for Confidential Disclosure Agreement, sometimes referred to as an NDA (Non-Disclosure Agreement) or an RDA (Restricted Disclosure Agreement).
Generally, these types of agreements outline what information is confidential, what and how information can be shared, and what information should be restricted from other parties. These agreements allow parties to discuss details of their business and inventions without the fear of making important information public. In other words, they make sure secrets say secret.
MOU
MOU stands for Memorandum of Understanding. When two or more parties begin working together, a MOU is an agreement between two or more parties that specifies mutually accepted expectations. MOUs are generally not legally binding; they’re often used in cases where parties either don’t imply a legal commitment or in situations where the parties can’t create a legally enforceable agreement. MOUs build partnerships where everyone feels confident in their roles.
RS
RS stands for Revenue (or Royalty) Sharing Agreement. An RS is an agreement between the contributors to a technology, their department or school, and the university. It outlines how revenue paid to the university from a license is shared among the groups. An RS must be equitable, transparent, and signed by all inventors involved in the project. Universities typically have their own intellectual property policy, which an RS uses to build upon the basic revenue split outlined there (Emory’s can be found here).
Research is a team sport, and different agreements are negotiated throughout the technology transfer process for various reasons to protect the rights of the parties involved. These contracts protect promote collaboration by protecting intellectual property and managing expectations as the project progresses through the phases of research, development, and licensing.
– Masin Kearney