Patents and Licensing

MTAs, CDAs and Consulting

Material Transfer Agreement (MTA)

Sharing and receiving materials between different academic and industry laboratories is a vital component of research in the life sciences. A Material Transfer Agreement is a legal contract governing the exchange of tangible research materials. MTAs address the rights and obligations of the receiving and sending parties with respect to permitted use, publication, intellectual property, confidentiality, liability, and other aspects. Advanced agreement of the parties prior to transferring material helps avoid future disputes.

What is the procedure?

For Sending Material: Researchers may distribute certain chemical and/or biological materials under the Universal Biological Material Transfer Agreement (UBMTA) linked below without TIDO involvement if ALL the following conditions are met:

  • The materials are being distributed to other academics at non-profit research institutions for non-commercial purposes; and
  • The materials are not human tissue or other bodily samples; and
  • The materials do not raise safety concerns; and
  • The distribution of the materials is not subject to other legal or regulatory restrictions, such as export control laws or laws pertaining to special agents such as embryonic stem cells; and
  • The transfer is not restricted by third party obligations. For example, third party obligations may exist if the materials were generated under industry sponsored research or were generated with materials obtained from a third party via a Material Transfer Agreement (MTA).

If all the above conditions are met, you may download the UBMTA instructions and form here. Please complete the form and send it to the recipient institution for execution. Researchers may distribute the materials after returning the fully executed UBMTA to MTA@childrens.harvard.edu.

If these conditions are not met (i.e., for all other transfers of materials), a member of our team will help with an appropriate MTA to enable the transfer. Please email MTA@childrens.harvard.edu with the following information: name of the person to whom the material will be sent, their institution and the name of material to start the process.

For Receiving Material: When seeking to acquire material from outside of Boston Children's Hospital, please download, and fill out the incoming material transfer agreement questionnaire here. Please submit the completed questionnaire to MTA@childrens.harvard.edu. Incomplete submissions may delay the processing of your agreement. Once submitted, we will review the MTA and negotiate any necessary changes with the other institution. When the MTA is completed, we will return a PDF of the fully executed MTA to you and to the other institution.

Consulting

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Below is a resource to assist you with negotiating consulting agreements.

Industry/academic collaboration is important and ubiquitous. Be aware that legal documents you receive from industry may be seriously flawed, and if you sign them will directly harm you, your research, and your academic career. These agreements may create personal liabilities in unexpected ways. Contrary to what you may hear, these documents are negotiable. Please contact the Office of General Counsel at 617-355-2146 for more information.

Basic Research Confidential Disclosure Agreement

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Before discussing your discoveries, inventions, data, hypotheses or research and clinical ideas with industry, it is important to have a confidential disclosure agreement (CDA) or non-disclosure agreement (NDA) in place. The CDA is entered into between Boston Children's Hospital and another party to enable the disclosure of trade secrets or confidential information from Boston Children's Hospital to the party without losing IP rights. There are two types of CDAs:

  • In the one-way CDA, the party receiving the confidential information contractually agrees to keep that information confidential and use it only for the intended purpose. However, the receiving party must be careful to disclose only non-confidential information to the disclosing party, as that information is not obligated to be maintained as confidential.
  • In the mutual or bi-lateral CDA, both parties may be a disclosing party and a receiving party of confidential information. Both parties agree to keep the other party's information confidential and to use the information only for the intended purpose.

TIDO is available to answer questions and to put a CDA in place by calling ext. 43019 or emailing tido@childrens.harvard.edu

Clinical Trial Confidential Disclosure Agreement

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Before discussing a potential clinical trial protocol with industry, it is important to have a confidential disclosure agreement (CDA) or non-disclosure agreement (NDA) in place. The CDA is entered into between Boston Children's Hospital and the other party to enable the disclosure of confidential information regarding the possible clinical trial. It is important to keep the discussions specific to the probable clinical trial project. There are two types of CDAs:

  • In the one-way CDA, the party receiving the confidential information contractually agrees to keep that information confidential and use it only for the intended purpose. However, the receiving party must be careful to disclose only non-confidential information to the disclosing party, as that information is not obligated to be maintained as confidential.
  • In the mutual or bi-lateral CDA, both parties may be a disclosing party and a receiving party of confidential information. Both parties agree to keep the other party's information confidential and to use the information only for the intended purpose

TIDO is available to answer questions and to put a CDA in place by calling ext. 43019 or emailing tido@childrens.harvard.edu

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