Unreimbursed Research in anticipation of future equity position. James R. Brett 18 Jul 2000 16:13 EST
From a sibling campus: Has anyone out there had experience with establishing master agreements with for-profits that would allow faculty (and perhaps students) to do research as delineated in Project Agreements under the Master at no reimbursement with the anticipation of future negotiated agreements for a share of the company? It is being proposed that we offer this type of agreement to "startup" companies. Some of the proposed language states: "In addition to or in lieu of the specifications delineated in this agreement, the Project Agreement Proposal may also address special conditions which differ from or add to the provisions specified in this Agreement, including Sections 8 (Intellectual Property and Inventions) and 9 (Grant of Rights), as well as the specification of any licenses, restrictions on fields of use, rights of the parties with respect to improvements or derivative works, or other legal or financial matters. These may include longer-term, less-defined collaborative development partnerships for which other mechanisms, such as a transfer of equity or royalties based on relative contributions to the development, may be negotiated. Except to the extent provided in a Project Agreement Proposal explicitly referencing the portion(s) of this Master Agreement intended to be varied thereby, the terms of this Master Agreement will prevail." and "For projects which fall under the master agreement, work may be performed without reimbursement or with partial reimbursement in return for future equity position, or otherwise according to the terms of the executed Project Agreement Proposal covering same." Please share your experience and thoughts on this idea. I am also concerned about indirect cost recovery on projects with less than full reimbursement, and establishing criteria for the term "start-up". Thanks as always for your help. Sharon Kuhlenschmidt Grants Development Analyst Building 38 Room 152 California Polytechnic State University San Luis Obispo, CA 93407 (805) 756-5963 fax: 805/ 756-5466 e-mail: xxxxxx@calpoly.edu -- James R. Brett, Ph.D., Director Office of University Research California State University, Long Beach 562-985-4833 fax 985-8665 http://www.ur.csulb.edu/main.htm ====================================================================== Instructions on how to use the RESADM-L Mailing List, including subscription information and a web-searchable archive, are available via our web site at http://www.hrinet.org (click on "Listserv Lists") ======================================================================