A large chunk of the efforts of research administration personnel are spent on sponsored projects, and for good reason. Without the accompanying funds, faculty won’t get paid, institutions won’t receive their IDC allotments that help offset expenses, and valuable research will not be funded. However, non-funded agreements (NFA) can be equally as important to the process, if not more so, and thus great care should be taken when negotiating their terms.
One such NFA is the Material Transfer Agreement, or MTA. Not to be self-defining, but an MTA governs the exchange, or transfer, of valuable materials from party to another for research purposes, generally free of charge. For example, if your faculty member requires a particular cell line in her research on malaria treatments, she will likely seek out another institution that provides these lines for academic research. Once the provider has been identified, an MTA will be executed detailing the specific materials being transferred, and any limitations that may be imposed on the user. In many respects, an MTA acts as a license, in that the scope of use of the materials is clearly defined, and that the provider retains many intellectual property rights in the materials and any resultant offspring.
Depending on your institution’s role, an MTA can be incoming or outgoing, but there are also ‘mutual’ MTAs whereby each party is providing something to the other to facilitate a particular project. Naturally, each party to an MTA will have specific designs on the terms that they find most appropriate, such as the ownership of any derivatives or the ability to publish results on any related research. As a result, these comparatively simple agreements can beget labored, prickly negotiations.
Enter the Uniform Biological Material Transfer Agreement (UBMTA). Begun in 1995 by NIH, the UBMTA acts as a standard agreement to be used by ‘members’ who have agreed to be bound by its terms. This ‘global’ contract is for use with non-proprietary materials, and can be used for transfer both from non-profit to non-profit and non-profit to industry. At the moment, nearly 500 entities are signatories to the UBMTA, making it a popular and expedient way for researchers to receive their necessary specimens.
Now, if you won’t be using the UBMTA for your next transfer of materials, the following are a handful of questions to help clarify terms of the exchange:
- What exactly will be transferred, and in what quantity?
- How will the materials be used, and who will have access to them?
- Are there any restrictions on the use of the materials, such as use in humans?
- Who will own materials that occur as a result of the corresponding research, such as modified or unmodified derivatives?
- Will the recipient be allowed to publish its results?
- Will the recipient be using any of its own intellectual property in its research?
Regardless of your answers to the above, the overall goal of any MTA is to ensure that the recipient is permitted to perform its intended research with as little restraint as necessary, while also providing the materials’ owner confidence that its rights remain protected.