3.8.1 Purpose of an SRA
A Sponsored Research Agreement (SRA) is a contract between the university and an external sponsor to facilitate funding and conducting research at the institution. An SRA may be financed by a for-profit company (e.g., private industry) or non-profit entity (e.g., state or federal government, foundations, etc.). In general, most SRAs contain paragraphs concerning the timely disclosure and ownership of inventions or other intellectual property to the university and to the sponsor.
Many times, when a university and company are negotiating a license (or an option to a license), they decide to create an SRA to further research on the commercial potential of the license subject matter. Such an SRA can accelerate commercialization by providing answers to questions that better define important commercialization issues.
3.8.2 Key Elements of an SRA
There are many sources of information of the proper terms of such an agreement and the following is simply a list to familiarize the reader with such language:
- Work plan: a statement of the scope of work to be conducted, including reporting and other deliverables. Usually created by the university and reviewed/agreed to by the company
- Budget for the research work. Many SRAs require full payment upfront for the work. Otherwise, many SRAs require the company to pay on defined work or time milestones.
- Publication of the research results
- Options to license the IP arising from the research
- Care of data and confidential information exchanged during the research
- Compliance with export control and other relevant laws and regulations
- Rights and procedures to terminate the project
- Other key terms: Taxes, indemnification, choice of law, and other items necessary for contracts, as they define legal responsibilities and legal risk.
See Stanford University’s and the University of Wisconsin’s forms and templates for SRAs and other agreements