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Research Contracts

Overview:

Research Services is responsible for the primary coordination, negotiation, and administration of contract research agreements for UPEI. Researchers should seek the advice and assistance of Research Services before making any verbal commitments on contractual matters. Research Services will work with the researcher to negotiate a contract that will satisfy the research requirements in a manner which complies with the University's research policies. Research Services's early involvement will help streamline the process of review and signature, and help to avoid delays.

Any agreement pertaining to research or involving a “6” account will need to be forwarded to and approved by Research Services.

What Research Services Can Do for You:

Research Services has experience drafting, reviewing and negotiating agreements and can help expedite the process of arranging an agreement with another institution(s) and coordinating the various steps along the way. We can assist with the following:

  • Establish and draft appropriate agreements
  • Review agreements drafted by other institutions
  • Coordinate changes to contract drafts
  • Ensure compliance with UPEI policies & procedures
  • Assist/advise with budget development
  • Verify certification requirements
  • Coordinate with Faculty Association and Three Oaks Innovation regarding intellectual property and commercialization matters
  • Coordinate the signature process and distribute copies of signed agreements
  • Open research accounts (“6” accounts only)

What Documentation is Required?

New Research Agreement

  • Original copies of contract for each party to the contract
  • Completed Administrative Approvals Form (found here)
  • Completed Contract Approval Tracking Form: (found here)
  • Copy of Proposal (if Contract results from proposal submission)

Amendment

  • Original copies of amendment for each party to the contract
  • Completed Contract Approval Tracking Form: (found here)

Modification to Research Account (Used for timeline and/or budget changes):

  • Research Contract Account Modification Form: (found here)
  • Approval from Sponsor to change budget and/or timeline (approval should be in writing (I.e. letter, email) and can be obtained from Sponsor by researcher/project manager or Research Services)

Access to Funding Prior to Certification Approval

  • Request for Release of Funds Agreement form: http://research.upei.ca/rapforms
    (Often certifications may not be required until further into the project term, or researchers may require funding for initial project costs (I.e. Personnel) while certification approval(s) are pending. Researchers may complete this form and detail their situation and the amount of funding required.)

Research Agreement Types:

A Research Contract is a specific written, legal agreement between the University and a sponsoring external party, subject to the laws of the province in which the contract is awarded. A research contract normally includes clauses or statements pertaining to specific "deliverables" or output from the research project; a schedule and date(s) for the completion of work (including progress reports and a final report); funds payable to the University and the schedule for payment (often in response to invoices sent to the sponsoring party for expenses incurred); ownership of intellectual property resulting from the project, publication and disclosure; warranties, indemnity, and insurance.

There are various types of research agreements. Research Services can assist in selecting and drafting/reviewing an appropriate agreement. Several common research agreements are:

Collaborative Research Agreements facilitates collaborative research of mutual interest to UPEI, UPEI researcher(s), and the partnering institution(s), in which project results may be shared or have clauses specific to the ownership and management of intellectual property. Students and post-doctoral fellows are often involved in these types of agreements and their rights and interests must be considered.

Research Service Contracts are contracts in which UPEI will perform work of a routine nature such as analytical, testing or other services requiring little or no original intellectual input. Rights to intellectual property usually remain with the sponsor and rights to the testing process, etc. used to complete the service remain with the researcher and UPEI.

Fee for Service Contracts are contracts in which UPEI contracts with others to perform work and the Contractor is paid from a research account. The work must be included in the research budget, and a purchase requisition quoting a research account number must be completed. Rights to intellectual property remain with UPEI and rights to the testing process, etc. used to complete the service remain with the Contractor.

Fee for Service Templates: http://www.upei.ca/vpfinance/comptroller/fee-service-contracts-0

Material Transfer Agreements (MTAs) are used when transferring materials from one organization to another.

Memorandum of Understandings (MOUs) are used to formalize general understandings and alignment of intentions between parties. MOUs should not be used if a legally binding commitment is required.

Non-Disclosure Agreements (NDAs) or Confidentiality Agreements facilitate sharing of confidential information between parties, and attempt to ensure confidential information is not disclosed to outside parties. A Non-Disclosure Agreement should always be in place before engaging in R&D discussions with outside parties.

Guiding Principles to Consider:

Confidentiality: Confidentiality arrangements are generally included in contracts to attempt to ensure confidential information is not disclosed to outside parties. An initial Non-Disclosure Agreement should always be in place before engaging in R&D discussions with outside parties.

Intellectual Property: Intellectual property (IP) ownership arrangements should be discussed, and each project should consider the following: nature of relationship and interaction of the parties, stage of the research, the intellectual and financial contributions each party will make, background IP each party will bring to the project, and other agreements or arrangements that may impact the proposed agreement.  

Publication: UPEI works with various industry partners involving exchanges of proprietary information. UPEI must work to ensure protection of its research and publication interests while accommodating the business interests of industry partners. Unless negotiated otherwise, UPEI expects that research agreements will allow students and postdoctoral fellows to freely disseminate research results and defend theses, and that UPEI researchers will retain reasonable freedom to use research results for academic and future research purposes. Where protecting proprietary information or intellectual property requires time, temporary delays in disseminating research results may be acceptable.

Publicity: Research agreements must provide that UPEI may disclose the identity of the Sponsor, the title of the Project, the name of the Principal Investigator, and the Contract Period. The University will not publicize any research agreement without the written approval of the sponsor, and vice versa.

Indemnity/Warranty: UPEI generally will not accept risk or liability associated with contractual arrangements and will be indemnified, and disclaim all warranty on research results.

Ethical Standards: Researchers and partnering organizations must comply with UPEI’s ethical standards polices for use of human subjects, animals, biohazards, and use of radioactive materials.

Indirect Costs (Overhead): Indirect costs must be included in research contract budgets. Refer to UPEI’s Contract Research Policy for more details. http://www.upei.ca/policy/adm/ord/gnl/0006

Signing Authority: The Vice-President, Research & Development is authorized to sign research contracts on behalf of the University in accordance with the UPEI Signing Authority Policy. Research contracts must be between the University and the sponsor, and should not be written in the name of an individual, or Department.

Research Contract Process -- Flowchart

Research Contract Process (pdf)

Useful Links

Three Oaks Innovations Inc.
Contract Approval Tracking Form (found on the Research Forms page)
Administrative Approval Form (found here)
Account Modification Form (found here)
Contract Research Policy
Conflict of Interest
Integrity in Research and Scholarly Work Policy 
Fee for Service Templates