Below are brief summaries of the types of agreements which frequently arise when partnering with industry. Templates specific to each type of agreement are available. These templates were developed specifically to address the obligations and limitations that UW-Madison faces as an entity of the State of Wisconsin, academic institution, and federal funding recipient. They templates are pre-approved and using them may expedite the negotiation process. For those agreement types where standard templates are not offered, please contact the Office of Industrial Partnerships specialist for your school or college.
Confidentiality Agreements (CDAs) and Non-Disclosure Agreements (NDAs)
CDAs and NDAs are used to protect the confidentiality of any proprietary information that needs to be evaluated by the another party, whether that information is being shared by the investigator with a potential sponsor or by a sponsor with the investigator. Key provisions in a CDA include: a narrowly defined purpose or project, the clear identification of confidential materials, and limited periods of disclosure and continued obligation of confidentiality. Download the template.
Consulting Agreements are made between the sponsor and the investigator as an individual, outside of one’s university employment. Accordingly, these agreements are not negotiated nor signed by the university. It is the investigator’s responsibility to ensure that the terms of the agreement do not conflict with their commitments to the university and that the work to be performed does not require the use of university resources. Help is available through the UW Law School’s Law & Entrepreneurship Clinic. Read more about consulting agreements.
Data Use Agreements
Data Use Agreements are required for access to data sets, and in some instances involve information that is protected by the Health Insurance Portability and Accountability Act (HIPAA). When HIPAA-protected information is requested, OIP’s negotiations may include the UW’s HIPAA Privacy Officer. For more information, contact the contracts specialist for your school or college.
Fee for Service Agreements
Fee for Service (FFS) Agreements govern vendor relationships where the University provides a routine service which meets predefined specifications with no novel or creative input by a university member. The activity does not add to the body of fundamental knowledge in a given field. Download the template.
Material Transfer Agreements
Materials Transfer Agreement (MTAs) are used for incoming and outgoing materials at UW-Madison. They describe the terms under which university investigators and outside researchers can share materials, typically for research or evaluation purposes. MTAs protect both the investigator and the industrial partner from liability and loss of intellectual property. More information is available in our guide to Material Transfer Agreements.
Research Agreements are applicable when the project will involve a systematic investigation, including research development, testing and evaluation, designed to develop or contribute to general knowledge. Contact your research office for more information.