Contract Drafting and Negotiation

What we do

The Research Innovation Office (RIO) is responsible for negotiating and approving the terms of all research-related agreements on behalf of the University and for providing advice about research-related contractual and intellectual property matters. The RIO is also responsible for protecting intellectual property rights and coordinating the exploitation of new intellectual property through licences or spin-out companies.

The RIO can assist you with agreements governing:

  • Sponsored research including subcontracts
  • Case studentships
  • Research-related and consultancy services for industry
  • Confidentiality and non-disclosure of information
  • Transfer of proprietary materials
  • IP exploitation
  • Any other sponsored work involving the university

The Contracting Process

Prior to beginning contract negotiations, the research project should be costed through pFACT and approved by the Head of Department.

One contracting party (normally the sponsor, or lead contractor in a subcontract or consortium) will produce the first draft. Some contracts, for example with industrial partners, may be heavily negotiated. 

Once the contents of the contract have been agreed by all parties, the contract must be signed by a University authorised signatory. This is normally the Head of Research Grants and Contracts for research contracts (not the Head of Department).  Some agreements may also require the signatures of the investigator and any student.  When signed on behalf of the University and the Sponsor, one fully executed copy should be returned to the Research Grants and Contracts Office. It is advisable for the investigator to also keep a copy to refer to during the project.

Model Contracts

Sponsors often want to use their own standard contract as the basis for negotiations, but where possible we prefer to use one of our model contracts as appropriate to the type of research being undertaken.  The RIO has a number of model contracts to help with contract negotiations, including:

  • Research sponsored by one organisation
  • Sub-contracts to other universities, organisations or individuals
  • Collaboration and Consortium Agreements
  • Sponsored studentships
  • Material transfer agreements (MTAs)
  • One-way, two way and multi-party confidentiality agreements (known as CDAs or NDAs)
  • Student undertakings (for acknowledging a research sponsor's requirements, placements, summer projects, etc)
  • Agreements for the university to be the sponsor of clinical or health related research (under the Department of Health research governance framework)
  • Research and commercial intellectual property license agreements

In most cases, model agreements will require tailoring for the proposed purpose. Additionally, we can draft bespoke agreements for more unusual situations that are not listed above.

Please contact reo-contracts​@york.ac.uk for general inquiries.

 
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