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WHOI-90-52

WHOI-90-52

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stang point, the model allows the players to lea about each other through dialogue, reaching<br />

agreement without having to "reinvent the wheeL." The industral committe recognize that<br />

negotiation, like courtship, is necsa for tle resulting collaborative programs to operate<br />

effectively.<br />

. University resechers have the right to publish their resech findings. Sponsors<br />

have the right to insure that inadvertnt disclosure of confidential information does<br />

not occur and have the right to assess whether the resech findings include any<br />

potentially patentable information or materials;<br />

. The university has the right to own title to all patents;<br />

. The speifics of the publication and patenting clauses wil most likely nee to be<br />

negotiate on a case by case basis. The goa of the model was to offer reaS(nable<br />

stang points;<br />

. The sponsor has first rights to license (whether exclusive or non-exclusive) since<br />

the sponsor has paid for the resech. In deciding on an exclusive or nonexclusive<br />

license, the terms must be "mutualy agree upon" by the company and<br />

the university. Thus, the university has some control over whether the license<br />

wil be exclusive or non-exclusive. The committe felt that the speific terms of<br />

a license did not have to be worked out in detal at the outset of an agreement but<br />

that they could be deat with on a case-by-case basis after the resech had<br />

progresse to a point at which it was possible to determine whether or not<br />

licensing would be appropriate;<br />

. If university and industr parcipants are unable to come to agreement on speific<br />

clauses, then no collaboration should ensue.<br />

We have recived many thoughtful comments on the model agreement and are considering the<br />

publication of a revised version sometime in 1989. Some of those comments are as follows:<br />

. Some universities feel that industry should have no say concerning publication,<br />

parcularly informal publication and seminar presentations;<br />

. Some companies prefer to own the patent themselves and not allow the university<br />

to own the patent;<br />

102

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