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Sponsored Research Agreements

Prior to entering into any agreement, it is important for both parties to understand each other's key interests and motivations. A summary of Penn State's "fundamental principles" of industry sponsored research can be found here.

Intellectual Property

Penn State has developed a menu of options to service a wide variety of industry needs. If a company is only interested in securing access to project IP, Penn State may provide an up front royalty-free non-exclusive right to utilize IP for commercial purposes, along with an option to negotiate exclusive rights. Penn State also may offer an up front exclusive license for commercial purposes, subject to a pre-negotiated royalty or fee. Certain conditions apply:

  • Penn State will not grant an up front commercial license to project IP unless all project personnel (including faculty members, research associates, and student researchers) agree with the decision to do so. Senior personnel indicate on the Internal Approval Form whether they are willing to grant up front commercial licenses. Other project personnel (e.g., student researchers) must indicate their preferences on the Corporate Sponsored Project Participant Intellectual Property Agreement (PIPA). No project personnel should be pressured into granting IP rights with which they aren't comfortable.

  • Penn State will not grant an up front commercial license if any of the project personnel have a Significant Financial Interest (SFI) in the industry sponsor, as defined in RP06.

  • Penn State will not grant up front exclusive licenses in the field of human health (which includes but is not limited to diagnostics, therapeutics, medical devices, and uses thereof).

If any of the above conditions are not met, then Penn State will revert to its default IP terms, which grant non-exclusive rights to utilize IP for internal purposes along with an option to negotiate an exclusive license on a commercially reasonable basis.

Additional restrictions:

Faculty in the College of Agricultural Sciences are also subject to special rules due to their receipt of formula funds from the U.S. Department of Agriculture. Ag Science faculty should consult their Grants & Contracts Office to determine whether they should utilize the Sponsored Research Agreement - Default Version or one of the other agreement templates referenced below.

The College of Medicine generally prefers to utilize the Sponsored Research Agreement - Default Version.

The Applied Research Lab is subject to US Government restrictions that limit its ability to grant commercial licenses. If a project involves any ARL personnel, please consult with the ARL Business Office before proposing any intellectual property terms and conditions.

Foreign sponsors may be subject to additional restrictions due to varying IP regulations and export control restrictions.

Payment Terms

Penn State maintains both a Cost Reimbursement Sponsored Research Agreement and a Fixed Price Sponsored Research Agreement. Other templates are available to govern alternative approaches to managing IP.

Please contact OSP for up-to-date versions of the Fixed Price SRA. If you would like to use the Fixed Price Agreement for a project greater than $100,000, please discuss with OSP first. Please do NOT provide the sponsor with a detailed budget when utilizing the Fixed Price Agreement as there is no obligation to provide financial reports or any other budget detail in support of such agreements. However, an internal budget must still be prepared for Fixed Price agreements. Per 2 CFR 200.401(a), Penn State must use the same cost estimating system for both fixed price and cost reimbursable agreements. It is especially important to write a clear, detailed scope of work when submitting a fixed price proposal, since payment on such agreements is deliverable based.

Templates

Note: The above agreements are only appropriate when projects are funded with a company's internal R&D funds. These agreement templates may not be used for projects involving federal flow-through funds.