Typs of Contract

The following types of contract are available for research projects:

Research and development contracts

 

  1. In order to be able to clearly define projects - especially within a working group - the framework and contents of the tasks must be clearly described.
  2. If new intellectual property rights (e.g. inventions or software) arise during an R&D project, establishing a precautionary regulation of rights in a contract has generally proven beneficial. Kiel University and the contracting authority can agree on options rights, such as license rights, exclusive rights or the right to purchase the intellectual property.
  3. Teaching and research are the fundamental tasks of universities. This principle should also be preserved when collaborating within projects. Collaboration should not prevent the right of the scientist involved to publish the results of the project. This should also be considered in amicable contractual arrangements.
  4. In business relationships between companies, the liability is almost always limited by the share capital or the value of the company, at least.  Kiel University is a corporation under public law, which means that liability limits in projects must be agreed on by contract.
  5. Legal framework parameters (such as EU state aid regulations) specify the following procedure when calculating costs for research projects:

The head of the project calculates the necessary expenditure (e.g. staff costs, infrastructure) based on content-related coordination with the contractual partner (e.g. the research contents) and sends the calculation, together with the description of the project’s content and, if applicable, a draft contract from the contracting authority, to the Technology Transfer department (Division F15). You can find a sample contract for commissioned research here, german only Mustervertrag für Auftragsforschung (.doc - nur Intern).

The Technology Transfer department will have a tax assessment conducted in every case. An exchange of services leads to VAT. An economic project requires an overhead rate for staff costs and a profit markup. In contrast to the generation of new scientific findings, the application of substantiated scientific findings leads to corporation tax (income tax).

The contracts must be checked and signed by both the University Board (administration) as well as the responsible scientist (e.g. head of the institute).

You can find information for Kiel University’s scientists in our CAU-internal section, german only  CAU-internen Bereich.

Services

Kiel University provides a service for the contracting authority by using existing knowledge, e.g. analysing samples.

In this case, new intellectual property rights are normally not created, with the exception of the results of the analysis. Services must also be provided at fair market prices. The procedure is normally as follows:

  • the Technology Transfer department reviews the quote
  • Kiel University makes a quote to the contracting authority
  • the contract is awarded
  • the results are delivered
  • Kiel University sends an invoice.

The contracts (quote, contract award) must be checked and signed by both the University Board (administration) as well as the responsible scientist (e.g. head of the institute).

You can find more information about services in our CAU-internal section, german only  CAU-internen Bereich

Project financing (pure cooperations, grants)

A third party provides financial or material support for one of Kiel University’s research projects and receives no formulated service in return. No actual contracts are often signed in this case - rather the investor offers the funds in a letter to the head of the project. The results are generally freely available to both parties (except for intellectual property such as inventions).

Cooperation agreements

  1. In order to be able to clearly define projects - especially within a working group - the framework and contents of the task must be clearly described.
  2. There are no regulations on intellectual property rights in a cooperation project.
  3. Teaching and research are the fundamental tasks of universities. Publishing project results is not restricted in cooperation projects.
  4. In business relationships between companies, the liability is almost always limited by the share capital or the value of the company, at least. Kiel University is a corporation under public law, which means that liability limits in projects must be agreed on by contract.
  5. Legal framework parameters (such as EU state aid regulations) specify the following procedure when calculating costs for cooperation projects:

The head of the project calculates the necessary expenditure (e.g. staff costs, infrastructure) based on content-related coordination with the contractual partner (e.g. the research contents) and sends the calculation, together with the description of the project’s content and, if applicable, a draft contract from the contracting authority, to the Technology Transfer department (Division F15). You can find a template for a cooperation agreement with Kiel University, german only

 Vorlage für einen Kooperationsvertrag der CAU (.doc - nur Intern).

  1. The Technology Transfer department will have a tax assessment conducted in every case.

The contracts must be checked and signed by both the University Board (administration) as well as the responsible scientist (e.g. head of the institute).

Model of a Cooperation Agreement between Academic Research Institutions and Commercial Enterprise in english your can find here under 41.026e

http://www.dfg.de/foerderung/programme/koordinierte_programme/sfb/formulare_merkblaetter/index.jsp

You can find information for Kiel University’s scientists in our CAU-internal section, german only CAU-internen Bereich.

License agreements and option agreements

With license and option agreements, the contractual partner normally pays for certain rights to use Kiel University’s intellectual property rights, such as for patents or on software.
Each license or option agreement must be checked and signed by both the University Board (administration) as well as the responsible scientist (e.g. head of the institute).
The Technology Transfer department would be happy to provide a competent consultation on these issues.
 

Material transfer agreements (MTAs)

Material transfer agreements (MTAs) regulate the exchange of material samples and substances (e.g. plasmids, cell lines, antibodies) between Kiel University and research institutes (including companies) in connection with ongoing or planned joint research.
If the materials are to be provided for free or for a contribution towards expenses, the head of the institute must produce a justification regarding Kiel University’s interests. Otherwise a fair market price must be calculated.
The MTA regulates the rights and obligations of the supplier and the recipient, so MTAs must also be checked and signed by both the University Board (administration) as well as the responsible scientist (e.g. head of the institute).

In addition, a brief risk assessment of the material to be shipped/received by the scientist is required prior to signing, which may be made available by e-mail to the Technology Transfer Unit.
Material Transfer Agreements template in english (only internal)

Material Transfer Agreements Vorlage (.doc - nur Intern)

Non-disclosure agreements

In non-disclosure agreements – NDAs, or confidential disclosure agreement - CDAs, the contractual parties agree that information which is passed on in the future must be treated confidentially. An NDA is often concluded before collaboration in order to avoid any information being misused in the event that the contract negotiations fail.
If information belonging to both contractual parties is disclosed, it should be ensured that a mutual NDA is drawn up.
In business relationships between companies, the liability is almost always limited by the share capital or the value of the company, at least. Kiel University is a corporation under public law, which means that liability limits in NDAs must be agreed on by contract.
NDAs must be checked and signed by both the University Board (administration) as well as the responsible scientist (e.g. head of the institute).
Template for non-disclosure agreements
Non-disclosure agreement template (german only - only internal)

Geheimhaltungsvereinbarung Vorlage (.doc - nur Intern)

Consulting agreements

A consulting agreement is a service.
Here you can find the corresponding explanation if this service should take place on a full-time basis, german only  Dienstleistung im Hauptamt

A corresponding request should be made to HR Management if a consulting agreement is to be concluded by the respective researcher in his/her own name and under his/her own responsibility (private part-time work). Personalmanagement

The Technology Transfer department will not provide legal advice for researchers regarding these consulting agreements.
The contracts must be checked and signed by both the University Board (administration) as well as the responsible scientist (e.g. head of the institute).

Using infrastructure

Kiel University’s infrastructure (laboratories, equipment) can be provided within the framework of user contracts, if the head of the research institute agrees to this, and as long as it does not impair research and teaching. Please contact the Facility Management Department. Geschäftsbereich Gebäudemanagement.