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Contracts

The REO Contracts Team advises on, drafts and negotiates research- and enterprise-related agreements between the University and external organisations, including but not limited to:

Confidentiality agreements (commonly known as an 'NDA' or 'CDA')
Research collaboration and subcontract agreements
Consultancy agreements
Variation agreements
KTP collaboration agreements
Intellectual property assignment and licence agreements
Material transfer agreements

Our primary goals:

To achieve the best possible contractual terms for the University; and
To reduce unnecessary financial/legal risks to the University by ensuring that contracts are clear and robust.

How you can help:

You can help us achieve our goals by involving us at the earliest opportunity. Failure to do this often means that we are forced to make too many compromises and increase our risk exposure.

By giving us sufficient advance notice of proposed projects in which you wish to be involved, we will have a greater opportunity to: advise on appropriate contractual structures; decide on the most appropriate form of contract; ask questions regarding matters which you may not have considered; draft a more comprehensive agreement; and negotiate any important changes to a contract.

How we can help you:

Drafting	Review	Negotiating	Arrange signatures
We will draft agreements where appropriate. All we ask it that you provide us with all the relevant contact details of the other party and describe in plain English what each party's role is.	As stated above, we will analyse the agreement for you. You may feel that the terms are perfectly reasonable but we often identify serious drafting errors which may affect the interpretation of a clause. Please also send us any acommpanying documentation, e.g. a project description, as this will give us some context in which to review the agreement and properly analyse the risks involved.	We will negotiate the agreement on your behalf - just give us the other party's full contact details. Although we aim to achieve the best possible terms for the University, we will nevertheless attempt to take a flexible approach to negotiation, taking into account the relative risks. We endeavour to keep you informed of the progress of negotiations.	We arrange signatures by a University-authorised signatory. In rare circumstances, we will be unable to arrange signatures if we identify serious errors or unacceptable commercial/legal risks.

Top Tips:

In your preliminary emails to or oral discussions with external organisaitons about the particulars of a proposed project, please make clear that the emails/discusions are 'subject to contract' so as to alert the other party that we only intend to be bound when a contract is signed by an authorised signatory.
Do not commence work on a project before the agreement is finalised and signed by all parties. Commencing work before finalising the contract means that the University is effectively already in contract with the other party (even if no document has been signed).
If you wish to discuss with a client information of a confidential nature or if there is a possibility of disclosing intellectual property which has not yet been proected, then contact us about having a confidentiality agreement in place prior to such discussions.
Do not sign any agreements if you are not a University-authorised signatory.

We welcome any queries you may have in relation to agreements. Please contact either the Senior Contracts Manager, Dipesh Khatri or the Contracts Manager, Ajit Kartha