WCM Contracts

Contract Types

OSRA drafts, reviews and negotiates several types of contracts related to basic research. This section describes the different types of contracts, as well as how to submit each one for review.

Incoming Material Transfer Agreement (MTA)

The Office of Sponsored Research Administration (OSRA) is responsible for review and approval of all incoming Material Transfer Agreements (MTA) for materials coming into Weill Cornell Medicine (WCM) labs. The MTA delineates the individual rights of the provider and WCM with respect to the materials and any derivatives during the performance of research. Frequently transferred materials include biological materials, reagents, cell lines, plasmids, vectors, chemical compounds and mice.

To initiate the review of an MTA, email the following to osra-contracts@med.cornell.edu: 1. Word version of the agreement, 2. Scope of Work, 3. MTA Routing Form, 4. Counterparty contact information. For information about outgoing MTAs, see CTL information below

Sponsored Research Agreement (SRA)

A Sponsored Research Agreement (SRA) is a contract between WCM and a non-federal sponsor for the purposes of funding and conducting research at WCM. The SRA governs the scope of work, deliverables, funding and intellectual property terms and conditions of basic and applied research and product development. The SRA can either be sponsor-initiated or investigator-initiated and is generally prepared to reflect the mutual interests of and benefits to the sponsor and WCM.

To initiate the review of an SRA, email the following to osra-contracts@med.cornell.edu: 1. Word version of the agreement, 2. Proposed budget, 3. Counterparty contact information. Additionally, complete and submit an Electronic Routing Form (ERF).

Data Use Agreement (DUA)

A Data Use Agreement (DUA) is a contract that governs the transfer of data outside the context of a Sponsored Research Agreement (SRA) or other agreement. When WCM enters into a DUA, it shares, receives or transfers de-identified data, limited data sets or fully identifiable data. 

To initiate the review of a DUA, email the following to osra-contracts@med.cornell.edu: 1 Word version of the agreement, 2. DUA Routing Form, 3. Counterparty contact information.

Service Agreement

A Service Agreement is a contract used when WCM is hired to perform, or is hiring an outside party to perform, a service that is not covered by a Sponsored Research Agreement (SRA) or other agreement. A Service Agreement may be used to provide for specialized or professional services or to complete a specific scope of work in a certain field or technique.

Depending on the type of work involved, the relationship may be regarded as a Consulting Arrangement. OSRA is responsible for Consulting Agreements where WCM hires a consultant paid from a Sponsored Research Grant or Agreement.

To initiate the review of a Service or Consulting Agreement, email the following to osra-contracts@med.cornell.edu: 1. Word version of the agreement, 2. Proposed budget, 3. Counterparty contact information. Additionally, complete and submit an Electronic Routing Form (ERF). For information about Outside Consulting Agreements, see information below.

Confidentiality Agreement (CDA)

A Confidentiality Agreement (CDA), also known as a Non-Disclosure Agreement (NDA), is a contract governing the obligations of the parties who receive and/or disclose confidential information. For example, a sponsor may wish to disclose to a WCM faculty member information related to a research project in order to determine if the faculty member will be a suitable PI for the project.

To initiate the review of a CDA, email the following to osra-contracts@med.cornell.edu: 1. Word version of the agreement, 2. Counterparty contact information.

Additional Information

Incoming Material from Addgene

Addgene is a non-profit repository that distributes various plasmids to institutions. OSRA handles the processing of all Addgene requests.

To receive materials from Addgene, submit a request through the Addgene website here.

Outgoing Material Transfer from WCM to Not-For-Profit Institutions and Industry

The Center for Technology Licensing at Cornell University (CTL) manages MTAs that are outgoing to industry and academic sites. For further information about transferring material(s) outside of WCM through CTL, visit their website here or contact them via email/phone at mta-ctl@cornell.edu or 607-254-4815.

Outside Consulting Agreement

Outside Consulting Agreements are considered to be personal arrangements between the WCM faculty member and the Company.  Therefore, WCM does not provide legal review or negotiation assistance for such agreements or, otherwise, represent faculty members in this individual capacity.  However, for WCM’s protection, University Counsel requires that a non-negotiable Addendum be signed by the Company and incorporated into any employee Consulting Agreement.  The faculty member will also need his/her department chairperson’s approval in order to pursue the outside consulting, and must update his/her conflicts of interest file (http://researchintegrity.weill.cornell.edu/conflicts_management_office/index.html).

To download the required Addendum, click here.