Multi-Disciplinary and Multi-Institutional Projects.

Multi-Disciplinary and Multi-Institutional Projects

Agenda

• Pre-Award and Post Award Issues

• Legal Complications

• Timing Issues

• Internal Conflicts

• Multi-Institutional- Project scope is accomplished among two or more institutions. One institution generally will receive primary award, with sub-awards made to additional institutions.

• Multi-discipline- Project is accomplished among two or more standard disciplines, often within a single institution.

Further Terminology

• What is the difference between a "Group proposal" and a "Collaborative Proposal"?

• A group proposal is one submitted by 3 or more investigators whose separate but related activities are combined into one administrative unit. A collaborative proposal is one in which investigators from two or more organizations wish to collaborate on a unified research project. Further information on group and collaborative proposals can be found in the GPG Chapter II.C.2.d.(v) and Chapter II.D.3 respectively. (NSF)

THE MOST IMPORTANT ASPECT OF

MULTI-DISCIPLINE/INSTITUTIONAL PROJECTS

Time

TIME FOR WHAT?

Time to establish collaborative agreements

Time for PI’s to discuss who’s going to do what

Time for PI’s to write their part of the proposal

Time to integrate the parts

Time for business offices to coordinate budgets

Time for grants offices to review/approve proposal

THINGS TO CONSIDER

Manuscript sign-off by both institutions

Report coordination

Intellectual property - who pays what/who receives what

Cost sharing between consortium

Advances for foreign institutions

Developing the Budget

• Cost Issues for Consideration– Proposal Preparation Costs

• Time and Effort for Major Proposals

– Management Costs– Advances and Reimbursements– F&A Rates

COLLABORATION AGREEMENT

This Agreement is made by and between Big Time University with offices in Burmuda ("BIG TIME UNIVERSITY") and ___________________________ with offices at ______________________ _________ (Ņ_______________Ó).

WHEREAS, it is in the mutual interest of BIG TIME UNIVERSITY and ______________ to participate in a joint research study entitled Ņ _________________________________Ó ("Project") under funding provided to _________________ by ____________________ (Ņ_____________Ó);

WHEREAS, Dr.____________ _ of BIG TIME UNIVERSITY and _____________________ a t__________________ ("Principal Investigators") are designated to coordinate the Project for BIG TIME UNIVERSITY and _______________ respectively;

NOW THEREFORE, the parties agree as follows: 1. SCHEDULE - The Project shall be conducted in accordance with the Proposal ("Exhibit A") attached hereto and incorporated into this Agreement by this reference solely for the purpose of describing the scope of work to be performed under this Agreement. The research shall be carried out during the Project Period of ________________ through____________________, unless sooner terminated as herein provided. The Project Period may be extended upon mutual agreement in writing. 2. PRINCIPAL INVESTIGATORS - The research is to be conducted under the direction of the Principal Investigators. It will be the responsibility of each Principal Investigator to transmit and receive information from the other party, to coordinate visits and arrange all other matters pertinent to the Project.

3. CONFIDENTIALITY - Any confidential information exchanged by the parties in order to conduct the Project shall be written and marked "Confidential" or reduced to writing within ten (10) days after oral disclosure, ("Confidential Information"). In order to avoid disclosure of Confidential Information, the parties agree that for a period of three (3) years from the date of disclosure, they will treat any Confidential Information from the other party with the same degree of care that they employ with respect to their own information which they do not desire to have published or disseminated. It is understood that neither party shall be liable for any unauthorized disclosure unless they fail to safeguard the Confidential Information with such care, however, neither party shall have financial liability in the event of disclosure of Confidential Information. Further, neither party shall have any obligation with respect to Confidential Information which is:

(i) independently developed by the receiving party without the benefit of the disclosure, or is already known to the receiving party at the time of disclosure;

(ii) publicly known or becomes publicly known without the wrongful act or breach of this Agreement by the receiving party; or

(iii) rightfully received by the receiving party from a third party on a non-confidential basis.

4. PUBLICATION - Notwithstanding any other provision of this Agreement, BIG TIME UNIVERSITY and ______________ shall have the right to publish the results of the work contemplated by this Agreement and shall, upon request, provide the other party the opportunity to review any proposed manuscripts describing said work thirty (30) days prior to their submission for publication.

5. PATENT RIGHTS - Subject to the rights of the federal government (if any), all rights to inventions, whether patentable or not, conceived and first actually reduced to practice by one or more employees of the parties in performance of the Project ("Inventions") will belong to the parties, and will be disposed of as follows:

5.1 SOLE INVENTIONS - All Inventions conceived and first actually reduced to practice solely by BIG TIME UNIVERSITY shall be owned solely by BIG TIME UNIVERSITY and shall be disposed of in accordance with BIG TIME UNIVERSITY' Policy and the provisions of this section 5. All Inventions conceived and first actually reduced to practice solely by ___________ shall be owned solely by ___________ and shall be disposed of by _____________ in accordance with ____________ Policy and the provisions of this section 5. The party who is the sole owner of such Invention shall, at its option prepare, file, prosecute, and maintain patent applications throughout the world in countries of its choice.

5.2 JOINT INVENTIONS - All Inventions conceived and first actually reduced to practice by BIG TIME UNIVERSITY and _____________ shall be the mutual property of both, which shall, to the extent permitted by law, jointly hold all rights, title, and interest in such inventions. The parties agree, to the extent they are legally able to do so, to negotiate a license in good faith the disposition of Joint Inventions.

6. DISCLOSURE - Each party shall promptly disclose to the other party in writing and on a confidential basis any Sole Invention or Joint Invention. 7. EXCHANGE OF MATERIALS - All materials, including compounds for testing or progeny of biological materials exchanged pursuant to the Project shall remain the property of the providing party, and shall be used solely for the purposes of this Agreement. Upon termination of this Agreement, the unused portions of such materials will be returned to the providing party or will be disposed of as directed by the providing party in writing

8. INDEMNIFICATION - Each party agrees to defend, indemnify, and hold the other party harmless from any claim, liability, cost or expense arising from the indemnifying party's negligence or intentional misconduct in connection with the Project.

9. NOTICE - Whenever any notice is to be given hereunder, it shall be in writing and sent to the following address:

BIG TIME UNIVERSITY:

Big Time University Burmuda ATTN: Director

10. TERMINATION - This Agreement may be terminated by either party at any time upon the giving of ninety (90) days prior written notice to the other party. Written notice shall be directed to the appropriate individual named in Article 9. ("NOTICE") of this Agreement. 11. IMPLIED LICENSE - In no event does this Agreement grant an express or implied license in any patent rights of either party, whether dominant or subordinate rights, beyond the express patent rights in the specific inventions covered hereunder. BIG TIME UNIVERSITY, BY:________________________ By:_________________________ (Signature) (Signature) NAME:_____________________ NAME: ____________________ TITLE: TITLE:______________________ DATE:______________________ DATE:______________________

Publication: Each party recognizes that the results of Agreements should be publishable and agrees that the researchers engaged in this project will be permitted to present at symposia, national, international, or regional professional meetings, and to publish in journals, thesis or dissertations, or otherwise to their own choosing, the methods and results of this collaborative research project. The parties agree that the publications will be co-authored jointly by Big Time University and Flat Earth University participants, with the order and designation of authorship determined by the co-principal investigators of the research collaboration. Any scientific paper, article, publication, or announcement of advances generated in connection with work done under this Agreement, during the period of performance of the agreement or in the future, will give proper credit to the efforts of each party. Intellectual Property: Intellectual Propertw will mean, individually and collectively; inventions, improvements, discoveries, works of authorship, and trade secrets, whether or not patentable, by one or more employees of Big Time University and by one or more employees of Flat Earth University. The following terms will govern Intellectual Property created under this Memorandum:

1. Intellectual Property created solely by one or more employees of Big Time University will belong to Big Time University.

2. Intellectual Property created solely by one or more employees of Flat Earth University will belong to Flat Earth University.

3. Intellectual Property created jointly will be held by Big Time University and Flat Earth University.

Both parties agree to work cooperatively toward commercialization of the Intellectual Property, and Parties agree not to commercialize any result of the project collaboration that is the subject of this Memorandum without the full execution of a separate license agreement or appropriate inter-institutional agreement.

Indemnification: Each party agrees, to the extent permitted by law, to defend, indemnify and hold harmless the other party from any and all claims, injuries, damages or other liability arising from any intentional or negligent acts of indemnifying party;s principals, officers, agents or employees. Liability: Each party shall be responsible for any and all claims, injuries, damages or other liability attributable to the negligent acts or omissions of that party and the officers, employees, and agents therof. Separate Status: Each party is a separate organization and each party will maintain its separate status during the performance of this Agreement. Neither party will be construed as a joint venturer, joint partner, nor agents of the other party. Nor shall the employees, officers or agents of one party be considered officers, employees, or agents of the other party for any purpose whatsoever. This Memorandum will enter into effect upon signature and have a duration of two years after which this memorandum shall be automatically prolonged for another two years, unless either Party expresses its intention to terminate this Memorandum via written notification. Termination of this Memorandum shall not impact execution and completion of projects and programs already in progress under the provisions of this Memorandum. SIGNATURE OF THE PARTIES: _________________ _________________ Big Time University Flat Earth University

Issues for clarity

• Scope of Commitment

• Timing Expectations

• Billing and Reporting Requirements

• Budget

• Technology and Copyright Ownership

• Non-disclosure

Teaming Agreements

• Reduce to writing the general expectations for each PI and each institution.Include:– basic segments of project scope– management issues like approvals, budget and

reporting

Non-Disclosure Agreements

CONFIDENTIAL INFORMATION

• DEFINITIONS As used in the Agreement

• Specify Restricted Period

• Identify RESTRICTIONS and designate to whom they apply

• Detail Exceptions

• Remedies

F&A Issues

• Base– Short Form Institution with Long Form

Institution

• Full Rate vs Reduced– How is decision made?

Distributions of F&A

• Institutional Policy for Interdisciplinary split– e.g. Pro-rate based on % time

• Negotiate split among disciplines during the proposal process

Post Award Issues

• F &A Costs

• Shared Budgets

• Revisions

• Sub-recipient Monitoring

• Billing and/or Collections

• Reporting

• Close-out

THE MOST IMPORTANT ASPECT OF

MULTI-DISCIPLINE/INSTITUTIONAL PROJECTS

Communications

Whose Budget Is It?

• Multi-disciplinary with Co-Investigators– Managing PI

• Approvals

• Procurement

• Oversight

– Split Management• Segregated Budget and Accounting

• What is the F&A distribution?

Whose Budget Is It?

• Multi-institutional with Co-Investigators– Managing Institution Issues

• Sub-recipient Monitoring, A-133 audit reviews

• Re-budgeting

• Addressing Non-compliance, such as over expenditures or unallowable expenditures

Early Communications Mean Less Stress and More $

=

+

Responsibilities in Multi-Institutional Awards

• Prime Responsibilities– Overall Project Completion– Reporting to Funding Agency– Tracking Subs

• Sub Responsibilities– Completion of segment of scope as described in

agreement– Reporting to Prime

Audit Concerns

NSF OIG March 2005

Managing Conflict

Common Conflicts Among Institutions– Finances– Work lags– Publications and Patents

Common Conflicts Among Disciplines– Finances– Credit

That is my part of the budget!

Why can’t scientists just get along?

Billing and Reporting

• Additional complications for Sub– Sub reports required early– Sub closure required early

• Additional complications for Prime– Closeout often delayed due to Sub issues– Processing Invoices for Sub– Verifying Sub completion and records

Why Participate in Multi-Disciplinary, Multi-Institutional

Projects?

• Favored by Awarding Agencies

• Synergy

• Research and Pedagogic Missions

• Improved outcomes make it worth the effort

Summary

• Mitigate Complications through

– Early communications and negotiations

– Documentation through written agreements