CCTEC is industry's link to Cornell's broad range of innovative research that is available for licensing. Over the years, Cornell technologies have been licensed to industry partners all over the world in support of Cornell's land-grant mission and to develop these technologies and plant varieties into products and services for public good.
If you are interested in licensing technology from Cornell, below are the steps you can expect to follow.
- Contact a licensing professional at CCTEC.
- CCTEC and the company sign a Nondisclosure Agreement to further discuss details of the technology.
- CCTEC's licensing professional and the company negotiate license terms.
- A Letter of Intent or an Evaluation License may be signed by the licensee.
- CCTEC and the company negotiate and sign the license agreement.
Click here to see a list of our licenses and forms.
Types of Licenses and Agreements
If you are considering licensing a technology for which a patent application has been filed but no patent has yet issued, a nondisclosure agreement (NDA) may be your first agreement with CCTEC. A NDA allows you to receive copies of the claims submitted with a patent application as well as additional confidential know-how that may be provided by Cornell researchers on an as-available basis.
If your company is interested in licensing a Cornell invention, but needs to perform diligence or wishes for some other reason to delay negotiations, we may be willing to enter into a Letter of Intent with you. Under the Letter, CCTEC will be obligated to reserve the invention for you in your field of interest during the term of the Letter, if you agree to provide compensation for our opportunity cost and pay our patent costs during that time.
A license agreement gives you the ability to use Cornell's intellectual property to develop that technology for commercialization. License agreements with Cornell typically include some combination of the following elements:
Initial License Fee: This fee is paid after the license agreement is signed. The amount of the fee is dependent on the market value of the technology.
Licensing Maintenance Fee: This is a recurring annual fee.
Patent Reimbursement: These fees reflect the cost associated with seeking national and/or international legal protection for the technology.
Developmental Milestones: CCTEC wants to make sure Cornell technologies are finding commercial partners who want to use Cornell technology for product development. By creating developmental milestones around product development as a part of the license agreements helps to define what is expected of the commercial partner in taking the technology forward.
Royalties: These fees are paid on sales of the licensed technology. They may be calculated as a percentage of sales or on a per-unit basis.
Minimum Annual Consideration: At the end of each year, depending on the agreement, Cornell expects a minimum royalty payment for a technology. Any actual royalties paid count toward the minimum annual payment. These minimums are designed to encourage the continued development and marketing of the technology by the licensee, with the expectation that true royalties will far exceed the minimum annual consideration.
Sublicense Fees: If a licensee has sublicensing rights, we require compensation in the form of a sublicense fees. This is normally based on sales, as with royalties described above.
Evaluation License: If your company wishes to evaluate a Cornell invention, we may be willing to grant an Evaluation License under which it can do so. The Evaluation License may also include an option to obtain a license for commercial use. Although license agreements vary in terms and conditions, depending on the technology being licensed, there are similarities in structure.
These agreements give a company the right to review a technology for a period of time to determine its viability and value to the company. During the option period, Cornell maintains the technology's availability, should the company wish to exercise their option to license the technology. A one-time fee is charged for such rights.
With respect to diligence, you will find that Cornell will seek reasonable and clear developmental milestones. Our primary mission is to ensure that Cornell inventions are developed to the fullest extent so that their benefits can be enjoyed by the general public. Diligence milestones are key to achieving that mission.
We will request reasonable and customary consideration in the form of license fees, license maintenance fees, milestone fees, royalties, and minimum annual royalties. We also will ask that our patent costs be reimbursed, with an administrative fee to cover our expenses in managing the intellectual property.
The United States government is the most common sponsor for inventions we license, so most of our licenses need to comply with the Bayh-Dole Act.
The most relevant aspects of Bayh-Dole are:
- Diligent development of products
- Reservation of rights for academic research
- Cornell's retaining ownership and control of the intellectual property
- Licensee manufacturing in the U.S. for products sold in the U.S.
- Royalty-free sales to the U.S. government
We will also ask you to use Cornell's name only with our written permission, and we will seek indemnification and insurance to support that indemnification.
Our Licensing Goals
CCTEC's goals in working with industry partners are to:
- contribute to innovation in industry by connecting cutting edge Cornell research to product development efforts in industry
- provide commercialization services to faculty and staff
- drive regional economic development in the central New York state region by attracting venture capital funding to small businesses based on Cornell technologies, creating jobs and cash flow at the local level
CCTEC works to:
- grant licenses for patented and copyrighted inventions to existing and startup companies that are capable, technically and financially, of developing early-stage technology into commercially successful products
- be the bridge between the university and industry to provide a point of access to Cornell inventions in medical sciences, biology and life sciences, engineering, veterinary sciences, physical sciences and computer science
In all license agreements, Cornell's primary interests will be to:
- ensure diligent development and sales of products
- receive reasonable and customary consideration
- comply with any obligations we have to sponsors of the research that led to the invention
- protect Cornell's name and protect Cornell from liability