Material Transfers

Tangible Research Materials

Tangible research materials refers to tangible items produced during the course of academic research and includes biological materials such as clones, plasmids, gene fragments DNA probes, hybridomas or other cell lines and transgenic animals.

At Cornell, tangible research materials are officially transferred off-campus by a contract called a Material Transfer Agreement, or MTA. MTAs permit biological and physical materials and similar specimens owned by Cornell to be transferred to researchers at other universities or companies. A Material Transfer Agreement (MTA) must be executed before any materials can be transferred, whether they come into or go out of Cornell, in order to provide the university an opportunity to review its legality, administrative feasibility, and compliance with Cornell's policies. The MTA also provides for the proper documentation of the materials at Cornell.

Incoming and outgoing MTAs

CCTEC handles "outgoing" MTAs, meaning that if an outside organization wants to use Cornell research material, CCTEC will handle the transaction. To handle "incoming" MTAs, companies should go to Cornell's Office of Sponsored Programs (OSP) to enquire.

If you are planning to send research materials outside of the university, Cornell researchers may choose one of the two processes below to work with CCTEC:

1. You can use the template "Shrink Wrap Agreement" with the recipient party IF AND ONLY IF the material you plan to send meets a specific set of "Shrink Wrap" Criteria (see below), or
2. You can fill out a Request to Transfer Cornell University Research Materials form and send it to CCTEC. CCTEC will be glad to provide you the necessary assistance to complete a Material Transfer Agreement with the recipient party.

MTA "Shrink-Wrap" Criteria

If you plan to use the "Shrink-Wrap Agreement" to send research materials to an external "non-profit" research organization for academic research purposes, the materials you created at Cornell University ("Material") and plan to send must satisfy ALL of the criteria listed below:

• The non-profit research and/or educational recipient of the Material plans to use the Material for non-commercial, academic research purposes ONLY;
• The Material was created at Cornell University under supervision of a Cornell University Principal Investigator and the Cornell University Principal Investigator consents to the transfer;
• The Material is not a controlled substance, does not contain pathogens or other harmful biological agents subject to special guideline procedures;
• The Material does not contain in whole or in part any material(s) that a Cornell University investigator received from another party under an agreement (e.g., such as a Material Transfer Agreement, Collaborative Research Agreement, Sponsored Research Agreement, Confidentiality Agreement, purchase agreement of research reagent vendors, etc.) that prohibits the redistribution or further transfer of such material(s);
• The Material has NOT been licensed by Cornell to another party exclusively; and
• The Material is NOT described in, or a part of, a previous Invention Disclosure that Cornell is or will be protecting or has protected under one or more patents or pending patents.

A Material Transfer Agreement (MTA) must be executed before any materials can be transferred, whether they come into or go out of Cornell, in order to provide the university an opportunity to review its legality, administrative feasibility, and compliance with Cornell's policies. The MTA also provides for the proper documentation of the materials at Cornell. The MTA is a contract spelling out the terms and conditions under which the research materials are to be transferred. The contract normally spells out clearly for everybody and for the record:

• The material proposed to be transferred;
• The purpose of the transfer;
• Responsibilities relating to compliance with local, state, and federal regulations;
• Rights and interests each party may have in the materials or in the results derived from using the material;
• Disposal of the excess or unused material;
• Liability and indemnification;
• Warranty, if any; and
• Reimbursement for costs associated with the transfer (e.g. costs in preparing the materials and for shipping etc.), if appropriate.

If the Material you plan to send satisfies ALL the above criteria you may proceed to use the template "Shrink-Wrap Agreement" by filling in the relevant information. You can sign the "Shrink-Wrap Agreement" yourself, collect the signature of the recipient principle investigator, and then send a copy of the agreement to CCTEC for the record.

Why MTAs are Important

Tangible research materials are fruitful outcome of academic research and therefore must be managed thoughtfully and professionally. The transfer of tangible research materials has become quite an important process with significant legal and liability consequences.

Until recently, the transfer of tangible research materials in and out of academic institutions occurred as a collegial exercise without the need of a formal administrative process. The process of transferring materials might appear to be a routine and simple matter on the surface, but increasingly it is no longer true. This is because academic research is now a significant contributor to today's knowledge-based economy and both the government and industry are relying on it to create and maintain competitiveness both regionally and globally.

Unfortunately and because of the potential for such unpleasant consequences, the process occasionally becomes an onerous one for some participants. It is therefore important for Cornell researchers to understand the relevant issues related to the transfer of tangible research materials and to work with Cornell administration, through either the Cornell Center for Technology Enterprise and Commercialization (CCTEC) or the office Sponsor Program Services (SPS) to navigate the process.

If a Cornell researcher sends a patent-protected research material out of Cornell to a third party, the researcher may be inducing the recipient to infringe on Cornell’s patent, which may have been licensed exclusively to a commercial entity. The transfer may therefore create conflicting obligations. Therefore, the university must review all material transfer requests and keep track of all the materials that move in and out of the university.