UBC Collaborative Research Agreement

UBC researchers must maintain its academic independence. However, the agreement includes: 

• A requirement for UBC to conduct the project with a reasonable degree of skill and care (Article 1). 
• A commitment to keeping the company informed of progress, with a final report provided at project completion (Article 3).

This ensures industry partners stay engaged while preserving the integrity of university-led research.

UBC follows standard academic IP ownership principles: 

• UBC retains ownership of IP created solely by its researchers (Article 9). 
• The company owns any IP developed solely by its employees (Article 10). 
• Jointly developed IP is jointly owned (Article 11). 

UBC has made concessions from standard academic terms to support industry commercialization: 

• Automatic non-exclusive, royalty-free license to use UBC and Joint IP (Article 12). 
• A free option to negotiate exclusive commercial rights to UBC and Joint IP (Article 14) on commercially reasonable terms (Article 15). 

This ensures fairness in cases where both parties contribute to the development of an invention, and guarantees that our industry partner can freely use arising IP (at no cost). 

UBC controls patent filing for UBC IP and Joint IP (Article 16). The company can direct UBC to file a patent, but must cover the associated costs. 
This maintains UBC’s standard practice of protecting inventions while allowing industry partners to influence IP protection strategy. 

Both parties must keep confidential information secure and can only use it for the research project (Article 19). The confidentiality obligations survive for 3 years after project completion (Article 21). 

Yes, but with industry-friendly concessions: 

• UBC reserves the right to publish research results (Article 22). 
• The company gets 30 days to review any publication before submission (Article 23). 
  • If the company identifies its confidential information in the publication, UBC will remove it (Article 24). 
  • If the company identifies potentially patentable inventions, UBC will delay publication for up to 60 days to allow for a patent filing (Article 25). 

This approach balances academic freedom with industry’s need to protect intellectual property. 

The company must provide funding according to a predetermined schedule (Article 6). If a purchase order is issued, the agreement terms will override any conflicting terms in the purchase order (Article 7). 
If payment is 60 days overdue, UBC can terminate the agreement and is not obligated to provide the final report or grant IP rights (Article 30). This provision ensures UBC is not left uncompensated for research efforts.

UBC is a public academic institution operating under the University Act of British Columbia, which mandates that it functions for the public good, not for commercial gain. Unlike private sector organizations, UBC: 

• Cannot assume commercial liability for industry partners’ use of research results. 
• Does not control how research outcomes are applied by the company, making it inappropriate for UBC to be held liable for commercialization risks. 
• Must protect public funds and assets from exposure to third-party claims, as required by provincial policies on financial and risk management. 

The company indemnifies UBC against claims arising from the company’s use of research results or from company personnel accessing UBC’s facilities (Article 33). 
Neither party is liable for indirect or consequential damages (Article 35). 
The agreement includes force majeure protections for uncontrollable events (Article 34). 

Yes, either party may terminate with 30 days’ notice (Article 27). If this occurs: 

• The company must pay for work completed. 
• UBC will refund any unspent funds, minus costs for unavoidable expenses (Article 29).

This provides industry partners an exit mechanism, which is a concession compared to some academic agreements that require full commitment. 

The agreement is governed by the laws of British Columbia (Article 47). UBC is a provincial entity with obligations to comply with BC legislation, including research governance, financial administration, and intellectual property policies. Since the BC government provides institutional funding and oversight, UBC must align its contractual obligations with provincial laws.