Research contract: purpose & content

A research contract is often required to define respective expectations, rights, obligations, ethical issues, financial terms, timelines and other formal aspects. Such agreements also help to reduce the risk of costly disputes, to prevent possible problems and conflicts that the parties may have after the agreement has been signed.

Content of a research contract

The formulation of a cooperation agreement must always be customised to the prevailing situation. The agreement shall contain guidelines for governing the rights and utilisation (present) and possible further development of the result (future).

  • Title for the agreement: specify a clear, descriptive title for the contents of the cooperation
  • Parties: clearly state who the parties are and what role they have in the agreement, i.e. party and counterparty. Specify the name, address and, if applicable, organisation number.
  • Agreement contents/Objective: this is where you establish how the parties’ undertakings are governed, their background and intentions. The text shall be written so that an external party finds it easy to understand the implications of the agreement. It is also permitted to make reference to any attachments here.
  • Rights and obligations: this is where the text specifies the utilisation rights agreed upon by the parties, why it is beneficial to govern who is entitled to make use of the result of the cooperation and how. You may, for example, be entitled to utilise the result in your research and have the right to commercialise the result. This section can also include a specification of whether the agreement shall apply to further development of the result or not.
  • Other formal aspects: 
    • Description of what the agreement involves
    • Terms and conditions
    • Possible compensation for use of the product by the counterparty
    • Possible compensation for work performed
    • Non-disclosure agreement
    • Exclusivity
    • Possible result that shall be produced
  • Conditions for utilisation and sale of the product - this is where any rules and/or guidelines are specified on utilisation and sales of the product, for example disclaimer clauses.
  • Termination - the terms on which the agreement can be terminated and, if applicable, the termination period.
  • Disputes - how any disputes are to be solved, for example via arbitration.
  • Signature - date, signature, page signature, one copy for each party. Write the agreement in bulleted paragraphs instead of consecutive text as this makes it easier to have an overview of contents.

If there are attachments, make clear references to these in the agreement.
Create one original of the agreement for each party. All parties shall sign all originals.
You can also, for example, include the following text in the agreement: “This agreement is issued in x copies, with one copy for each party.”