Non-disclosure agreements (NDAs)
You need to have an NDA in place each time confidential information is exchanged between EPFL and a third party (or a person not employed by EPFL) and no other agreement is in place to protect the confidential information.
When a person is not employed by EPFL and is working in a laboratory, TTO shall be contacted, and a specific agreement signed with EPFL shall be put in place.
Our policies for exchanging confidential information are based on three simple rules:
- The confidential is valid only for information labeled “CONFIDENTIAL” if disclosed in writing or declared as being confidential at the time of disclosure and confirmed in writing in due time (in general 10 days) in case of oral disclosure.
- Information remains the proprietary of the parties and no license or transfer of intellectual property shall be mentioned in an NDA.
- Only the way to treat confidential information is settled in the NDA. The rules that will apply to the possible future collaboration will be negotiated in a separate research agreement.
Two NDA templates are available:
- NDA for Concept: Your laboratory wishes to disclose a concept in order to enable your partner to grasp the economic and technical value of such concept before a possible technology transfer or cooperation agreement.
- NDA bilateral: Your laboratory and your partner wish to exchange confidential information for a defined purpose.
In case you need to negotiate an NDA with a company please contact the Legal Affairs team ([email protected]) to receive the necessary support.
The head of the laboratory shall sign the NDA on behalf of the EPFL and shall ensure that the agreement is enforced notably that only employees of EPFL having a need to know the confidential information for their work at EPFL have access to this information and that they are informed of their duties.
Material Transfer Agreements (MTAs)
A Material Transfer Agreement is an agreement where a party agrees to transfer to another party, under defined conditions, materials (for example a biochemical material – such as nucleic acids, plasmids, peptides, proteins, viruses, cells, tissues samples, living organisms etc.).
- “Incoming MTA” stands for MTA where a research group at EPFL receives a material from a third party.
- “Outgoing MTA” stands for MTA where a research group at EPFL sends out material to a third party.
There are three situations to differentiate:
- Outgoing MTAs with not-for-profit entities for non-commercial research purposes use and fill out the EPFL model.
- Incoming MTAs with not-for-profit entities for non-commercial research purposes it is usual to accept the conditions of the provider. The Legal Affairs team ([email protected]) is available for answering questions or advice on open issues on the proposed MTA.
- Commercial incoming and outgoing MTAs please contact the TTO prior to sign an MTA.