A written agreement that is signed by both parties clarifies the intent behind the agreement, and the arrangements for conducting your project. This becomes a legally binding document to ensure that both parties carry out their obligations pertaining to the project.

Even if you have a longstanding working relationship with the party, or there is only a small amount of money involved in the project, it is always necessary to have a written agreement to ensure both parties understand their obligations and to remove any ambiguity. It also provides a course of action should either party default on their obligations.

Your Head of Work Unit will determine whether your project is research or consultancy.

As a general guide, a research project is where new knowledge will be created and there is an intention to publish. A consultancy is where existing knowledge is applied and publications are not likely.

To commence drafting an agreement, we need:

• signed Pre-Approval (indicating support from your Head of Work Unit for the project to proceed)
• project details. Using our Contract Required Information form is best, as we require certain information to put together a template agreement. The more information you provide up-front, the more quickly and efficiently we can put agreements in place.

There are certain essential elements in a research contract, each of which require commitment, time and energy from both the researcher and the Research & Commercial Services Unit:

• Negotiation
• Drafting of Agreement and Intent
• SCU Legal and Insurance clearances
• Sign off by External Party
• Sign off by SCU

This process is outlined in the General Contracts Procedure.

Staff members cannot sign on behalf of SCU. Signing authorities are outlined in SCU's Delegations Register. For advice, contct RCSU and we can assist with advice on who can sign your particular agreement.

Research work can commence as at the date the contract is signed or as stated in the contract itself. Starting work before this date is a bad idea. It can have ramifications for intellectual property (is it 'background intellectual property' or 'project intellectual property') and insurance, and can jeopardise the overall project.

No commitment or obligation is created before the contract is signed. Your funding body may not pay you if there isn't a contract in place.

Confidentiality agreements are a good idea when you are discussing a potential project with a new external party. Please contact the Research & Commercial Services Unit to discuss your requirements.

Your ability to publish, and the approvals you may need to secure, will be governed by the terms of the agreement.

If you want to ensure publication rights, discuss this with Research & Commercial Services during the drafting phase and they will ensure that the best publication rights possible are included in the agreement.

• As Project Officer you must read and understand all aspects of the contract.
• You must read the entire contract, and note your obligations, and those of your staff and students who will be working on the project.
• You must distribute copies of the contract to all staff members and students working on the project to read, understand and retain for their reference.

Obligations in the contract extend not only to you, but any SCU staff member that may also be working on the contract. You are responsible for management of the project in accordance with the contract. This includes complying with milestones, overseeing performance of subcontractors, reporting, records and confidentiality requirements.

Intellectual Property is sometimes referred to as Project Technology or Material. It means all know-how, discoveries, inventions, improvements and innovations and Intellectual Property Rights created by SCU during the course of and as a direct result of the carrying out of the Research Project and which in all cases fall in the Agreement Field.

'Intellectual Property Rights' are generally defined in these terms:

1. all rights with respect to copyright, patents, plant varieties, registered and unregistered trade marks, registered designs, rights in relation to trade secrets and know-how, circuits layouts and all other intellectual property as defined in Article 2 of the Convention Establishing the World Intellectual Property Organisation of July 1967; and
2. the right to apply for the grant of any such rights; but does not include non-assignable rights such as moral rights.

There are many options when it comes to managing IP. The nature and value of the IP will influence the course of action you take, or the one we would recommend. From SCU's perspective, we need to understand what the researcher wants from the project. Eg, Are the outcomes of the project expected to be valuable? Are they only valuable to SCU, or are they valuable to all parties involve? Do you want to publish the results? Are the results potentially commercially sensitive? Do you just want to use the results for internal teaching and research? Do you need to protect the IP (patent, trademark etc)?

Some options include:

• One party owning all of the IP
• One partying owning all of the IP, with a non exclusive licence given to the other party for non-commercial use.
• Joint ownership of IP (only used in very rare circumstances).

SCU Background Intellectual Property (BIP) includes SCU know-how, confidential information, inventions, discoveries, and Intellectual Property rights identified prior to the signing of the agreement that have been developed, invented or acquired by SCU prior to the commencement date of the agreement.

For an agreement we require a brief description of the BIP, sufficient to be included in the schedule to the contract (an outline of what the information is, and to whom it currently belongs). If this description of background IP isn't included in the agreement, there is a risk that the material may be treated as project IP.

For example, if you have data that you have collected prior to the agreement that you will be using during your project, you should outline what this data is, what it relates to, and who owns it (ie researcher/organisation).

If your project is intending to utilise some information that belongs to, or was collected by other researchers, this needs to be outlined as BIP, and SCU may need written authorisation from the individuals to use their IP. For further clarification, please contact the RCSU.

When describing the BIP, we need to be able to distinguish between information that existed before the agreement was signed (background IP) and the information that will be generated as part of the project (project IP). Project IP and BIP are often subject to different clauses in the agreement, with different ownership implications applying.

Your budget needs to include all cash and in-kind items that the project will require. Budget items to consider are:

• Staff costs (don't forget to factor in salary increases, oncosts and casual loadings)
• Student stipends
• Equipment
• Consumables
• Travel
• Infrastructure and/or work unit fees

The 15% Infrastructure fee is in place to cover costs associated with the University's support and development of research.

All research agreements are subject to the 15% infrastructure fee except:

• Nationally competitive grants (as per current Australian Competitive Grants Register*
• Collaborative Research Grant Scheme funding
• Projects under $20,000 GST exclusive
• Existing CRC projects
• Stipend only projects

If you use the Budget Templates these amounts are automatically calculated for you.

The 15% Infrastructure fee is 15% of the Base amount (ie. what the researcher needs to run the project). An example is below:

If you use the Budget Templates these amounts are automatically calculated for you.

* Infrastructure and school fees were previously calculated from the amount requested from funding provider, rather than the amount researchers needed to run the project. This resulted in compounding issues when both infrastructure fee and school fees were being calculated. The calculation method has now been revised to make budgets easier to calculate.

The Infrastructure fee and School fee (if applicable) are internal fees and it's not necessary to show them as separate budget items (unless the rules of the funding body state that you have to).

An example is shown below of the difference between an internal budget, and how you can present the budget to your funding body:

Internal Budget:

Budget to present to Client/Funding Provider:

Infrastructure and school fees (if applicable) are 'built in' to each budget item. If you use the Budget Templates these amounts are automatically calculated for you.

In-kind is any non-cash contributions that a party contributes to the research project. In-kind can be contributed by SCU or by an external party, and can be:

• staff (eg: if someone is contributing their time to the project but their time is not funded by the project) or
• non-staff (eg: if you are making lab space available to conduct the project but are not receiving direct payment from the project to 'buy out' lab space)