Material Transfer Agreements

HMS
Rachel Hogan, Senior MTA Coordinator
Phone: (617) 432-3845  Fax: (617) 432-2788
hms_materialtransfer@harvard.edu

FAS/SEAS/Wyss
Melissa Smith, Sr. MTA Coordinator
Phone: (617) 495-7533  Fax: (617) 495-9568
materialtransfer@harvard.edu

HSDM/HSPH
Dorothy Tsang, MTA Coordinator
Phone: (617) 495-3067  Fax: (617) 432-2788
otd_mtas@harvard.edu

A contract that governs the transfer of tangible research materials among academic, government, and commercial organizations.

MTAs specify the rights, obligations, and restrictions of both the providing and receiving parties with respect to issues such as ownership, publication, intellectual property and permitted use and liability.

Tangible research materials, such as mice, plasmids, cell lines, patient samples, chemical compounds, etc. MTAs can cover data, but only if the data accompanies the transfer of materials. MTAs do not cover lab equipment.

When an MTA is Necessary

• Receiving another party’s materials: When receiving materials from outside organizations, such as other universities, companies, or research institutions, the providing party will determine whether an MTA is essential. Harvard will defer to the providing party’s decision.
• Sending materials with third party obligations: When Harvard sends out material that contains/incorporates third party material received under an MTA (i.e. a Modification), Harvard likely has obligations to that third party and must transfer the Modification under an MTA.
• Sending materials to for-profit organizations: If sending material to a for-profit entity that is not already covered by a license or collaboration agreement, an MTA would ensure that the for-profit organization does not use the material for commercial purposes.

When an MTA is Encouraged

• Harvard encourages using MTAs for all outgoing materials, but particularly for proprietary unpublished materials. If the materials being transferred involve proprietary information, sensitive data, or intellectual property concerns, an MTA helps regulate their use and protects any inventions that may arise from them. If the materials being transferred are unpublished, the MTA helps protect your lab’s right to first publication.

When an MTA is Not Required

• Bona fide research collaborations: When collaborating and both parties are sharing resources such as research results, lab members, lab space, funding, materials, data, etc., a collaboration agreement should be put in place. These can contain material transfer terms, which render a separate MTA unnecessary. Please work with the Office for Sponsored Programs (OSP) on a Research Collaboration Agreement with non-profit organizations. Please work with OTD’s Transactions Team on a Research Collaboration Agreement with for-profit organizations.
• Data transfers only: When transferring only data and information (i.e. not tangible research material), please work with the Office for Sponsored Programs (OSP) on Data Transfer/Use Agreement.
• Equipment transfers: Equipment/devices used to conduct the research fall under Equipment Loan Agreements. Please work with your Procurement department.
• Fee-for-service arrangements: When a researcher hires a third party (e.g. a contract research organization) for a specific service. an MTA is not needed. The agreement should contain terms that protect Harvard’s material/information and assign all deliverables to Harvard. Please work with your Procurement department on a Service Agreement.
• Publicly available materials: If the materials are already in the public domain—such as open source software, wild-caught materials, or commonly available reagents—there usually is no need for an MTA. Be mindful of any Terms and Conditions of Sale as these can contain terms about use and further transfer of the material. Please work with your Procurement department. 

Researchers or administrators can complete the relevant MTA submittal form:

• Incoming MTA | Non-Profit Organization
• Incoming MTA | For-Profit Organization
• Outgoing MTA | Non-Profit Organization
• Outgoing MTA | For-Profit Organization

You must have a valid HUID. Please be sure to receive a confirmation email upon clicking “Submit.” 

The submittal form will go directly to your MTA contact in OTD. If it is an outgoing transfer, OTD drafts the MTA and sends it to the other party for review. If it is an incoming transfer, OTD determines if the other party’s MTA (if it has been provided to us) can be signed “as is” or if we need to negotiate. Most MTAs do require some negotiation.

When the MTA has been finalized, OTD will coordinate signatures. You will receive a PDF copy of the fully signed agreement for your records.
 

Between a few days and a few weeks. Standard academic templates often can be signed within a few days. Most MTAs do take a few weeks and some (particularly MTAs with industry) may even take a few months. It depends upon the responsiveness of the other party and the willingness to negotiate. Harvard OTD follows up regularly with the other party as needed. We encourage you to submit your MTAs early.

Your MTA contact will coordinate signatures on the MTAs. All MTAs must be signed by OTD’s Senior Associate Director of Technology Transactions (MTAs), who is authorized to legally bind Harvard.

MTA terms may include one or more of the following:

1. Do not distribute the material outside of your laboratory (even to others at Harvard) or take the material with you to another institution;
2. Use the material only for the described research project;
3. Do not use the material in human subjects or for commercial purposes;
4. Maintain the confidentiality of certain Confidential information disclosed to you by the Provider;
5. Provide a summary report of the results to the Provider;
6. Provide manuscripts, abstracts or presentations to the Provider at least thirty (30) days prior to any public disclosure;
7. Credit the Provider and Provider Scientist in publications through acknowledgement or co-authorship, as scientifically appropriate;
8. Report any inventions or discoveries made using the material to Harvard OTD. Please see our ROI Form.
9. Note the expiration date of the MTA and either destroy or return any unused material after the MTA expires.

Harvard OTD does not handle research compliance, but we encourage you to work on any relevant compliance matters such as those related to IRB, ESCRO, COMS, IACUC and/or Export Control concurrently as OTD processes your MTA. We will try to flag these matters for you through our MTA submittal forms, but it is the lab member's responsibility to work on them. To note, you may not be able to transfer or use the material until you have received authorizations from the relevant research compliance group(s) at Harvard. 

Likely not. If the original MTA does not specify the amount of material and, provided the term has not expired, you can proceed with the transfer under the terms of the original MTA.