Agreement Types and Templates

This page describes the most common agreements the Office of Intellectual Property and Industry Research Alliances handles on behalf of UC Berkeley. The downloadable templates are for reference only, with UC Berkeley standard terms and conditions.

All agreements negotiated by IPIRA:

  1. must undergo internal review for compliance with university policies, and state and federal laws.
  2. must be signed by an authorized Berkeley IPIRA representative, and
  3. will not become effective until reviewed and fully executed by both parties.

If you don't see the agreement you need, get help through the campus decision support tool for contracts.

Agreement Templates and Request Forms


for protecting and commercializing intellectual property and establishing startup companies 

Intellectual Property and Licensing Agreement Templates
Sample Startup Exclusive License Agreement with Equity (PDF)
NEW Sample Exclusive License with Equity Template for Therapeutics and Diagnostic Fields (PDF)
Sample Startup Exclusive License Agreement without Equity  (PDF)
Sample Option for an Exclusive License Agreement (PDF)
Sample Non-Exclusive License Agreement (PDF)
Sample Startup Letter Agreement (PDF)
Sample Stock Issuance Agreement (PDF)
Invention and Software Disclosures
Invention Disclosure
Software Disclosure
Commercialization Planning 
Commercialization Plan Template for Startups (PDF)


for industry-sponsored research

Material Transfer, Data Use, and Data Access Agreements
Material Transfer Agreements (MTA), Data Use Agreements (DUA), and Data Access Agreements (DAA)
Research Proposals
Sponsored Research Agreement (PDF)
Subaward Request
Proposal Checklist for Principal Investigators

Forms include: Addendum to Statement of Economic Interests for Principal Investigators  Managing Potential Conflicts of Interest in Licensing under the CA Political Reform Act UC Summary Statement of Principles & Policies on Institutional Conflict of Interest in Research Disclosures  Inventor Packet Software Packet  Agreement Templates  Mutual Nondisclosure Agreement Sponsored Research Agreement Sample Startup Letter Agreement Sample Startup Exclusive License Agreement Sample Startup Exclusive License Agreement with Equity Sample Option for an Exclusive License Agreement Other Forms and Documents  Compliance Information Form for Research Gifts Indirect Cost Rates Cost Sharing INTELLECTUAL PROPERTY POLICIES UC Intellectual Property Policy UC Patent Policy UC Copyright Policy UC Equity Policy UC Research Policy Analysis and Coordination UC Inventor Share Policy Open Source Software (OSS) Resource IPIRA Faculty Brochure IPIRA Entrepreneurship Brochure  IPIRA Report  Entrepreneurs' Startup Guide Intellectual Property Guide for Students Socially Responsible Licensing at Berkeley An Inventor's Guide to Technology Transfer  Innovation at UC Berkeley Mergers and Acquistions from the UC Berkeley Startup Portfolio IPIRA Newsletter Archive


Types of Agreements Negotiated by IPIRA

Sponsored Research Agreements (SRAs) are used when an outside entity funds research at UC Berkeley. IAO handles SRAs funded by for-profit companies. Sponsored research agreements (SRAs) are used when a company is going to fund a research project at a lab at the University. The SRA spells out various items such as the scope of work of the project, the budget and various legal terms and conditions. For more information on sponsored research agreements please visit Industry Sponsored Research. All SRA budgets include UC Berkeley’s federally-negotiated indirect cost rate as part of the budget.

Confidentiality or Nondisclosure Agreements (CDA/NDA) allow researchers to exchange confidential or proprietary information prior to establishing a research collaboration or project. CDAs and NDAs are contracts that limit the use and disclosure of confidential information. At times, a UC Berkeley researcher and a company may want to share or receive information that they consider confidential. These disclosures can occur in the course of discussing potential research collaborations.

The Industry Alliances Office negotiates, reviews, and signs proposals for UC Berkeley to participate as a subcontractor on a company's Small Business Innovation Research (SBIR) or Small Business Technology Transfer (STTR) grant. Learn how to collaborate on an SBIR or STTR grant

Research Data Use Agreements (DUAs) are contracts that govern the transfer of data between two organizations. Similar to a Data Use Agreement, a Data Access Agreement (DAA) is an agreement used to gain access to another party's secure data site to use the data there; no data transfer takes place. Learn more about setting up an agreement for sending or receiving data.

Material transfer agreements (MTAs) are used to govern the sharing of tangible research materials (e.g. mice, antibodies, computer chips, software code, etc.) between the university and outside entities such as companies and other research institutions. Learn more about setting up an agreement for transferring research materials.

Inter-institutional agreements (IIAs) or IP Management Agreement are used in instances where an invention is jointly made by a University employee and someone from outside the University. It spells out which party will take the lead on patenting and licensing the resultant intellectual property as well as various other terms.

An IAP is a University research program – organized, hosted, and directed by Berkeley faculty and/or staff – focused on a specific area of research of common interest with private industry, and funded by industry membership fees. Participating companies sign an IAP membership agreement. Learn more about

An Industry Sponsored Institute (ISI or Institute) is established, organized, hosted, and directed by Berkeley faculty and/or staff and funded by private industry. An Institute is created through an ISI Master Agreement between UC Berkeley and an industry sponsor with appendices which may include: master sponsored research agreement and a form of task order, intellectual property license terms, lease agreement, and other appendices as relevant. Learn more about Industry Sponsored Institutes.

Visiting scientist agreements (VSAs) are signed by people from outside institutions or companies who will be doing work at UC Berkeley. They are put in place before the visiting scientists starts at the university and spell out items like the scope of the project, ownership of any resultant IP, how long the scientist will be at the university, etc. Learn more about setting up an agreement for a visiting scientist, industrial fellow, or entrepreneurial fellow.

Agricultural Marketing Boards are required to use portions of their funding to support research at the University of California. The Industry Alliances Office facilitates and signs research funding agreements from Agricultural Marketing Boards - organizations created to help provide stable markets for dairy products, fruits, vegetables and specialty crops through the regulation of production, pricing, and distribution.

A letter of intent (LOI) provides a company with a time-limited negotiation period in which to negotiate a license agreement. It is typically used in instances where the company would like to “lock up” the intellectual property rights while conducting due diligence or speaking with investors and other potential partners.

See sample IP license agreement templates with UC Berkeley standard terms and conditions. Contact the Office of Technology Licensing for assistance establishing a license agreement at UC Berkeley.

See a sample sample stock issuance agreement template with UC Berkeley standard terms and conditions. Contact the Office of Technology Licensing for assistance establishing a license agreement at UC Berkeley.

See sample equity agreement templates with UC Berkeley standard terms and conditions. Contact the Office of Technology Licensing for assistance establishing an equity agreement at UC Berkeley.

See sample startup agreement templates with UC Berkeley standard terms and conditions. Contact the Office of Technology Licensing for assistance establishing a startup agreement at UC Berkeley.

Berkeley Research Infrastructure Commons facilities are available to industry users for commercial purposes under commercial rate structures and business-friendly intellectual property terms. The Berkeley RIC Faculty Lab eXceptional-use for Innovation & Entrepreneurship (Berkeley RIC FLEXIE) program enables early stage (pre-product sales) startup companies affiliated with UC Berkeley to temporarily conduct new product R&D in faculty labs—under certain conditions and rigorous oversight.

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