What is the initial step?

The consortium (or center) will engage the potential member to discuss collaboration, research and additional projects. This discussion should be focused solely on membership benefits and collaborative opportunities, without discussing or making any promises on any specific terms of the agreement (e.g. intellectual property, governing law, confidentiality, publication).

What if the prospective company is interested in joining the center or consortium?

A center or consortium representative should reach out to the Office of Industry Research and Collaboration to discuss the administrative steps required to set up a task and/or negotiate an agreement. The Consortium Topical Guide provides additional guidance on the administrative steps of setting up a task.

Who is responsible for negotiating the agreement?

OIRC will draft prepare and provide a draft of the membership agreement to the center or consortium. The center or consortium then provides the draft to the prospective member, noting that the terms should be viewed as non-negotiable. (This is always the first approach for center or consortium membership agreements.)

The agreement draft provided by OIRC will be the standard agreement agreed upon for each center or consortium. The prospective member will then review the terms. It is possible that a prospective member may request minor revisions, although they have been made aware that the terms are non-negotiable. OIRC will evaluate the requested revisions and do its best to accommodate the potential member needs. However, OIRC must give priority to its obligations to comply with ABOR policies and State and Federal regulations.

Can the center or consortium participate in the negotiation process?

Yes, but indirectly. OIRC will be in charge of directly negotiating with the potential member and will inform center or consortium representatives regarding any changes or concerns.

This approach will allow OIRC to fully engage in the negotiation process and serve as an objective partner to the process. It will also aid centers and consortiums in maintaining a positive and collegial interaction with the potential member.

What happens if there are special requests from the potential member that ASU cannot accept?

OIRC will make the necessary requests to ASU internal parties (e.g., Skysong Innovations, LLC; OGC; Risk Management), if possible, to obtain the necessary approvals or waivers to accept the changes. If the approvals or waivers are declined (based on ABOR or ASU policy or state and federal regulations), OIRC will immediately approach center or consortium to discuss how best to communicate this with the potential member.

What are the potential consequences of the center or consortium independently negotiating terms with a potential member?

Negotiating, presenting or promising terms to the potential member can have devastating consequences to the success of the process. If any non-authorized individual engages in negotiation with a potential member and agrees to terms and conditions contrary to ABOR and ASU policies, it may derail the negotiation process. It may also limit OIRC’s ability to negotiate the best deal for the center or consortium and ASU and may render the group or person liable for any negative consequences that the agreement may bring to the University.

Who can sign the agreement?

The OIRC Assistant Director will be the official signatory of the membership agreement.