Material Transfer Agreement Template for England and Wales

A Material Transfer Agreement sets out the legal terms when one organization sends biological materials, chemicals, or research samples to another. These contracts are vital in scientific research, especially when universities or biotech companies share cell lines, genetic materials, or novel compounds.

Under English law, these agreements protect intellectual property rights and establish clear rules about how the recipient can use the materials. They typically cover key issues like publication rights, commercial restrictions, and what happens to any discoveries made using the materials. Many UK research institutions require MTAs before sharing valuable research materials to maintain control and ensure proper attribution.

Use a Material Transfer Agreement when sharing valuable research materials like cell lines, antibodies, or novel compounds with other organizations. This is especially important for UK universities and biotech companies sending materials that have commercial potential or required significant investment to develop.

The agreement becomes essential when your materials could lead to new discoveries or publications. It protects your intellectual property rights and sets clear boundaries around how recipients can use the materials. Many research funders and institutions in England now require MTAs before any material exchange to prevent misuse and ensure proper acknowledgment in future research.

• Simple MTAs: Used for low-risk transfers between academic institutions, focusing on basic terms like material description, usage limits, and publication rights
• Commercial MTAs: More detailed agreements for industry partnerships, covering IP rights, commercialization terms, and revenue sharing
• Multi-Party MTAs: Complex agreements for research consortiums or clinical trials, managing material sharing between multiple organizations
• Data-Inclusive MTAs: Expanded agreements covering both physical materials and associated research data, common in genomics research
• Time-Limited MTAs: Agreements with specific research timeframes and material destruction requirements, often used in clinical studies

• Research Institutions: Universities and labs that create or own valuable materials, often acting as providers in Material Transfer Agreements
• Biotech Companies: Commercial entities receiving or providing research materials, particularly for drug development or clinical trials
• Legal Teams: In-house counsel or specialist solicitors who draft and review MTAs to protect intellectual property rights
• Technology Transfer Officers: University staff who manage material transfers and negotiate agreement terms
• Principal Investigators: Lead researchers who identify needed materials and initiate transfer requests

• Material Details: Document exact specifications, quantity, and any special handling requirements for the materials being transferred
• Usage Parameters: Define permitted research purposes, publication rights, and any commercial restrictions
• Institutional Policies: Check both provider and recipient organization's material transfer policies and approval processes
• IP Rights: Clarify ownership of original materials and any discoveries made using them
• Risk Assessment: Identify potential hazards, required safety measures, and liability considerations
• Compliance Check: Verify alignment with UK research regulations and funding requirements

• Material Description: Detailed specification of materials, including quantity, form, and any unique identifiers
• Permitted Use: Clear scope of authorized research activities and any restrictions on commercial use
• IP Rights: Ownership declarations for original materials and resulting discoveries
• Confidentiality Terms: Rules for handling sensitive information and research data
• Transfer Conditions: Shipping requirements, costs, and handling procedures
• Publication Rights: Terms for publishing research results and acknowledgment requirements
• Liability Provisions: Risk allocation and indemnification clauses
• Termination Terms: Conditions for ending the agreement and material disposal requirements

A Material Transfer Agreement differs significantly from a Data Transfer Agreement, though both manage the exchange of valuable assets between organizations. While MTAs focus on physical research materials like cell lines or compounds, DTAs specifically govern the transfer of datasets, personal information, or digital research data.

• Purpose: MTAs control physical material usage and resulting discoveries, while DTAs ensure data protection and GDPR compliance
• Legal Framework: MTAs primarily operate under intellectual property law, while Data Transfer Agreements must comply with data protection regulations
• Rights Management: MTAs focus on research rights and commercialization of discoveries, while DTAs emphasize data security and privacy obligations
• Duration: MTAs typically cover specific research projects until material depletion, while DTAs often establish ongoing data sharing relationships