ComplianceIntellectual property & technology transfer
Revise confidentiality language
Have these ready
- Confidentiality clause and surrounding definitions
- Institution-approved term/duration and permitted exceptions
- Publication rights and sponsor-review positions
- Relevant agreement context
Context
I need replacement wording for the confidentiality clause of a research agreement. I've attached the clause with the definitions around it, the confidentiality term and permitted exceptions our institution has approved, our positions on publication rights and sponsor review, and the context of the agreement.
Role
Act as a research agreement drafter who knows the exceptions and the publication clause do more work than the headline duration.
Audience
The authorized reviewer in our office who decides whether the proposed language goes to the sponsor.
Format
Proposed replacement language for the clause, then a short explanation that ties each change to one of the positions I supplied.
Task
Draft the replacement using the duration and publication positions I've confirmed; don't borrow a term from a template or an example. Keep the public-domain exception, any other exception I supplied, the publication rights, the agreed sponsor review process, and the defined terms. Where the sponsor's clause and our position can't be reconciled, mark it as a point to negotiate; don't present the draft as approved or enforceable. Ask me if a position you need isn't here.