Office of the General Counsel

Forms (research - intellectual property)

Discussion of Forms (links to forms below):

An MTA is an agreement setting forth the terms and conditions for the transfer of tangible research materials between UNCW and an outside entity. The outside entity could be another university or perhaps a for-profit company. A MTA with a for-profit company (e.g., pharmaceutical) is usually very different from one with another university. If you are seeking to get tangible materials from an outside organization, we will be negotiating an incoming MTA for the receipt of materials. For these incoming MTAs, Office of General Counsel (OGC) will often review and revise the outside entities' MTA draft, that is why a Word formatted document for review and/or revision is critical to expedite the process. If an outside organization has requested access to some of your research materials, we will draft and negotiate an outgoing MTA for the external entities receipt of materials. You can share one of the following forms with the external entity. After review by the external entity, they may contact the OGC at to negotiate or finalize the document. Generally, materials are transferred without the expectation of the materials' return.

An NDA is an agreement setting forth the terms and conditions for sharing or exchanging confidential information between UNCW and an outside entity. Confidential information is generally shared under a valid NDA so the parties can pursue a license, research project, or engage in a research collaboration. Confidential information may include unpublished details of inventions, business methods and processes, research protocols, proposals, results and/or software documentation. UNCW information which has been publicly disclosed (orally or in writing) will not constitute confidential information under an NDA.

If both UNCW and the outside entity will be sharing confidential information, then a mutual NDA will be signed. If only one party will be sharing their confidential information, then a unilateral NDA will be signed. When confidential information is transferred to another party it must to marked "confidential" in order for the information to be considered confidential under the agreement. UNCW faculty and staff have an obligation to protect an outside entity's confidential information and should only disclose such information to other UNCW faculty and staff on a 'need-to-know' basis. The obligations under an NDA should not be taken cavalierly - disclosures can result in legal liability and the ruin any opportunity to patent a discovery.

Material Transfer Agreement

appropriate for either materials transfers to other entities or institutions, information disclosure to external individuals or entities, or both materials and information transfers and disclosures.

Nondisclosure Agreement

appropriate only for the mutual exchange and disclosure of confidential information between UNCW personnel and external entities and/or individuals, public or private.

Record of Invention (ROI)

fillable form initiating the disclosure of an invention or discovery consistent with the UNCW Patent Policy.