Frequently Asked Questions about Depositor Agreements
One of the goals of the PSI:Biology-MR is to simplify the MTA process, thus decreasing the time it takes for institutions to deposit or receive plasmids.To this end, the PSI:Biology-MR in collaboration with Arizona State University's Office for Research and Sponsored Projects, Harvard University's Office of Technology Transfer, Office of General Council and both a for-profit and not for-profit institution developed the Depositor Agreement and the Expedited Process Material Transfer Agreement (EP-MTA).
Because most of us do not often think about Depositor Agreements, we want to answer your most commonly asked questions. For more information about MTAs and the Expedited Process Agreement click here.
Depositor Agreement Questions
What is a Depositors Agreement?
The Depositors Agreement sets forth the terms that allow the PSI:Biology-Materials Repository to distribute the plasmids that PSI researchers deposit.Here is our standard Depositor Agreement.
Why is a Depositors Agreement needed?
To put this agreement in context, the PSI:Biology-MR is a plasmid repository for both large and small collections of plasmids provided by both for-profit and not for-profit institutions. Because we manage so many collections, it would be impossible to keep track of separate agreements or specialized provisions within agreements from individual institutes. Thus, we found we needed a universal agreement, which evolved into the Depositor Agreement.
Why can't we just use a universal MTA (UB-MTA)?
At first blush, we know it is tempting to ask, "Why do we need a Depositor Agreement-why can't we just use a standard MTA"? This is not possible, because virtually all MTAs expressly prohibit the recipient of the material from further distributing it. Moreover, because MTAs assume that there will be no further distribution, they do not address critical liability and indemnification issues. We
specifically explored the possibility of using the UB-MTA and found that it would not work. First, because it is an MTA, it is not designed for use by a distributor - it is meant to accompany material that is provided by the institution that produced the material. Moreover, in our experience, use of the UB-MTA had other problems; the document is long, restrictive and not well-recognized overseas.
What should I do if I want to deposit plasmid(s) that contain features that have third party intellectual property?
This is not a problem, although we will need to come to an agreement with the entity that controls the feature of the plasmid(s) that is covered by intellectual property laws. This agreement will provide the protocol for distribution of this plasmid and possibly an addendum to the EP-MTA. In many cases these so-called "third party" issues only apply if a company buys that plasmid. In this case, the most common outcome is that the company will have to obtain a license from the third party before receiving the particular plasmid(s). Contact your Office of Technology Transfer or Office of General Counsel if you are unsure if your plasmids contain intellectual property.
What does the section about liability mean?
The second issue with using a standard MTA concerns liability, which also will not be handled appropriately by an MTA. You can imagine that it could become overwhelming if ASU were to assume the liability for all of the institutions that have contributed clones to the repository. This will include well over 100,000 clones from more than 30 institutions by the end of this year. Instead, it is more equitable for ASU to take responsibility for its role in the distribution of the clones and for each institution to take responsibility for its part. In this case, ASU will not hold the PSI institution
responsible for something that ASU did and vice versa. Specifically in this case, the PSI
institution is responsible for knowing what is in its clones and knowing they are safe to distribute within the confines of the MTA that will accompany them. That MTA is included in the Depositor Agreement, so that the PSI institution knows what will accompany the clones as they are distributed. You can imagine that it would be impossible for ASU to assume the responsibility of knowing the contents of all the clone collections that are given to it and confirming that they do not include known toxins, etc.
Who has signed the Depositors Agreement?
Click here to see who has signed the Depositors Agreement. If your institution has not yet signed,
please contact us so we can work together to expedite this process.
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