What is a Material Transfer Agreement?

A material transfer agreement is a contract between two parties exchanging biological material like cell lines, vectors, and plasmids. Such agreements can also be used for chemicals, certain kinds of software, and other research materials. The material transfer agreement articulates rights and responsibilities of all the parties involved, and may be a standard agreement or a custom document drafted for a specific application.

Free exchange of information for research is especially common in the academic community, where research institutions affiliated with colleges and universities share material for the purpose of furthering and improving research. Transfers can also take place between research institutions and members of industry; a pharmaceutical company, for example, might allow a research institution to work with a proprietary drug under development.

The material transfer agreement defines the parties involved in the transaction, discusses the materials being transferred, and sets out terms and conditions. People may be required to maintain confidentiality, to share their research with the other party, or to delay publication until a patent has been secured. The material transfer agreement can also cover derivatives of the materials being transferred; a researcher may, for example, give up intellectual property rights over derivatives by signing the contract. There may be clearly defined limits on how the material may be used for safety and security, as well as concerns about intellectual property.

In most facilities, an attorney must review a material transfer agreement before the transfer can take place. Attorneys may request changes to the contract if they feel it is not in the best interest of the institution they represent. In situations like transfers in the academic community, the process is often very straightforward, as many institutions use standardized agreements. For situations where materials are being transferred between nonprofit and for-profit organizations, the material transfer agreement can become more complicated.

People working with the material must be familiar with the terms of the material transfer agreement to make sure they do not violate it. When transferred materials arrive at a lab, the lead researcher may brief people who will come into contact with the material so they know how to handle it appropriately. If someone violates the terms by doing something like selling material to a third party, the lab can be liable. In addition to paying fines, it may not be able to access materials from that source again, and could acquire a bad reputation in the community, making it difficult to exchange materials with other institutions in the future.