• Confidential Information (CI) about OSU IP is to be disclosed to someone outside the University.
• A company is willing to pay you for specific know-how.
• Company/institution wants to disclose CI to you for a specific purpose.
• When not already covered by confidentiality terms in an existing research contract, grant, or sponsored research agreement.
• When submitting reports/research results to company sponsors.

Call us! We will work with the other party to get the correct signatures in place.

• Ask the company to contact TCO directly.
• Will take minimum of 2 weeks to complete; plan meetings, etc. accordingly**.
• No information exchanges should take place until CDA is fully executed.
• CDA cannot be signed by PI – TCO will sign on OSU’s behalf.

• No marking requirement – most CDA’s require that confidential info be identified as such.
• No expiration date for confidentiality terms.
• Restrictions on your publication rights.
• CI defined too narrowly.
• No exceptions to definition of CI.
• CDA first shown to you at actual meeting.
• TCO will see that undesirable terms are removed.

Commonly referred to as CDA’s or NDA’s (non-disclosure agreements), these agreements are used when someone wants to protect confidential information that they need to divulge to another party. They are commonly used between companies and faculty for exchanging information to determine if they want to collaborate on a clinical trial or other type of research. There are two basic types: (1) way & (2) way (mutual exchange of information).

• Protects each party’s Intellectual Property (IP) & proprietary know-how and information.
• Identifies what will be disclosed.
• Establishes legal and procedural guidelines for disclosing and managing Confidential Information.
• Usually includes provision that the recipient of the information cannot use that information for anything not described in the agreement.