- Do you require the review of my private written agreement before I sign?
- How can I make sure that what I sign is in accordance with SOM policy?
- What differentiates a private agreement from an institutional agreement?
- Will the University sign a private agreement if it requires a signature from an authorized representative of JHU?
- What are the main aspects I should look out for when reading through my agreement?
1. Do you require the review of my private written agreement before I sign?
We no longer review any written private agreements. Before signing your agreement, we strongly recommend that you carefully read through the document to ensure that all services you are requested to perform are in accordance with SOM policy. You may also want to consult an attorney or legal advisor to protect personal interests.
2. How can I make sure that what I sign is in accordance with SOM policy?
Our website contains information about, and guidelines for, outside services such as consulting and speaking activities. If you familiarize yourself with the guidelines for providing external services, you will be able to assess whether or not your contract is in compliance with SOM policies. For more details, visit the Private Agreements page and select the relevant service guidelines on the right hand side.
In addition, you can request that the company add the JHU Uniform Provisions (“UProv”) to your agreement. The Uniform Provisions is a one page document that encompasses all key policies for faculty engaging in outside services. It can be attached to any legal contract. For more information and detailed instructions on how to add the UProv to your agreement, please visit the Uniform Provisions page.
3. What differentiates a private agreement from an institutional agreement?
Sometimes a company may forward you a contract that is an institutional agreement and not a private one. The simplest way to determine which type of agreement you have received is to check the parties which are listed in the first paragraph of the agreement. Private agreements should ALWAYS list you as an individual as one of the parties. The other party should be the company or entity you are entering into an agreement with.
If one of the parties listed is “The Johns Hopkins University” or ‘The Johns Hopkins Hospital”, then the agreement is considered institutional and must be sent to the Office of Research Administration (ORA) for review and signature.
Likewise, the signature page of a private agreement should not contain a signature line for JHU or a JHU representative. Rather, the signature page should only contain a signature link for you and the contracting company representative or official.
4. Will the University sign a private agreement if it requires a signature from an authorized representative of JHU?
The University will not sign any private agreement. Occasionally, companies will ask that an authorized official of JHU sign off on the private contract thereby acknowledging and approving the external activity. If your agreement is asking for such a signature, please inform the company that JHU will not sign any private agreement. It is the faculty’s responsibility to ensure that any outside service is provided in compliance with JHU SOM policies.
5. What are the main aspects I should look out for when reading through my agreement?
- Your services should be clearly defined and should not involve participation in clinical trials or patient care activities
- Services should not involve visitations from companies to any Hopkins facilites
- You should not be asked to participate in any activity that could reasonably constitute endorsement, promotion, or marketing of any product, technology or service
- Confidential Information:
- You should not be asked to disclose any confidential information that is proprietary to JHU, including providing early or exclusive access to JHU research or disclosing inventions
- Non-Competition Clause:
- Nothing in the agreement should in any way inhibit your ability to conduct research and other academic activities at, through, or on behalf of JHU. Make sure that the non-competition clause does not limit your ability to work with other entities and/or companies in your field of research.
- Ownership of Intellectual Property:
- You should make sure that the company will only have rights to any intellectual property that is developed by you alone or in collaboration with others as a sole and direct result of the performance of services under the agreement. The company shall have no rights under the agreement to any intellectual property that is developed as a result of a program financed in whole or in part by funds provided by or under the control of JHU.
- Publications/Use of Name:
- The company should not use the name, logos and likeness of JHU in any of their publicity materials
- You should not consent to having your image or name used for purposes other than education and training.
For additional help with private agreements, please view our Private Agreement Templates.