Confidential Disclosure Agreements
Procedure for Executing a CDA/NDA
| Online Form |
|---|
| e-CDA Request Form |
| Sample Agreements |
| One-way Confidential Disclosure Agreement Mutual Confidential Disclosure Agreement |
- Complete the online CDA request form at e-CDA .
- A CDA specialist will be assigned to negotiate and execute your agreement.
- Your CDA specialist will keep you in the loop.
- Your CDA specialist will send you a copy of the fully executed agreement.
- Read the agreement carefully, comply with the terms, and stay within the scope of the agreement.
- At this point, feel free to discuss the topic defined by the scope of the agreement.
- Your CDA specialist will be available to help with questions or future needs at:
- Email mta-cda@osu.edu
- Phone (614) 247-6633
- FAX (614) 247-8351
- Attn: MTA-CDA Group
Technology Licensing & Commercialization
200 Research Foundation
1960 Kenny Road
Columbus, OH 43210-1063
About Confidential Disclosure Agreements
TLC wants to protect your work, specifically the rights that you and OSU have to it. In order to do so, it is important that you do not disclose your work to researchers outside of OSU without first having a confidentiality agreement in place. These agreements are normally referred to as confidential disclosure agreements (CDAs) or non-disclosure agreements (NDAs). TLC will put the confidentiality agreement in place for you and provide you with a copy of the agreement for your records. We simply need some information from you. Please provide the information requested in the CDA questionnaire.
In the case that you are already meeting with someone when you realize that a confidentiality agreement is needed, you may forward our CDA template to the other party for their review. However, it is extremely important that you get the CDA signed by an authorized representative for the other party. This is usually a president, vice-president, CEO, or other officer at the company with signature authority to bind the company to the terms of the agreement. An individual researcher, unless also the president of the company, will not normally possess signature authority. Therefore, the CDA may need to be faxed or e-mailed to the company and faxed back with the proper signature. You will find this process to be common among most universities and research institutions. We can assist you with this process.
Similarly, if someone asks you to sign their confidentiality agreement or a mutual non-disclosure agreement, the agreement must be signed by an authorized signatory for OSU. There are two people with this authority, and they are both located in the Technology Licensing & Commercialization (TLC) office. These agreements should immediately be sent to TLC for review and signature, as they cannot to be signed by individual researchers or investigators, even if you have been provided a signature line. Every CDA must be signed by an authorized signatory for the university. In addition, you should ask the other party to submit to you and TLC a mutual non-disclosure agreement, as generally it is not prudent to accept a 1-way agreement from another party. They do not protect your work, only the other party’s, and often they contain terms that place unreasonable burdens on you and the University.

