General on agreements and templates

The Legal Affairs Division reviews contracts to which the University is a party. Examples of such agreements are commissioned research and collaborative research contracts, contracts for contract education, grant agreements, right of use agreements, consortium agreements, confidentiality agreements and assignment agreements.

The Legal Affairs Division does not assist with the review of personal contracts.

When any University's template contract has been used without changing its substantive content, it is generally not necessary to involve the Legal Affairs Division.

How a contract is assessed

An agreement shall reflect the conditions and interests that are important to Uppsala University, the researchers involved and the project to which the agreement relates. The terms of the agreement must be compatible with applicable legislation, regulations and the University's guidelines and be adapted to the operational needs.

What is scrutinised in particular

The Legal Affairs Division reviews the compliance of current contractual terms with legislation, regulations, University policies and with academic practice. Particular focus is placed on contractual terms related to:

• Publication - that researchers at Uppsala University can publish on the results that they themselves are the authors of.
• Ownership - that ownership of the results produced belongs to the copyright holder/inventor or, alternatively, that if a transfer of results is to take place, it will be in return for market-based remuneration.
• Utilisation - Uppsala University reserves the right to use the results produced in its further academic activities.
• Confidentiality - that Uppsala University is obliged to keep information secret only as far as legally possible.
• Financial responsibility - that Uppsala University does not make contractual commitments that may have unreasonable consequences for the Swedish state, which can be ensured, for example, by limiting liability for damages to a predetermined amount or that the responsible department has assessed in a risk assessment that any risks associated with the project can be managed by the department.
  
  

In order to best assist the responsible department/unit at the University, the Legal Affairs Division needs certain information. A description of the underlying conditions for the agreement, the purpose of the agreement and other circumstances that the legal should be aware of will help. Of particular interest is whether there are any conflicts of interest. More information on conflicts of interest can be found on the page Working in a public authority.

Remember to contact the Legal Affairs Division as far in advance as possible.

Further guidance on assessing a contract is provided on the Research Contract Checklist page.

There are regulations that apply to a limited number of contractual situations and are therefore easy to overlook. The following are some such regulations. If you suspect that any of these are relevant to your contract, please contact the Legal Affairs Division.

• EU sanctions against Russia - If the contract involves the university exporting certain listed products to a recipient outside the EU and the US, Japan, UK, South Korea, Australia, Canada, New Zealand, Norway or Switzerland, the contract needs to include a provision that the product may not be re-exported to Russia.
• Nagoya Protocol - If the research involves the utilisation of genetic resources or traditional knowledge related to genetic resources, it must be assessed whether the regulations in the Nagoya Protocol and the EU ABS Regulation are applicable. If they are applicable, it is necessary to assess which agreements need to be concluded with the supplier country/countries in connection with the utilisation.
• Foreign Direct Investment (FDI) Review Act (Lagen om granskning av utländska direktinvesteringar (UDI)) - research projects in activities worthy of protection that are to be conducted in a form of collaboration that can be considered a simple company (enkelt bolag) must be notified to the Swedish Inspectorate for Strategic Products (ISP). The implementation of the project requires that the notification has been left without action by the ISP or that the ISP, after a review, has approved the university's involvement. Read more about UDI in the section Research collaboration.
  
  

Contracts must be signed by the person authorised to do so in accordance with the university's current scheme of delegation. Provided that delegation has been obtained, this is normally the head of department at a department and at other units the head of unit.

For certain categories of contracts, the authorised signatory is the Vice-Rector of the area (e.g. research grants from the European Commission or US federal funding agencies). The delegation of the Head of Department/Head of Unit indicates when the Head of Department/Head of Unit is not authorised to sign the contract.

The person signing the contract on behalf of the university is responsible for ensuring that the university can fulfil its obligations under the contract.

Some contractual terms are related to business judgements of the responsible department. Other terms require judgements that are outside the competence of the Legal Affairs division. Examples of contractual terms that are fully or not at all reviewed by the Legal Affairs division and thus need to be assessed by the responsible operation are:

• Operational perspective - the person responsible for the contract is responsible for checking that the contractual conditions are functional for the implementation of the project and in accordance with any grant conditions.
• Embedding the project - the project manager or the person responsible for the agreement is responsible for embedding the agreement in the department or faculty.
• Project content and scope - the project description is important for the scope of the contract, and it is the responsibility of the project manager or contract manager to ensure that the descriptions and scope are correct.
• Budget, financing and tax issues - controlled by the project manager or the person responsible for the contract, but support can be obtained from the Finance Division.
• Ethics - the project manager or contract manager is responsible for assessing whether the project requires ethics approval or whether existing ethics approval is sufficient for the implementation of the project.
• Conflict of interest and secondary employment issues - the project manager or the person responsible for the contract is responsible for informing the Legal Affairs Division if there are any conflicts of interest, and for ensuring that these are managed.
• Utility issues, such as commercialisation - support can be obtained from UU Innovation.
• Staff-related issues - questions about staff are coordinated with the HR department.
• Procurement - procurement issues are coordinated with the Procurement and Purchasing Unit.
• Security protection and export controls - the person responsible for the agreement needs to familiarise themselves with the agreement, including the identity of the contracting parties and the activities to be carried out. If the university is going to export dual-use items (PDAs), an export control assessment is needed. Note that knowledge can constitute a product in this context. Questions about security protection and export control are coordinated with the Security Division.
• Premises and equipment - support can be obtained from the Buildings Division on premises and equipment issues.
• Project governance and organisation - The Legal Affairs Division can check if there is sufficient opportunity for the university to influence decisions through, for example, voting and veto rules but it is for the project manager or the person responsible for the contract to assess what is appropriate given the objectives and content of the project.
  
  

Below are the templet agreements developed by the Legal Affairs Division. Given that conditions may differ in different projects, the template agreements may need to be adjusted to fully reflect the situation in which they will be used.

Letters of intent

when a formal agreement is not needed.

• UU mall 230622 Avsiktsförklaring ej sekretess Word, 59 kB.
• UU Template 230927 letter of intent without confidentiality Word, 59 kB.
• UU mall 230627 Avsiktsförklaring sekretessreglering Word, 62 kB.
• UU Template 230927 letter of intent including confidentiality Word, 61 kB.

Degree projects

when an agreement with the partner is required.

• UU mallavtal Samarbetsavtal för externa examensarbeten vid Uppsala universitet Word, 32 kB.
• UU Template Collaboration agreement for degree projects at Uppsala University in collaboration with a third party Word, 35 kB.
• Konfidentialitetsåtagande opponent Word, 21 kB.
• Confidentiality undertaking Exam opponent Word, 21 kB.

Horizon Europe

when Uppsala University coordinates the project.

• HE Project - UU Coordinator Actual Cost - template Word, 154 kB.
• HE Project - UU Coordinator Lump Sum - template Word, 162 kB.

Internal agreements on research results

to regulate the ownership of research results in relation to the professor’s privilege.

• Villkor för deltagande i följande projekt vid Uppsala universitet Word, 24 kB.
• Researcher Agreement - HE project - template 221107 Word, 52 kB.
• Information to Researcher HE Project Pdf, 106 kB.

Confidentiality agreements

for the exchange of sensitive information.

• UU mallavtal 2311220 Konfidentialitetsavtal Word, 58 kB.
• UU Template 231122 Confidentiality Agreement Word, 58 kB.

Material Transfer Agreement och Data Transfer Agreement

when materials are to be sent or received, including human materials, and when transferring data, including personal data.

• UU Template May 2024 Material Transfer Agreement Word, 78 kB.
• UU Template 240408 Material and Data Transfer Agreement Human samples Word, 92 kB.
• UU Template 231116 Data Transfer Agreement Personal Data Word, 87 kB.
• UU Template 231116 Data Transfer Agreement no Personal Data Word, 83 kB.

Data processing agreement

when the university uses a processor that is itself subject to the GDPR (located in the EU or in a country deemed to have an adequate level of protection). The template can also be used when the university is a data processor for someone else. Please note that according to a university director decision (UFV 2018/1736), the template must be used when the university is the data controller and that deviations from the template must be approved by the legal department.

• UU mallavtal mars 2024 Personuppgiftsbiträdesavtal Word, 51 kB.
• UU Template March 2024 Personal Data Processing Agreement Word, 52 kB.

Joint controllership agreement

when the university has joint controllership with someone else for a personal data processing operation.

• UU mallavtal 221117 om gemensamt personuppgiftsansvar Word, 74 kB.
• UU Template 221117 Joint Controllership Agreement Word, 73 kB.

Collaborative agreements

especially for national academic projects.

• UU mallavtal 230417 Avtal om forskningssamarbete i projekt med egen finansiering Word, 67 kB.
• UU mallavtal 230417 Avtal om forskningssamarbete i projekt med tillkommande finansiering Word, 87 kB.
• UU Template 230420 Research Collaboration Agreement external funding Word, 87 kB.
• UU Template 230419 Research Collaboration Collaboration Agreement no external funding Word, 72 kB.

Collaborative agreements

adapted for international academic projects.

• UU Template 201127 Research Collaboration Agreement Word, 80 kB.
• UU Template 210218 Academic collaboration agreement with additional funding Word, 80 kB.

Sponsorship

when the university receives sponsorship support.

• UU mallavtal 230515 avtal om sponsring Word, 76 kB.
• UU Template 230524 sponsorship agreement Word, 79 kB.

Contract research

when universities conduct contract research.

• Uppsala universitet - Avtal om uppdragsforskning Word, 69 kB.
• Uppsala universitet - Bilaga B - Allmänna villkor för uppdragsforskning Pdf, 213 kB.
• Uppsala universitet - Commissioned Research Agreement Word, 70 kB.
• Uppsala universitet - Appendix B - General T&C for Commissioned Research Pdf, 216 kB.