Licensing

University employees are required to comply with all policies (including but not limited to the Conflict of Interest and Conflict of Commitment policies), guidelines, and procedures of the University, as well as any management plans or resource usage requirements. Obligations to the University are and must be kept separate from work with, or in support of, any outside interests. Approval of any individual license, or conflict of interest or conflict of commitment requests, will be subject to continued compliance with University obligations including any current or future project or research-specific management plans.

Income generated through the commercialization of intellectual property (IP) is shared with all IP contributors. If there is more than one item of IP in a license, the income is split equally between those inventions unless specified in writing otherwise. In addition, all contributors on any IP are treated equally unless specified in writing otherwise.

In specific circumstances, a department may take the role of the contributors, garnering the contributor share, the contributor lab share, and the department’s share. This occurs when the intellectual property is determined to be a departmental work. (See “What is a Departmental Work.”)

The U of A royalty distribution schedule (see "How are royalties distributed?" below) is based on net income. Net income consists of the cumulative gross revenues generated through the transfer or other commercialization of ABOR-owned IP through Tech Launch Arizona, including royalties, up-front and license fees, milestone payments, settlement amounts, and any other compensation, less: (a) a 15% University administrative fee to fund TLA operations; (b) unreimbursed legal costs and direct costs, including any amounts required to be remitted to the State of Arizona or any other costs incurred by Tech Launch Arizona, associated with the ABOR-owned IP; and (c) amounts owed under any agreement related to the ABOR-owned IP, including those with a sponsor, federal or state agency, co-owner, or other university or nonprofit entity. No University personnel, overhead, or other costs not directly related to legal protection or other contractual obligations will be deducted as part of the net income calculation.

Revenue from license agreements is shared with all inventors regardless of their participation in the licensee. In addition, the University considers all revenue received under a license agreement, including any revenue garnered from warrant or equity positions in a startup, as revenue to be distributed.

Once a liquidation event occurs TLA will generally sell the warrants, or the Foundation will sell the shares of stock, within a short timeframe, typically days, after legally able to sell (often, especially in the case of an IPO, there is a “hold period” during which equity cannot be sold.).

On rare occasions TLA or the UA Foundation may have reasonable belief based on special circumstances that holding the equity for a short time would result in a higher return. In these cases, discussions with all potential recipients of these royalty distributions may take place to decide to hold the equity for a limited time prior to selling. Once sold, the revenue is distributed according to the Royalty Distribution Policy.

A “departmental work” refers to Intellectual Property developed not as the result of an individual’s independent research or work, but rather as a directed effort initiated by a college, department or unit within the university. In such cases, the work is typically conceived as a result of an assignment given either formally or informally by leadership or university administration (e.g., a department chair, lab director, center head, Dean or other leader), with an objective, goal and/or an expected outcome. The direction may take many forms, such as a directive, work plan or even an expectation tied to the individual's role. In a departmental work, although named individuals may have contributed to the work or execution, the intellectual contribution is attributed to the college, department, center, unit or other entity, which is seen as the functional “inventor” or “contributor.”