Faculty Manual – Section J
SECTION J. RIGHTS AND RESPONSIBILITIES RELATED TO CREATIVE WORKS
J.1 Policy on Patents, Inventions, and Research Property
J.1.1 Definitions
J.1.2 Policy on Inventions
J.1.2.1.1 University Ownership
J.1.2.1.2 Inventions Created by Members While Consulting
J.1.2.1.3 Inventions Involving More Than One Inventor
J.1.2.1.4 Sponsored Projects
J.1.2.1.5 The U.S. Government
J.1.2.1.6 University Sponsored Research
J.1.2.1.7 Member Rights in Inventions
J.1.2.1.8 Member Conflict of Interest Disclosure
J.1.2.1.9 Assigning Ownership Back
J.1.2.2 Ownership in Dispute
J.1.2.3 Right to Appeal
J.1.2.4 Administration
J.1.2.5 Notification of Inventions
J.1.2.6 Evaluation of Disclosure, Patent Filing
J.1.2.7 Formal Assignments and Preparation of Documents for Prosecution
J.1.3 Marketing and Distribution of Proceeds
J.1.3.1 Marketing of Inventions
J.1.3.2 Royalty Distributions
J.1.3.3 Equity Transactions
J.2 Policy on Copyrightable Works
J.2.1 Definitions
J.2.2 Ownership of Copyrightable Works
J.2.2.1 Scholarly Work
J.2.2.2 Employee Works
J.2.2.3 University Institutional Works
J.2.2.4 Sponsor Works
J.2.2.5 Supported Works
J.2.3.1 Disclosure
J.2.3.2 CSU-STRATA Notice of Election
J.2.3.3 Assigning Ownership Back to Author(s)
J.2.3.4 Classification
J.2.3.5 Right to Appeal
J.2.3.6 Administration
J.2.3.7 Member Conflict of Interest Disclosure
J.2.4 Marketing and Distribution of Proceeds
J.2.4.1 Marketing of Copyrightable Works
J.2.4.2 Royalty Distribution
J.2.4.3 Equity Transactions
J.2.5 University Use of Scholarly Works
J.2.5.1 Fair Use
J.2.5.2 Administrative Use
J.2.5.3 Unexpected Unavailability
J.2.5.4 Return of Scholarly Work
SECTION J. RIGHTS AND RESPONSIBILITIES RELATED TO CREATIVE WORKS (last revised February 9, 2024)
J.1 Policy on Patents, Inventions, and Research Property
Appeals Committee for Inventions: The committee that makes decisions regarding disputes arising from the policies in Section J.1. The members are the Vice Provost for Faculty Affairs, the Chair of Faculty Council, and the University Grievance Officer. Decisions made by the Appeals Committee are final.
Bayh-Dole: U.S. legislation found at 35 U.S.C. §§ 200-212 pertaining to the reporting, ownership, patenting, and licensing of Inventions or Discoveries made under Federally Sponsored Research Agreements.
Colorado State University Research Foundation (“CSU-STRATA”): The primary intellectual property marketing agent for the University is the Colorado State University Research Foundation, now known as CSU-STRATA, and as it may otherwise be known from time to time. CSU-STRATA provides these services in accordance with the Master Services Agreement with the Colorado State University System on behalf of the University.
Data: The recorded material commonly accepted in the scientific community as necessary to validate research findings arising from or associated with research conducted at, under the auspices of, or using the resources of the University. “Data” covered in this policy includes both intangibles (e.g., information and copyrightable works such as software and expressions of creativity, artistry or information) and tangibles (e.g., cell lines, biological samples collected for research purposes, synthetic compounds, organisms, biomarkers, novel reagents and originals or copies of laboratory notebooks) arising out of the academic and research units of the University. Protectable “Data” includes the recorded material as well as supporting materials such as experimental protocols and code written for statistical analyses commonly accepted in the scientific community as necessary to validate research findings.
Equity: Any shares of capital stock, partnership interests, membership interests in a limited capability company, beneficial interests in a trust, or any options, warrants, rights or securities (including debt securities) convertible, exchangeable or exercisable to acquire any such interests.
Extraordinary University Resources: Resources such as financial, technical, personnel, or additional forms of support provided by the University which exceed the type or level of resources typically provided to similarly situated Members. This may include the commitment of staff, faculty, or student effort or material support in the creation of Invention other than what is available to similarly situated Members for their use, such as open-source materials. It may include use of University owned intellectual property, CSU-STRATA owned intellectual property, Inventions, and Research Results. Considering the benefit that accrues to the University from individual scholarly activity, the University has concluded that Extraordinary University Resources shall not include the Member’s time, office space, computer equipment (excluding in some cases server space), use of the library, or any commonly available resources available on or off campus.
Intellectual Property Disclosure: Documentation of potential Invention to be completed by the Inventor(s) and submitted through the Disclosure Portal established by CSU-STRATA.
Inventions: New, useful, and non-obvious ideas and/or their reduction to practice that result in, but are not limited to, new devices, processes, and/or methods of producing new and/or useful industrial operations and materials; any produced article useful in trade; any composition of matter, including chemical compounds and mechanical mixtures; any plant covered under plant patent laws, the Plant Variety Protection Act, or other methods that provide protection; biological materials, including cell lines, plasmids, hybridomas, monoclonal antibodies, and genetically-engineered organisms with commercial potential; many new designs in connection with the production or manufacture of an article including computer software, data bases, circuit design, prototype devices and equipment; and any improvement upon existing processes or systems. An Invention may be patented or maintained as a trade secret. An Invention may contain Copyrightable Works. If so, the Marketing Agent may choose to license the patent and copyrights together or separately, depending on commercial interest.
Inventor: An Individual that made an Invention subject to this policy. Support staff such as research assistants, computer programmers, and others who contribute to an Invention may not be considered Inventors unless they substantially influence the original and novel aspects of the Invention. Inventorship is a legal standard and may not be consistent with authorship of any associated publications.
Manual: Academic Faculty & Administrative Professional Manual.
Master Services Agreement: The agreement by and between CSU-STRATA and the Colorado State University System on behalf of the University, as may be amended from time to time.
Member: This policy shall apply to all persons employed, compensated, or appointed by the University, including without limitation Supported Students, and to anyone making use of Extraordinary University Resources (including non-employees, absent an agreement to the contrary). The inclusion of this Policy in the Manual does not limit or impact the inclusion of individuals who would not otherwise be subject to the Manual.
Reduced to Practice: This is accomplished when an Inventor’s conception is embodied in such form as the render it capable of practical and successful use.
Research Results: Includes, but is not limited to, materials, computer software, computer databases, prototype devices or equipment, engineering designs or drawings, integrated computer chips, audiovisual works, antibodies, genetically modified animals, and cell lines. Also includes Data, samples, physical collections, records, results and supporting materials, documents, and records, whether or not patentable, including, for example, computer programs, circuit designs of all types, data bases, technical and design drawings, biogenic materials, novel varieties of plants, chemically synthesized molecular systems, and other creations. Absent agreement, University policy, contract, or legal requirement to the contrary, Research Results will be subject to this policy and must be disclosed upon request or where it reasonable appears there is commercial value in such Research Results.
Sponsored Project: Research activity or other work performed under sponsorship from any agency, party, or parties external to the University, pursuant to an agreement between such agency or party and the University, which may result in the creation of Inventions or Research results.
Supported Students: Students who are either employed by the University or receive University support for research activity in the form of a stipend and/or tuition award, including but not limited to fellowships, teaching assistantships and research assistantships, and those Students who make Substantial Use of University Resources. “Support” in the form of financial assistance such as scholarships for which “support” is independent of a research degree program or research activities are not included within the definition of “Supported Student.”
University Duties or Activities: University Duties or Activities include teaching, mentoring of students, the conduct of scholarly research in the Member’s specialized field, and service on university committees consistent with the furtherance of knowledge and its dissemination. Members who are not members of the faculty have University Duties or Activities as defined by the position they hold at the university. A Member’s University Duties or Activities include those that are customarily expected to be performed by those holding the position held by the Member as well as those that are assigned by the University.
VPR Intellectual Property Manager (IPM): The individual appointed b the Vice President for Research to be the division contact for matters involving intellectual property.
J.1.2.1.1 University Ownership
Unless otherwise stated in this policy, the University shall be the owner, under any applicable law, of all Inventions that fall into one or more of the following three categories:
i. Inventions created or developed by Members in the course of performing University Duties or Activities whether on or off campus, during or after normal University business hours, alone or with others, or during a sabbatical, summer, University holiday, or break.
ii. Inventions created or developed with Extraordinary University Resources or expressly commissioned by the University.
iii. Inventions created or developed as part of a Sponsored Project, unless explicitly provided otherwise in an agreement to which the University is a party.
J.1.2.1.2 Inventions Created by Members While Consulting
Rights to Inventions resulting when a Member acts as a consultant with non-University entities must be specified in the consulting agreement under which the Member acts. Members must be cognizant that Inventions may represent the culmination of endeavor in a specialized field, often conducted with University Resources. Members cannot grant rights to University-owned Inventions as the University’s ownership vests automatically in Inventions pursuant to this policy. As such it is recommended that the following clause be added to any consulting agreement a Member may sign:
The Company will have no rights by reason of the Agreement in any intellectual property whatsoever, whether or not patentable or copyrightable, generated wholly or in part as a result of Consultant’s activities carried out at the University, or with substantial aid of its facilities or funds administered by it or as otherwise provided in the University’s policies including for example and without limitation those covering Intellectual Property.
J.1.2.1.3 Inventions Involving More Than One Inventor
When Inventions result from the joint efforts of Inventors, including Inventors who are not Members, such as those from another institution, a written agreement among the parties must specify ownership, allocations, and other rights.
Rights to Inventions financed wholly or partially by governmental, industrial, philanthropic, or other external organizations or persons must be specified in contracts or written agreements that protect the University’s interest. Before work begins, the Member responsible for a contract or agreement must advise all coworkers of their rights. The Vice President for Research (VPR) will exercise every reasonable effort to assure that contracts and agreements secure commercial value and patent rights favorable to the Member and the University.
Covered Individuals may receive financial support for their research from the U.S. Government. The ownership of Inventions or Research Results made with Government financial support is determined by Federal law, including the Bayh-Dole Act (35 U.S.C. §§ 200-212) and the regulations at 37 C.F.R. Pt. 401.
The University has certain duties to disclose to the Government all Inventions, and in some cases Research Results, made in the performance of a Government funding agreement, where a funding agreement means prime awards from the Federal government and Federal pass-throughs, i.e., subcontracts at all tiers. Other reporting requirements not previously mentioned may exist now or in the future. Accordingly, Members associated with Government-sponsored projects shall notify CSU-STRATA promptly whenever any Invention is conceived or actually Reduced to Practice in the course of the project. When permitted by law and the funding agreement, if CSU-STRATA decides to seek patent protection for such an Invention in accordance with this policy, CSU-STRATA must elect to retain title to the Invention within any time limits established by law and make efforts to achieve practical application of the Invention.
J.1.2.1.6 University Sponsored Research
If the University sponsors a research project, solicits voluntary Member participation in the project, and provides funding for the project, possibly including compensation/release time for the Member, the University will own the intellectual property rights developed through the project unless the University agrees to share ownership. A written document, signed by the Member prior to initiation of the project, will be executed to acknowledge the University’s ownership, or sharing arrangement, and the Member’s commitment to cooperate with the University, at University expense, to protect and commercialize the intellectual property. Should the parties agree, the University may opt to share with the Member involved any profits that result from the intellectual property created on the project. Such agreement, and the details of profit-sharing arrangements, shall be recorded in a written document, signed by both parties, which shall supersede this policy to the extent that any provisions are in conflict.
J.1.2.1.7 Member Rights in Inventions
Unless otherwise stated in this policy, Member(s) will retain a non-exclusive, personal, non-transferable or sublicensable license to their Inventions for their own teaching and research purposes. Any use outside of that, such as a commercial use including use in consulting activities, will require a license from the University.
J.1.2.1.8 Member Conflict of Interest Disclosure
Member must disclose all Equity offered to or received by Member, or an individual or entity associated with Member, directly in connection with a license agreement. Member is required to disclose in writing to the University Conflict of Interest Office (“CIO”) the specific terms and conditions associated with Equity issued to Member or an individual or entity associated with Member for their role as founders, consultants, or otherwise. The Member shall disclose to the University CIO any existing or proposed consulting agreement between the Member, or an individual or entity associated with Member, and the prospective licensee or any other agreements with other entities that have potential for conflicts of interest pertaining to the license. The University CIO may suggest limitations on the proposed license agreement, associated sponsored research agreement, consulting agreement between the Inventor and the licensee, or other agreements in order to address actual or potential conflicts of interest in accordance with the Conflict-of-Interest Policies. The University and CSU-STRATA will coordinate on Conflict of Interest matters, as set forth in the Master Services Agreement, particularly where CSU-STRATA is a party to the license agreement.
J.1.2.1.9 Assigning Ownership Back
CSU-STRATA may elect not to assert its right to an Invention after disclosure. In such instance, ownership of the Invention will be returned to the University subject to any rights of the Federal Government and to any rights of the sponsor of the research leading to the Invention. The University or CSU-STRATA will execute such documentation as may be necessary to effectuate such transfer of ownership. When an Invention is returned to the University, the University may elect to transfer ownership to the Inventor(s), but the University retains the right to use said Invention in teaching and research. Inventor(s) remain(s) obligated to disclose to the University follow-on research or progeny, modifications or derivations of disclosed Inventions as these will remain subject to this Policy.
When the Member declares in an Invention Disclosure that a disclosed Invention is not the property of the University, the Invention Disclosure shall be forwarded to the IPM for a determination of ownership of the Invention under this policy. The IPM shall gather such information as needed to determine ownership of a disclosed Invention, including, but not limited to, consultation with CSU-STRATA and the Office of General Counsel. A decision by the IPM that the Invention is the property of the University must be announced within sixty (60) calendar days from receipt of notification of disputed ownership of an Invention by Member, unless an extension of this timeline is granted by the VPR.
If the Member disagrees with the decision of the IPM or there is any other dispute regarding ownership, the Invention Disclosure shall be forwarded to the Appeals Committee for Inventions for a final determination of ownership of the Invention under this policy.
The Office of the Vice President for Research (OVPR) is responsible for the administration of the University’s rights regarding Inventions having potential monetary or commercial value and for the selection of internal or external marketing agents. As set forth in the Master Services Agreement, the marketing agent for the University is CSU-STRATA. However, Inventions may be marketed better as part of an academic unit’s activities, especially in cases where use of the Invention is subject to sponsor requirements or limitations. The decision to use a marketing agent other than CSU-STRATA, including the decision to keep marketing within the academic unit, is set forth in the Master Services Agreement and currently requires the review and approval of the Chancellor, after consultation with CSU-STRATA.
J.1.2.5 Notification of Inventions
Members must provide timely notification of the creation of Inventions via submission of an Invention Disclosure to CSU-STRATA. Members shall disclose all Inventions as soon as possible after discovery or significant development, but, in all events, the Invention Disclosure must be submitted to CSU-STRATA prior to any public disclosure of the Invention. Members must keep CSU-STRATA informed about anticipated publications and presentations as well as update the Invention Disclosure as needed by providing copies of Data, publications, and presentations to CSU-STRATA. It is also expected that the Member will provide reasonable assistance and cooperation to CSU-STRATA in its efforts to market or license Inventions. Principal investigators of research projects, as well as department chairs and deans, have a responsibility to ensure that all Inventions of which they become aware are disclosed to CSU-STRATA. Failure to disclose an Invention or to provide reasonable assistance or cooperation may result in the forfeiture of the Member’s rights to payment under this policy. Such a decision by the University may be appealed to the Appeals Committee for Inventions.
J.1.2.6 Evaluation of Disclosure Patent Filing
The procedures to be followed by CSU-STRATA in evaluating an Invention Disclosure, electing to take an assignment of the disclosed Invention, evaluating the market for the Invention, and filing for appropriate intellectual property protection is set forth in the Master Services Agreement.
If the evaluation reveals that the Invention Disclosure is either incomplete or insufficient for a proper evaluation, CSU-STRATA shall notify the Member(s) of the need for more information or more research. Where additional research needs to be done, an updated Invention Disclosure shall be submitted to CSU-STRATA once additional development has taken place.
The Member(s) will provide CSU-STRATA with such reasonable additional information and assistance as CSU-STRATA may request, and that the Member(s) can reasonably provide, in order to assist CSU-STRATA in evaluating the Invention Disclosure and the Invention, the need for any further development of the Invention, the potential markets or licensees, and the like. If there is a disagreement concerning the scope of additional assistance requested of the Member, such disputes shall be settled by the Appeals Committee for Inventions.
J.1.2.7 Formal Assignments and Preparation of Documents for Prosecution
Once CSU-STRATA has evaluated an Invention, CSU-STRATA may require the Member(s) to execute a formal assignment document to the University, to CSU-STRATA or to a third party as required by the Patent and Trademark Office. Typically, assignments to third parties will be subject to the University’s and the Member’s nonexclusive, irrevocable, paid-up license to use the Invention for research and teaching purposes.
Members are required to execute all contracts, assignments, waivers, patent applications, and other documents reasonably necessary to carry out the provisions of this Policy in a timely manner. Members will also, at the request of CSU-STRATA or the University, meet with potential or actual licensors of an Invention and otherwise provide reasonable assistance to the University in the marketing and licensing of the Invention. If CSU-STRATA elects to seek patent protection for an Invention in one or more jurisdictions, the Member shall provide reasonable assistance to CSU-STRATA in preparing and prosecuting patent applications.
Any disputes involving these requirements shall be settled by the Appeals Committee for Inventions.
J.1.3 Marketing and Distribution of Proceeds
J.1.3.1 Marketing of Inventions
The Marketing Agent, as referenced in Section J.1.2.4, shall be responsible for marketing Inventions, including collecting and distributing net income derived from licensing, sublicensing, or sale of an Invention which it administers. CSU-STRATA’s marketing responsibilities are set forth in the Master Services Agreement. For any income derived by the Marketing Agent for such licenses, the Marketing Agent will be reimbursed for its direct costs attributable to marketing, patenting, and licensing incurred in connection with each license agreement (“direct costs”). In general, absent agreement by all parties to the contrary, net income will be allocated as follows:
| Member | Member’s Department/College | VPR | Marketing Agent |
| 35% | 10% | 15% | 40% |
Distribution of net income shall occur no less than once per fiscal year. Where there is more than one Inventor, they will each receive an equal share of the “Member” portion (i.e. 35%) of net income, absent agreement among the Inventors to an alternative split of that portion. This same distribution will be applied to the Department/College portion where more than one Department/College is involved. If there is a dispute as to distributions among Inventors, the Invention Appeals Committee for Inventions will make a determination of the proper distribution.
Any proceeds accruing to Members hereunder constitute royalties, not salaries, and will be paid as royalties to Members through CSU-STRATA or the University’s external agent/assignee. If a Member leaves the University, the Member’s portion of proceeds will continue to be paid to the Member. If a Member dies, the Member’s portion of the proceeds will continue to be paid in accordance with the testamentary disposition (wills, trusts, and similar mechanisms) or, in the absence of such a disposition, as provided by law.
Special circumstances may apply in the event CSU-STRATA or the University’s external agent/assignee accepts Equity as consideration for the grant of a license or other interest in an Invention. License agreements involving Equity must be structured to protect the University from liability and to avoid conflicts of interest.
Generally, all Equity provided as payment for the grant of a license from CSU-STRATA must be issued directly to CSU-STRATA. All decisions with respect to management and liquidation of Equity held by CSU-STRATA will be made by CSU-STRATA on behalf of the University and the Inventor(s). Upon liquidation of the Equity held by CSU-STRATA, distributions shall be made by CSU-STRATA in accordance with Section J.1.3.1.
J.2 Policy on Copyrightable Works
Appeals Committee for Copyrightable Works: The committee that makes decisions regarding disputes arising from the policies in Section J.2. The members are the Vice Provost for Faculty Affairs; the Chair of Faculty Council; and the University Grievance Officer. Decisions made by the Appeals Committee are final.
Author: Under the copyright laws of the United States, a person who has created a Copyrightable Work is called an “Author.” If more than one person has participated in the creation of a Copyrightable Work, each must have contributed materials which would independently qualify as a Copyrightable Work in order to be considered a co-Author of such work. An Author of a Copyrightable Work may be different than the owner of such work such as when a Work is assigned to a new owner. An employer such as the University may also be considered to be an Author of a Copyrightable Work under certain circumstances. Under this Policy, when a Work constitutes a “University Institutional Work” or a “Work Made For Hire” the University will be deemed to be the “Author” for all purposes. This section extends the definition of Author from Copyrighted Works to Copyrightable Works.
Colorado State University Research Foundation (“CSU-STRATA”): The primary intellectual property marketing agent for the University is the Colorado State University Research Foundation, now known as CSU-STRATA, and as it may otherwise be known from time to time. CSU-STRATA provides these services in accordance with the Master Services Agreement with the Colorado State University System on behalf of the University.
Copyrightable Works: Original works of authorship fixed in any tangible medium of expression, now known or later developed, from which they can be perceived, reproduced, or otherwise communicated, either directly or with the aid of a machine or device. It includes, but is not limited to, books, journals, software, computer programs, databases, musical works, dramatic works, videos, multimedia products, sound recordings, pictorial and graphical works, and other similar works.
Courseware: The set of tools and technologies used to deliver or present the content of a course, independent of the content itself. Courseware is typically used in the asynchronous delivery of academic content via a learning management system (e.g., Canvas or Bridge) or an interactive online software system (e.g., Teams, Zoom, or Webex). Use of Courseware provided by the University (including courseware used by instructional designers at CSU Online to convert material to a different format) will not, in and of itself, be deemed use of Extraordinary University Resources.
Creator Support Personnel: Creator Support Personnel are support staff such as office staff, university photographers and graphic artists, non-faculty computer programmers, and others who contribute to the Works in the course of performing and within the scope of their employment duties and under the direction and guidance of a faculty member or supervisor. Faculty and Faculty-Like Employees generally will not be considered Creator Support Personnel. Creator Support Personnel are not generally considered to be Authors. Copyrightable Works by Creator Support Personnel are considered Works Made For Hire and the University is considered the Author. If, however, Creator Support Personnel substantially influence the conception, design and/or creation of the Copyrightable Work and make a copyrightable contribution to the Work, they may be determined to be an Author by the Provost. Note that the use of Creator Support Personnel may at times constitute use of Extraordinary University Resources.
Equity: Any shares of capital stock, partnership interests, membership interests in a limited liability company, beneficial interests in a trust, or any options, warrants, rights or securities (including debt securities) convertible, exchangeable or exercisable to acquire any such interests.
Extraordinary University Resources: Resources such as financial, technical, personnel, or additional forms of support provided by the University which exceed the type or level of resources typically provided to similarly situated Members. This may include the commitment of staff, faculty, or student effort or material support in the creation of the Copyrightable Work that is beyond what is available to similarly situated Members for their use. It may include use of University-owned intellectual property, CSU-STRATA owned intellectual property, Inventions, and Research Results. Considering the benefit that accrues to the University from individual scholarly activity, the University has concluded that Extraordinary University Resources shall not include the Member’s time, office space, computer equipment (excluding in some cases server space), use of the library, Courseware, or any commonly available resources available on or off campus. Where Scholarly Works or Publications are based on Research Results, that alone will not be considered “extraordinary” for purposes of this Policy. The use of Courseware will not in and of itself be considered “extraordinary” for purposes of this Policy.
Faculty-Like Employee: A University employee who teaches and/or conducts research at the University with a level of responsibility and self-direction similar to that exercised and enjoyed by a faculty member in a similar activity.
Fair Use: Fair Use is a legal doctrine that promotes freedom of expression by permitting the unlicensed use of copyright-protected works in certain circumstances. Section 107 of the Copyright Act provides the statutory framework for determining whether something is a fair use and identifies certain types of uses—such as criticism, comment, news reporting, teaching, scholarship, and research—as examples of activities that may qualify as fair use under that Section.
Intellectual Property Disclosure: Documentation of potential Copyrightable Work to be completed by the Author(s) and submitted through the Disclosure Portal established by CSU-STRATA.
Manual: Academic Faculty and Administrative Professional Manual.
Master Services Agreement: The agreement by and between CSU-STRATA and the Colorado State University System on behalf of the University, as may be amended from time to time.
Member: This policy shall apply to all persons employed, compensated, or appointed by the University and to anyone (including non-employees absent an agreement to the contrary) making use of Extraordinary University Resources. Undergraduate students, unsupported graduate students, and secondary school students are excluded from the application of the policy unless they are paid by or through the University in connection with and participation in Sponsored Research. When a Member has created a copyrightable work, they may be referred to as an “Author.”
Publications: Textbooks, bulletins, circulars, pamphlets, reports, information releases, exhibits, demonstrations, and other scholarly or popular writings regardless of medium. Publications may be copyrighted.
Research Results: Includes, but is not limited to, materials, computer software, computer databases, prototype devices or equipment, engineering designs or drawings, integrated computer chips, audiovisual works, antibodies, genetically modified animals, and cell lines. Also includes Data, samples, physical collections, records, results and supporting materials, documents and records whether or not patentable, including, for example, computer programs, circuit designs of all types, data bases, technical and design drawings, biogenic materials, novel varieties of plants, chemically synthesized molecular systems, and other creations. Research Results will be subject to this policy and must be disclosed upon request or where it reasonably appears there is commercial value in such Research Results.
Scholarly Works: Works used for pedagogical or scholarly purposes including, but not limited to recorded and live digital, video, and audio presentations; photographs, films, graphic illustrations, transparencies, and other visual aids; programmed instructional packages; virtual learning tools, computer programs and data bases; and scripts, study guides, syllabi, tests, and other items that accompany, or are used to present or demonstrate, the above-described materials. Scholarly Works may be copyrighted, patented, and/or trademarked.
Sponsored Project: Research activities or other work performed under sponsorship from any agency, party, or parties external to the University, pursuant to an agreement between such agency or party and the University, which research activity or other work may result in the creation of Inventions or Research Results.
Student Works: Copyright ownership of works prepared by University students, including graduate students, resides with such students, unless the work: (a) was created primarily in the course or scope of the student’s University employment; (b) involved the use of Extraordinary University Resources; (c) is a University Institutional Work or a Work Made For Hire, or (d) was created under a separate agreement that specifies a different copyright owner. For the purposes of this section, a student’s financial aid is not considered Extraordinary University Resources. Absent extraordinary circumstances, copyright ownership of theses or dissertations authored by University students resides with such students. Nore that, notwithstanding the foregoing, the University may make Fair Use of Student Works in connection with or as part of normal academic and administrative activities.
University Duties or Activities: University Duties or Activities include teaching, mentoring of students, the conduct of scholarly research in the Member’s specialized field, and service on university committees consistent with the furtherance of knowledge and its dissemination. Members who are not members of the faculty have University Duties or Activities as defined by the position they hold at the University. A Member’s University Duties or Activities include those that are customarily expected to be performed by those holding the position held by the Member, as well as those that are assigned by the University.
University Institutional Work: Where no single Author or set of Authors can be reasonable attributable to a Work, such as in the case of a Work created with the input of numerous individuals in a past collaborative efforts over long periods of time, such that distinct Authorship or specific contributions are not reasonable identifiable, the Work will be treated as having no inventors/creators. When a University Work is clearly attributable to one or more specific unit, those units shall be treated as the Author for the purposes of this policy.
VPR Intellectual Property Manager (IPM): The individual appointed by the Vice President for Research to be the division contact for matters involving intellectual property.
Works: Copyrightable Works or other intellectual property that are subject to this policy.
Works Made For Hire: Expressly commissioned Works for instructional, public service, or administrative use. Where a Work is created or developed in whole by Members, other than academic faculty members or Faculty-Like Employees, in the course of performing and within the scope of their employment duties, the Work will be considered to be a Work Made For Hire. Works created pursuant to a written agreement between the University and a Member will also be considered Works Made for Hire. In an agreement for the creation of a Work Made For Hire, the Member will generally receive some form of compensation such as funding or course relief. Ownership of Works Made for Hire will be governed by the terms of the agreement between the University and the Member.
J.2.2 Ownership of Copyrightable Works
Ownership of the various rights associated with Copyrightable Works is dependent upon several factors, listed below. As a general rule, Author(s) retains all rights to Copyrightable Works, unless subject to the conditions discussed in this section.
Scholarly Work produced by a Member on their own initiative shall be the exclusive property of such Member, unless the Scholarly Work was specifically commissioned or assigned as part of their employment (refer to Section J.2.2.2 – Employee Works), or unless the work was prepared under the terms of a contract or grant, or unless preparation involved use of Extraordinary University Resources. Copyrightable Scholarly Works include but are not limited to scholarly or educational materials, artworks, musical compositions, and literary works related to the Author(s)’ academic or professional field, regardless of the medium of expression. Except in the cases covered in Sections J.2.2.2 through J.2.2.5 below, the ownership of the copyright in the Scholarly Work will reside with the Author(s) and any revenue derived from their work will belong to the Author(s).
Copyrightable Scholarly Works created for ordinary teaching use in the classroom and in department programs, such as syllabi, assignments, and tests, shall remain the property of the Author(s), but University shall be permitted to make Fair Use of the Scholarly Works for administrative purposes, including satisfying requests of accreditation agencies for faculty-authored syllabi and course descriptions.
Copyrightable Work prepared by a Member in the course of their University Duties or Activities, by special commission or assignment, or with the use of Extraordinary University Resources shall be the property of the University. The general obligation of a faculty member or a Faculty-Like Employee to produce scholarly and creative Copyrightable Works (such as being assigned to teach a course) does not constitute a University special commission or assignment or condition of employment in the context of this policy. In the case of faculty or Faculty-Like Employees, Copyrightable Work shall only be considered to be Employee Work if this is agreed to in advance by both the University and the faculty or Faculty-Like Employee and it is not a Scholarly Work. Employee Works also include, but are not limited to, Works Made for Hire.
J.2.2.3 University Institutional Works
Copyrightable Works whose authorship cannot be attributed to one or more specific Authors or units, but rather result from simultaneous or sequential contributions over time by multiple faculty, staff and/or employed students will be owned by the University. For example, software tools developed and improved over time by multiple faculty, staff and/or employed students where authorship cannot be attributed to a specific group of Authors or units would constitute a University Institutional Work. The mere fact that multiple individuals have contributed to the creation of a Copyrightable Work shall not in and of itself cause the Copyrightable Work to constitute a University Institutional Work.
Ownership of Copyrightable Works developed during work supported partially or in full by an outside sponsor or through a contract or grant with the University is determined by the applicable provisions of such contract or grant. In the absence of any governing provision, the ownership of any Copyrightable Work shall be determined in accordance with Sections J.2.2.1 through J.2.2.3. Note that use or marketing of Sponsor Works may be subject to Sponsor imposed contractual limitations including, but not limited to, non-profit uses only.
A Copyrightable Work that is developed with Extraordinary University Resources and is not sponsor-supported shall be the property of the University.
Marketable Works are Employee Works, University Institutions Works, and Supported Works which have potential monetary or commercial value.
Marketable works should be disclosed in writing to CSU-STRATA. Notification must be timely and in accordance with University Intellectual Property submission procedures in order to protect the rights of the Author(s) and the University and the requirements of the United States and foreign copyright laws. Failure to disclose as required does not impact or eliminate the University’s rights in a Marketable Work. Upon CSU-STRATA’s receipt of a Disclosure of a Marketable Work, CSU-STRATA will evaluate the Marketable Work and determine if it wishes to have the Marketable Work assigned to CSU-STRATA or not.
J.2.3.2 CSU-STRATA Notice of Election
The procedures to be used by CSU-STRATA in evaluating a Disclosure and electing to take an assignment of the disclosed Marketable Work are set forth in the Master Services Agreement. Upon completion by CSU-STRATA of its evaluation of the Disclosure, as may be modified or updated, CSU-STRATA may elect to take an assignment of the disclosed Marketable Work, or it may determine that it will not take such as assignment. This decision will be completed expeditiously, typically within six (6) months of the filing of the Disclosure. Notice of CSU-STRATA’s decision with respect to its election must be promptly provided to the Author(s) and the IPM.
J.2.3.3 Assigning Ownership Back to Author(s)
As described in the Master Services Agreement, CSU-STRATA may elect at any time not to retain its rights in a Marketable Work after disclosure. In such instance, ownership of the Marketable Work will be returned to the Author(s) subject to any rights of the Federal Government and to any rights of the sponsor of the research leading to the Marketable Work CSU-STRATA will execute such documentation as may be necessary to effectuate such transfer of ownership.
Author(s) may declare in such notification that a disclosed Copyrightable Work is not properly classified as a Marketable Work. Creator Support Personnel may argue that they are an Author of a disclosed Copyrightable Work. Questions over classification or Authorship will be submitted to the IPM who will evaluate the classification or Authorship of the Copyrightable Work and will announce a decision as to the University’s position within thirty (30) calendar days from receipt of notification of a dispute.
If the Member disagrees with the decision of the IPM or there is any other dispute regarding ownership, the disclosure shall be forwarded to the Appeals Committee for Copyrightable Works for a final determination of ownership of the Copyrightable Work under this policy.
The Provost is responsible for the administration the University’s rights in Marketable Works and for the selection of internal or external marketing agents. As set forth in the Master Services Agreement, the marketing agent for the University is CSU-STRATA. However, it is often the case that Marketable Works are best marketed as part of an academic unit’s activities, especially in cases where the use of the Marketable Work is subject to sponsor requirements or limitations. The decision to use a marketing agent other than CSU-STRATA, including the decision to keep marketing within the academic unit, is set forth in the Master Services Agreement and currently requires the review and approval of the Chancellor, after consultation with CSU-STRATA.
J.2.3.7 Member Conflict of Interest Disclosure
The Member must disclose all Equity offered to or received by the Member, or an individual or entity associated with the Member, directly in connection with a license agreement. The Member is required to disclose in writing to the University Conflict of Interest Office (“CIO”) the specific terms and conditions associated with Equity issues to the Member, or an individual or entity associated with the Member, for their role as founders, consultants, or otherwise. The Member shall disclose to the University CIO any existing or proposed consulting agreement between the Member, or an individual or entity associated with the Member, and the prospective licensee, or any other agreements with other entities that have potential for conflicts of interest pertaining to the license. The University CIO may suggest limitations on the proposed license agreement. Such limitations may be appealed to the Appeal Committee for Copyrightable Works. The University and CSU-STRATA will coordinate on Conflict of Interest matters, as set forth in the Master Services Agreement, particularly where CSU-STRATA is a party to the license agreement.
J.2.4 Marketing and Distribution of Proceeds
J.2.4.1 Marketing of Copyrightable Works
The Marketing Agent, as referenced in Section J.2.3.6 shall be responsible for marketing Marketable Works, including collecting and distributing net income derived from licensing, sublicensing or sale of such works which it administers. CSU-STRATA’s marketing responsibilities are set forth in the Master Services Agreement. For any income derived by the Marketing Agent with respect to Marketable Works, the Marketing Agent will be reimbursed for its direct costs attributable to marketing and licensing incurred in connection with each license agreement (“direct costs”). In general, absent agreement by all parties to the contrary, net income will be allocated as follows:
| Member | Member’s Department/College | Provost | Marketing Agent |
| 35% | 10% | 15% | 40% |
Distribution of net income shall occur by the end of each fiscal year. Where there is more than one Author, they will each receive an equal portion of the “Author” portion (i.e., 35%) of net income, absent agreement among the Authors to an alternative split of that portion. This same distribution will be applied to the Department/College portion where more than one Department/College is involved. If there is a dispute as to distributions among Inventors, the Invention Appeals Committee for Inventions will make a determination of the proper distribution.
Any proceeds accruing to Author(s) hereunder constitutes royalties, not salaries, and will be paid as royalties to Author(s) through CSU-STRATA or the University’s external agent/assignee. If an Author leaves the University, the Author’s portion of proceeds will continue to be paid to the Author. If an Author dies, the Author’s portion of the proceeds will continue to be paid in accordance with the testamentary disposition (wills, trusts, and similar mechanisms) or, in the absence of such disposition, as provided by law.
Special circumstances may apply in the event CSU-STRATA or the University’s external agent/assignee accepts Equity as consideration for the grant of a license or other interest in Marketable Works. License agreements involving Equity must be structured to protect the University from liability and to avoid conflicts of interest.
The Author(s) shall disclose to the University any existing or proposed consulting agreement between the Author(s) and the prospective licensee or any other agreements with other entities that have potential for conflicts of interest pertaining to the license. The University may impose limitations on the proposed license agreement, associated sponsored research agreement, consulting agreement between the Author(s) and the licensee, or other agreements in order to address actual or potential conflicts of interest in accordance with the Conflict-of-Interest Policies. Such limitations may be appealed to the Appeal Committee for Copyrightable Works. The University and CSU-STRATA will coordinate on Conflict of Interest matters, as set forth in the Master Services Agreement, including Conflict of Interest matters concerning Equity.
CSU-STRATA may require the prospective licensee to disclose all Equity offered to CSU-STRATA, the University, their employees, and other institutions or individuals in consideration for the license agreement. In addition, the prospective licensee may be required to disclose in writing to CSU-STRATA the specific terms and conditions associated with such Equity and the anticipated capital structure of the venture. Furthermore, the Author(s) must disclose to CSU-STRATA in writing if any equity is to be issues to Author(s) for their role as founders, consultants, or otherwise.
Generally, all Equity provided as payment for the grant of a license from CSU-STRATA must be issued directly to CSU-STRATA. All decisions with respect to management and liquidation of Equity held by CSU-STRATA will be made by CSU-STRATA on behalf of the University and the Author(s). Upon liquidation of the Equity held by CSU-STRATA, distributions shall be made by CSU-STRATA as provided herein.
J.2.5 University Use of Scholarly Works
Nothing in Section J.2 will be deemed to limit in any way the right of the University or its faculty, staff, or students to make Fair Use of any Copyrightable Works.
From time to time, the University may ask an Author to submit a Scholarly Work to the University for an administrative purpose. This includes, but is not limited to, tenure and promotion, curriculum committee review, and public record requests. Administrative use shall not alter the ownership of the Scholarly Work by the Author(s).
J.2.5.3 Unexpected Unavailability
If an Author is utilizing their Scholarly Work in teaching an assigned course and that Author becomes unexpectedly unavailable, such as in the case of death, injury/illness, or departure from the University prior to the end of the semester, the University may find it necessary to assign another faculty member to teach that course for the remainder of the semester. In such a case, the new faculty member will be permitted to utilize the Author’s Scholarly Works that would have been used by the Author for the teaching of that course for the limited purpose of teaching the remainder of that course.
J.2.5.4 Return of Scholarly Work
When an Author leaves the University, the University will take reasonable steps to work with the Author to effectuate an export of their Scholarly Works which may be contained within University Courseware. Thereafter, absent agreement of the Author to the contrary, such Scholarly Works will be deleted from the Courseware. Any disputes will be settled by the Appeals Committee for Copyrightable Works.