1. Ownership of Intellectual Property
The University of Texas MD Anderson Cancer Center (“MD Anderson”) is a member institution of The University of Texas System and is governed by the Rules and Regulations of the Board of Regents of The University of Texas System. These Rules and Regulation (“Regents’ Rules”), which may be found online, have the force and effect of Texas state law.
See Rule 10101, Sec. 1.Under the Regents’ Rules, with limited exceptions, the Board owns all inventions and other intellectual property (collectively “IP”) made by an MD Anderson employee that:
- are developed by the employee within the course and scope of his or her employment, regardless of how, when or where the IP was made; or
- result from activities performed on MD Anderson time, or with support of MD Anderson funds, or from using facilities or resources owned by MD Anderson.
See Rule 90102, Sec. 2. MD Anderson employees do not have any right, power or authority to assign the Board’s IP to a third party. All such IP must be assigned to the Board. See Rule 90101, Sec. 2. Moreover, assignments or other transfers of the Board’s IP must be accomplished pursuant to a written agreement with the Board/MD Anderson that is executed by a duly authorized MD Anderson representative.
Pursuant to the Regents’ Rules, only certain employees of MD Anderson having properly delegated signature authority may execute agreements on behalf of the Board or MD Anderson. The mere fact that an individual may be a Department Head, Division Head, faculty member or other employee of MD Anderson is NOT necessarily an indication that he/she has delegated signature authority to contractually bind the Board or MD Anderson. Any person/entity wishing to acquire an interest in the Board’s IP should ensure that:
(i) it is contracting with the Board/MD Anderson and not an individual MD Anderson employee acting in his or her individual capacity; and
(ii) the agreement is signed by an individual having properly delegated signature authority.
2. Contracts with MD Anderson Employees
While MD Anderson employees may enter into personal consulting and other agreements with outside entities provided such agreements are consistent with the Regents Rules, applicable law, and MD Anderson’s Institutional Policies, including MD Anderson’s Ethics Policy and its Conflict of Interest Policies. As noted above, MD Anderson employees do not have any right, power or authority to assign, transfer or otherwise obligate the Board’s IP to a third party. To the extent an MD Anderson employee enters into a personal contract that purports to assign any of the Board’s IP to a third party, that agreement is ineffective and is not enforceable against the Board or MD Anderson.