Transparent conditions for the fast growth of university spin-offs

Universities will take standardised deal-term principles into use for the transfer of intellectual property to spin-offs.

Today, Universities of The Netherlands (UNL) has presented transparent principles for university spin-offs on the State of Dutch Tech 2023. These deal terms, as they are called, regulate how to deal with intellectual property and universities’ share ownership in spin-offs that involve a researcher terminating their employment. The deal terms were developed by a working group consisting of universities, investors and entrepreneurs, with the support of Techleap.nl. Download the deal terms

Simple, fair and transparent

The deal terms are intended to speed up the negotiation process between universities and young companies, and thus to increase the chance of growth and success. The deal terms set out the fees and agreements around intellectual property rights. They are envisaged for situations in which a researcher terminates their employment and wants to start up a company on the basis of intellectual property deriving from the university’s activities. In accordance with the principles of the deal terms, these terms must be simple, fair and transparent.

Entrepreneur in charge

The deal terms ensure that no money is diverted away from a knowledge institution’s spin-off during the company’s early, vulnerable phase. The intellectual property rights are transferred to the spin-off for a fee in the form of the university’s ownership of a minority share in the company. This minority share will decrease as more investors invest in the company, with the university withdrawing at the moment the spin-off no longer has added value. This enables the entrepreneur to take charge, as well as making participation more attractive to investors. In addition to these agreements, universities are always free to opt for a licence or a royalties deal in consultation with the spin-off.

Follow-up

Effective today, the deal terms are available to all knowledge institutions. In other situations as well, the goal is to pursue transparency, harmonisation and uniformity, given that researchers do not terminate their employment fully at all knowledge institutions. In view of this, all universities, the university medical centres and other parties will join in a follow-up process that also takes into account situations in which a company is started up using a knowledge institution’s intellectual property while the researcher does not become an entrepreneur themselves. The use of deal terms will be monitored and evaluated periodically by the Knowledge Transfer Offices / Technology Transfer Offices (KTOs/TTOs) of the knowledge institutions in cooperation with Techleap, entrepreneurs and investors. This will help continually improve the efficiency of university spin-offs.

Download to the Dealterm Principles