Global Research Toolkit

Managing Risk – Contracts and Partnerships

“Culture comes into play in international research agreements because each country involved in a negotiation has its own culture that determines the rules for creating an agreement and how an agreement is carried out in practice” (C.D. Mote in Culture Matters: International Research Collaboration in a Changing World, ©2014). This can be as complex as legal frameworks or as simple as the meanings attributed to certain words. The “essential ingredient” for any successful interaction is trust. No agreement or collaboration should be seriously considered until there is a level of trust between the main collaborators.

Further, “Partnerships become more vulnerable to pitfalls at the point where collaborative research is made operational through the allocation or transfer of funds, the specification of deliverables, and the development of concrete research plans” (Mote in Examining Core Elements of International Research Collaboration: Summary of a Workshop, ©2011). Therefore, identifying and managing risk associated with international collaborative partnerships and contracts is paramount to a successful project. A useful template for doing this is provided by the National Institutes of Health and reprinted in the above-mentioned publication (2011, 46).

If your collaboration pairs industry with education, know what collaborations universities can and cannot engage in before you are fully vested and remember that a university’s reputation is its most valuable asset.

Some collaboration guidelines are:
  • A university cannot guarantee that promising research will yield a viable commercial product, nor can any future research in an area be guaranteed if it does.
  • Avoid artificial deadlines when dealing with industry partners, be cautious of terms that could be interpreted beyond the immediate scope of the contract, and beware of possible impact that an agreement may have on future unrelated research an unrelated researchers.
  • Understand the cultural and institutional context of potential partners when partnerships/contracts are negotiated.
  • Be clear about expectations and do not over promise on deliverables.
Key things on risk to remember:
  • Risk cannot be eliminated – only minimized and mitigated.
  • Always ask yourself, “what can go wrong here” and anticipate solutions before problems arise.
  • Agree to a regulatory framework that will both govern the project and is sustainable by all parties as early in the project as possible.
  • Understand and frame the unique cultural and institutional contexts when building partnerships – understand your counterpart(s) as fully as possible and communicate early and often.
  • External political, economic, and social conditions can affect risk in international projects.
  • Have a legal expert on retainer if needed. Utilize someone who has legal and political authority to “close” the transaction and is available for the duration of the project.
  • Be aware that public institutions in the United States may be restricted in forming international partnerships where foreign laws will govern the contract. When this may occur, “silence as to the governing law of the contract may be the only practical solution. In such an event, the common law of ‘choice of law’ will determine the governing law if there is a contract dispute” (2011,  67).
  • Try to avoid forming a formal, legal partnership with a foreign entity (i.e. new corporation) unless the project has guaranteed longevity and funding.
  • Coordinate with your Office of General Counsel (OGC) on the selection of local counsel if legal partnerships are involved, and anticipate for these costs. Commercial options may also be available, such as American Language Services.
  • The U.S. National Institutes of Health focus risk management on operational areas (management practices) that support science, such as finance, grants, information technology, radiation safety, human subjects protection, and animal welfare. Risks can come from intramural or extramural projects, ethics, facilities, and human resources.
    • Have key subject matter experts involved in identifying risks and the likelihood of that risk occurring – look for high likelihood and high impact risks.
    • Action plans should be inventoried and monitored over time because they change.

Page information sourced from the ©2011 Examining Core Elements of International Research Collaboration: Summary of a Workshop and the 2016 International Projects Start-Up Guide.

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