Technology transfer

WIPO describes six steps, from the researchers' disclosure to the technology transfer office (TTO) through to the TTO's monitoring of agreements¹.

1. Identify and discloseResearchers identify promising innovations and disclose them to the TTO, which starts the process¹.
2. Assess and secure IPThe TTO evaluates the commercial potential and secures IP rights to protect the research outcomes¹.
3. Develop and de-riskPrototyping and testing, with input from potential users or buyers, reduce risk and make the technology attractive to licensees or investors¹.
4. Choose a commercialization routeA strategy is created to bring the technology to market through licensing, partnerships or spinouts¹.
5. Negotiate and closeThe TTO assesses the technology's market value, negotiates technology transfer agreements and finalizes deals¹.
6. MonitorThe TTO monitors compliance with licensing or partnership agreements, oversees revenue sharing, and assesses the impact after the technology enters the market¹.

WIPO says IP helps assure ownership over research findings and control over their use, and helps attract partners and potentially obtain a return on research investment through development collaboration or licensing deals¹. See Invention disclosure.

The WTO TRIPS Agreement states that protecting and enforcing IP rights should contribute to the transfer and dissemination of technology, to the mutual advantage of producers and users of technological knowledge (Article 7)⁴. Article 66.2 requires developed country Members to provide incentives to enterprises and institutions in their territories to promote technology transfer to least-developed country Members⁵.

The Bayh-Dole Act is chapter 18 of Title 35. Its stated policy includes using the patent system to promote the utilization of inventions arising from federally supported research, and promoting collaboration between commercial concerns and nonprofit organizations, including universities⁶. 37 CFR Part 401 sets the standard clause that funding agreements contain¹¹.

• Who and what it covers. A subject invention is an invention of the contractor conceived or first actually reduced to practice in the performance of work under a funding agreement, which is a contract, grant or cooperative agreement with a Federal agency for research or development work funded in whole or in part by the Federal Government (35 U.S.C. 201)⁷.
• Title. Each nonprofit organization or small business firm may, within a reasonable time after disclosure, elect to retain title to any subject invention. A funding agreement may provide otherwise in the cases listed in section 202(a), for example when the contractor is not located in the United States⁸.
• Duties in return. Funding agreements must require the contractor to disclose each subject invention within a reasonable time, to make a written election within two years after disclosure (which the agency may extend or, in some cases, shorten), and to file a patent application before the end of the one-year period in section 102(b). The Government may receive title if the contractor fails to do so (35 U.S.C. 202(c)(1) to (3))⁸.
• Government license. The agency has a nonexclusive, nontransferrable, irrevocable, paid-up license to practice or have practiced for or on behalf of the United States any subject invention throughout the world, and patents must state that the invention was made with Government support (35 U.S.C. 202(c)(4) and (6))⁸.
• Universities and other nonprofits. Assignment of rights in the US requires agency approval, except to an organization whose primary functions include managing inventions. Royalties must be shared with the inventor, the balance after expenses must support scientific research or education, and licensing must give preference to small business firms unless infeasible after reasonable inquiry (35 U.S.C. 202(c)(7))⁸.
• March-in rights. An agency may require the contractor, an assignee or an exclusive licensee to grant a nonexclusive, partially exclusive or exclusive license to a responsible applicant, if the agency determines that one of the four grounds in section 203(a) applies, for example that the contractor or assignee has not taken, or is not expected to take within a reasonable time, effective steps to achieve practical application, or that action is necessary to alleviate health or safety needs which are not reasonably satisfied by the contractor, assignee or their licensees. If the request is refused, the agency may grant the license itself⁹.
• US manufacturing. A small business firm or nonprofit organization that holds title, or its assignee, may grant an exclusive right to use or sell the invention in the United States only to a person who agrees that products embodying it, or produced through its use, will be manufactured substantially in the United States. The agency may waive this on a showing that reasonable but unsuccessful efforts were made to grant licenses on similar terms to potential licensees likely to manufacture substantially in the United States, or that domestic manufacture is not commercially feasible (35 U.S.C. 204)¹⁰.

Funding agreements contain the standard clause in 37 CFR 401.14, with the modifications and alternatives that Part 401 allows (37 CFR 401.3(a))¹¹.

In the EU, technology licensing is assessed under Article 101 TFEU. The Commission's Guidelines say technology transfer agreements are "agreements whereby a licensor authorises a licensee to use certain technology rights" for the production of goods or services, and give as an example that a university or research institute may grant a technology license to a manufacturing company³.

• The block exemption. Regulation (EU) 2026/877, adopted on 16 April 2026, provides that Article 101(1) TFEU does not apply to technology transfer agreements, subject to its conditions (Article 2(1)). It entered into force on 1 May 2026 and expires on 30 April 2038 (Article 11). Agreements in force on 30 April 2026 that met the conditions of the previous Regulation (EU) No 316/2014 remain exempt until 30 April 2027 (Article 10)².
• Market share limits. Between competing undertakings the exemption applies on condition that their combined market share does not exceed 20 % on any relevant market. Between non-competitors each party's share must not exceed 30 % (Article 3)².
• Hardcore restrictions. Between competitors the exemption does not apply to agreements that have as their object, among others, restricting a party's ability to determine prices when selling to third parties, limiting output (with exceptions) or allocating markets or customers (with exceptions) (Article 4(1))².
• Duration of the exemption. It applies for as long as the licensed technology rights have not expired, lapsed or been declared invalid or, for know-how, for as long as the know-how remains secret (Article 2(2))².

The Guidelines say the principles in them must be applied in the light of the particular facts of each case, which excludes a mechanical application³. See Patent pool for pools of licensed rights.

Technology is not transferred only through patents. The block exemption defines technology rights as know-how and listed rights such as patents, utility models, design rights, topographies of semiconductor products, supplementary protection certificates, plant breeder's certificates and software copyrights, including applications for them (Article 1(1)(b))².

It defines know-how as a package of practical information resulting from experience and testing which is secret (not generally known or easily accessible), substantial (significant and useful for producing the contract products) and identified (described comprehensively enough to verify the first two criteria) (Article 1(1)(i))². If know-how becomes publicly known through action by the licensee, the exemption applies for the duration of the agreement (Article 2(2))². See Trade secret.

In the US statute, an invention means any invention or discovery which is or may be patentable or otherwise protectable under Title 35, or a novel plant variety protectable under the Plant Variety Protection Act (35 U.S.C. 201)⁷.

The Supreme Court has read the Bayh-Dole Act's rule on title¹².

The Court held that the Bayh-Dole Act does not automatically vest title to federally funded inventions in federal contractors. It noted that with an effective assignment from the inventor, such inventions become subject inventions under the Act12.