Yes. Extension documents are required if an NDA’s period of confidentiality exceeds the standard five (5) years required by each employee’s IP Agreement. A period of protection longer than five (5) years is considered an extended period of confidentiality and requires additional internal approvals as well as extension documents in order to proceed.

Yes. Please complete the routing form and provide all the requested information so review of the agreement can be initiated immediately. During negotiation, if a company does not respond to Legal Affairs, you may be asked to reach out to your technical counterpart for assistance. Together, we can get the NDA processed and completed so you can begin your work.

Another way to expedite the NDA process is to request the company to use Georgia Tech’s standard NDA templates as soon as know an NDA is needed.

No. Only authorized signatories may sign agreements for Georgia Tech and Georgia Tech Research Corporation. You are a Georgia Tech authorized signatory if you have a written delegation of signature authority from the President of Georgia Tech. You are authorized to sign for the Georgia Tech Research Corporation if its Board of Directors has approved this delegation of signature authority to you. For more information on Georgia Tech signature authority and authorized signatories, please visit the Signature Authority legal topic.

Georgia Tech is the contracting party when Georgia Tech receives proprietary information related to general academic or administrative activities, including purchase of goods and services.

Georgia Tech Research Corporation (GTRC) is the contracting party when there is an exchange of proprietary information related to a sponsored fundamental project, or when there is disclosure only of Georgia Tech information because GTRC owns and manages Georgia Tech intellectual property.

When the technical contact is a Georgia Tech Research Institute (GTRI) employee and there is an exchange of proprietary information related to a sponsored applied research project, then Georgia Tech Applied Research Corporation (GTARC) is the proper contracting party.

No. If, however, you discover that you need one later, you caninitiate an NDA with the appropriate GeorgiaTechoffice. For academic or administrative activities, please contact Legal Affairs office by sending a completed and signed NDA routing form to Ask Legal.

Yes, but only if the agreement is issued to you as an individual. The agreement should not mention Georgia Tech or the Georgia Tech Research Corporation. For example, you may sign an NDA related to your personal consulting as permitted under applicable Georgia Tech policies. See GT Policy § 5.6.5 Consulting. 

When signing as an individual, you may not share Georgia Tech proprietary information with the company, and you may not share the company’s proprietary information with anyone at Georgia Tech. 

Note: Georgia Tech generally advises its employees against signing individual agreements when acting in their Georgia Tech role as they are subjecting themselves to personal liability. Should you decide to proceed with the agreement, please know that Legal Affairs is not permitted to advise on agreements issued to you as an individual. In such instances, you are advised to seek your own legal counsel for review of your agreement which is issued in your name.

While most individuals are not authorized to sign agreements that would bind Georgia Tech, you may sign agreements that bind you personally.  For these personal agreements, Georgia Tech should not be referenced or named in the document.  As you will be signing in your personal capacity, the Office of General Counsel may not advise you.  To understand any potential risks and costs associated with agreements signed in your individual and personal capacity, you may wish to obtain your own legal representation, as needed. 

Yes, you may sign form documents solely confirming factual statements (e.g., address, tax identification number, payment information, etc.).   Please be sure that your Georgia Tech role includes processing this information as part of your job duties.  For example, HR manages employment records and can confirm employment status, while Treasury Services manages banking information and can provide payment information.  

If you have any questions, please send an email to asklegal@gatech.edu. If you have a specific agreement that you would like to discuss, please attach a copy of the agreement with your email.

All template agreements with changes or non-template agreements reviewed by OGC should be initialed by the relevant OGC staff. If a template form is being provided for signature, the person submitting the agreement for signature should confirm that the agreement is an OGC approved template without changes and only the business terms have been added. These template agreements, which typically contain an OGC footer, may be signed without additional OGC review.

Both DOAS and the President have delegated authority to Purchasing. Generally, the purchase of goods and services is managed under the requirements and authority of DOAS. To the extent that DOAS does not control the purchase of a good or service, Purchasing may rely upon the President’s delegation to enter into applicable agreements for Georgia Tech.

No, each affiliated organization must follow its processes and document its delegated signature authority. The President may delegate the authority to sign on behalf of Georgia Tech so long as the BOR does not prohibit or otherwise designate who may serve as a signatory. This authority does not extend to any other party or entity. Likewise, affiliated organizations may not delegate any authority to sign agreements in the name of Georgia Tech.

The Delegation Memo is updated at least once a year. OGC will assist in updating the Delegation Memo and documenting the delegation from the President, as needed.   

Yes, signature authority is delegated to a role. If you are in a role, even on an interim appointment, you may rely upon the delegated authority in the Delegation Memo for the duration of your appointment.

If you sign an agreement but do not have the appropriate signature delegation, you would be signing in your individual and personal capacity and not on behalf of Georgia Tech. Without an appropriate Georgia Tech signature delegation, you could be subject to personal liability for the obligations and costs (if any) as stated in the agreement.

Yes, all agreements first must be reviewed by the OGC before signature unless the OGC has created a template document for the signatory’s use. The type of signature delegation (general or specific) does not change this review process.

The following positions have been granted a general delegation of signature authority:
• Provost and Executive Vice President for Academic Affairs 
• Executive Vice President for Administration and Finance 
• Executive Vice President for Research
• Senior Vice President for Strategic Initiatives & Chief of Staff 
• General Counsel and Vice President for Ethics, Compliance and Legal Affairs

Positions with general delegation of signature authority may sign all agreements that may be executed by Georgia Tech’s President pursuant to the Policy Manual of the Board of Regents (BOR) unless the BOR expressly prohibits further re-delegation and/or specifically designates a role as the signatory. 

Positions with a specific delegation of signature authority are limited to sign specific types of agreements. For example, the Vice President for Infrastructure and Sustainability may sign construction and professional services contracts, but not licenses for use of space.

The processing time varies with each request, influenced by factors like incomplete NDA routing forms, negotiations, and obtaining signatures. We understand how vital these NDAs are and strive to get them executed in a timely manner. 

To avoid potential project delays, we recommend submitting NDA routing forms as early as possible.

Georgia Tech does not claim IP rights over student work unless they’re required to execute an IP Agreement. See GT Policy § 5.4.1 Introduction and GT Policy § 5.4.3 Ownership of Intellectual Property. Students can independently negotiate IP assignments with companies. As these agreements are outside Georgia Tech's purview, Georgia Tech cannot facilitate these agreements. 

Note: Georgia Tech faculty should ensure that course projects offer options that don't require students to assign their IP rights.

Students can either choose a new company or enter an individual NDA with the company. 

Note: Georgia Tech faculty must be allowed to review final projects for grading, and GT Legal Affairs does not facilitate such individual NDAs.

Students should thoroughly review the individual NDA terms to ensure that: (i) they can comply, (ii) they understand the potential risks involved and (iii) the company allows discussion of confidential information with necessary Georgia Tech faculty, staff and team members for project completion.

If you've been personally served with a subpoena, it is important to take it seriously. Please contact Legal Affairs immediately at asklegal@gatech.edu or call the Office of General Counsel (OGC) at 404-894-4812. We will assist you in understanding your legal obligations and provide guidance on how to respond appropriately.

If you receive a subpoena for Georgia Tech records, it's crucial to notify Legal Affairs promptly. We will guide you through the necessary steps to respond to the subpoena, ensuring that the Institute's interests are protected while complying with legal requirements.

Law enforcement agents are advised to contact Legal Affairs for guidance and coordination before executing any search warrant on the Georgia Tech campus. This ensures that all legal procedures are properly followed.

Receiving a litigation hold notice means that you may have certain documents and information that must be preserved because they may be relevant to pending or anticipated litigation. Follow the instructions in the notice carefully. Failure to comply with a litigation hold notice can have serious consequences. Please contact Legal Affairs for guidance if you have any questions or concerns about the notice.

You may alert Legal Affairs at: asklegal@gatech.edu. In such instances, our protocol typically involves sending cease-and-desist notices. For violations involving merchandise, our office coordinates with the Collegiate Licensing Company (CLC) to issue such notices.

Persistent noncompliance may result in escalation to the Trademark Licensing Committee and potentially to our Trademark Special Assistant Attorney General (SAAG) for further action.

Legal Affairs can assist with federal and state trademark registration, coordinating with external counsel or the SAAG. For assistance, please contact Legal Affairs at: asklegal@gatech.edu.

Please note the requesting department is responsible for all registration expenses, which can be significant for federal trademarks. Also, trademark registration is mainly to prevent unauthorized use. It does not authorize usage, which is gained through actual commercial use.

Given the considerable expense, only consider federal trademark registration if significantly investing in branding the name, slogan, or design and the related services being offered.

Note: For assistance with trademark registration and questions related to research, please contact the Office of Technology Licensing (OTL) at: https://licensing.research.gatech.edu/ and https://licensing.research.gatech.edu/about-us/contact-us.

A trademark, also including service marks, is a unique identifier that distinguishes the source of goods or services. Georgia Tech owns various names, logos, and trademarks (collectively “GT Names and Marks”) that are protected by U.S. and international registrations and ensure the Institute's distinct branding, identity, and reputation.
 

The Board of Regents of the University System of Georgia owns all GT Names and Marks, even those used primarily by GT affiliated organizations or departments. See Board of Regents Policy § 6.3.5.

No, you cannot use GT Names and Marks in any way that suggests Georgia Tech’s endorsement or approval of programs, events, products, services, publications, viewpoints, or companies.

Institute Communications has developed Use of Name guidelines to standardize usage of GT Names and Marks. See Use of Names Guidelines. These guidelines enable GT unit communicators to make informed decisions on third-party use of GT Names and Marks and are a resource for the GT community and third parties.

For any questions, please contact the relevant Georgia Tech unit communicator, or if in doubt, please email gtbrand@gatech.edu.