Within the past decade the amount of contract research being conducted at Dutch Universities has increased enormously. This article examines the different legal aspects of contract research and discusses Dutch law that has been made to protect contractual agreements, including a model contract that has been developed to safeguard peoples' interests. The author then sets this issue in the context of Europe 1992.
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References
1.
In the Netherlands there are seven state universities, three universities with religious affiliations, three technological universities and one so-called Open University.
2.
In 1981 the Minister for Education and Science gave a comparable definition of contract research in the Memorandum policy paper on contract research at the Dutch universities and institutes of higher education (hogescholen).
3.
In 1986 the ‘service to society’ of Dutch universities produced Dfl. 537 million. The revenues of contract research and contract education increased by Dfl. 100 million in comparison with 1985. The turnover of the service function in 1989 is estimated at Dfl. 700 million.
4.
Intermediair, volume 26, 6 April 1990, p 27.
5.
The aim of the market-orientated technology policy is to promote development and application of technological innovation in the market sector, to promote more active orientation of the technological infrastructure (university and research institutes) towards the needs of industry and the intensification of the ties between research, education and the market sector, OECD, Reviews of national science and technology policy, Netherlands, Paris, 1987, p 42.
6.
Ibid, p 62.
7.
These international companies account for 70% of all industrial R&D in The Netherlands, see Ibid, p 93.
8.
Ibid, p 109.
9.
It is a misunderstanding that contract research only concerns applied research. More often private industry is boarding out basic or fundamental research.
10.
Science policy 3, Summary of the working paper ‘Towards a science policy for the 1990s’, Ministry of Education and Science, August 1988, p 17.
11.
Transfer centres are scientific advice/information centres, which act as industrial liaison offices.
12.
Op cit, Ref 5, p 49.
13.
The ‘transfer centres system’ was evaluated in 1988 by the research and advice centre Buck Consultants International. See the report Evaluation of university transfer points, Buck Consultants International, Nijmegen, January 1988.
14.
Op cit, Ref 5, p 49.
15.
Ibid, p 61.
16.
The Second Chamber of the Dutch Parliament, session pp. 1979–1980, 15 825.
17.
The Second Chamber of the Dutch Parliament, session pp. 1979–1980, 15 855.
18.
Op cit, Ref 5, p 38.
19.
The primary source of funds (the general budget of universities) is provided directly by the Ministry of Education and Science. The second source of funds is also granted by government but these funds are allocated to the universities through independent organizations such as the Netherlands Organisation for Scientific Research (NWO) and the Technical Science Foundation (STW). Contract research forms part of ‘the third source’ — activities of universities which include a miscellaneous collection of ‘transfer of knowledge’ activities, inter alia contract continuing education (refresher courses, advanced courses and on-the-job courses), consultancy, hiring out facilities and equipment and by national or international government (EC) sponsored projects.
20.
The ‘service to society’ function recurs in the Act on Higher Education and Scientific Research (WHW), which will come into force on 1 January 1992, Second Chamber of the Dutch Parliament, session pp. 1988–1989, 21 073.
21.
Most of the universities use standard forms in the sense of standard contracts or standard clauses which are orientated in favour of the universities.
22.
In the 1981 policy paper attention was paid to organizational problems (universities do not always have efficient management for contract research) and financial problems (including a tariff system required to pass on costs to the industrial contracting party).
23.
Memorandum on contract research, 1981, p 26.
24.
See DokterH.D., ‘The university inventor and section 10 Government Patentlaw’, Supplement, Industrial Property, No 3, 16 March 1989, pp 58–64. The question of the ownership of copyright on publications of the research findings is interpreted in various ways in the Netherlands.
25.
If the industrial counterpart obtains a patent on inventions made by a university researcher during the term of the research agreement, the university (an employer of the researcher who made the invention) is entitled to fair compensation.
26.
If the university still commits itself vis-à-vis industry to achieve predetermined results with the research, these results must be described carefully in the research agreement.
27.
According to the New Civil Code, which will come into force on 1 January 1992, such a clause can also be nullified if circumstances are abused.
28.
Dutch civil law formulates a general duty for contracting parties to behave with good faith and to deal fairly.
29.
See FoxWilliamJr, International Commercial Agreements, Kluwer Law and Taxation Publishers, Deventer, The Netherlands, 1988.
30.
With a view to the European Community's programmes for 1992 (for example the Framework Programme for Research) and the impact of the completion of the internal market in 1992 on research, the 1989 report ‘Beyond frontiers: science policy in a European perspective’ by the Dutch Advisory Council for Science Policy (PAWB) is interesting.
31.
See also BarnesAllan D.‘Technology transfer: a European perspective’, Industry & Higher Education, Vol 3, No 1, March 1989, pp 27–32.
