Project planning: Project partners
In the project plan, list all project partners (including any subcontractors), the main contact for each one, and briefly describe their roles. Indicate the date the consortium agreement was (or will be) signed, and send a copy to the programme manager.
If the project involves more than one partner, the partners must sign a consortium agreement and send a copy to the programme manager. The purpose of the consortium agreement is to ensure the collaboration is successful and delivers what is promised in the letter of grant signed by the lead institutionIt should document the roles and responsibilities of the project partners, how the project work will be conducted, and what will happen in the unlikely event that things go wrong. As a minimum, the consortium agreement must address:
- Purpose Purpose of the consortium
- Membership Membership of the consortium
- Letter of grant Confirmation that all project partners will adhere to the JISC letter of grant signed by the lead institution
- Responsibilities Broad responsibilities of each partner
- Joining Circumstances in which a new institution may join the consortium and their status (e.g. associate partner instead of full partner)
- Leaving Circumstances in which a partner may leave the consortium, the consequences for that partner (financial or otherwise), and for the other partners
- Financial arrangements How project funding will be apportioned among the project partners
- IPR Who will own the IPR of outputs created by the project, e.g. the partner who creates it owns it, or all will own jointly
- Exploitation How intellectual property may be exploited after the project ends, with due reference to the letter of grant
- Project assets When the project ends, who will own assets like hardware and software bought with project funds
- Disputes Process for resolving any disputes among the project partners
Institutions can use the JISC consortium agreement template and fill in the blanks to customise it for their consortium. Alternatively institutions can contact their department that handles collaboration, technology transfer, or innovation, which may have its own template agreement or guidelines for setting up collaborative research agreements.
In planning the consortium agreement, think about how you would like the project to operate and the partners to work togetherThink about what could go wrong and how you can use the agreement to prevent this. For example:
- Decision process Make sure there’s a clear and fair method for making decisions where all partners have input. The agreement should provide for resolution of disputes, but think about how to avoid them.
- IPR Make it absolutely clear who owns what IPR and think through what will happen if a partner leaves the consortium. Should they assign the IPR they created for the project to one of the other partners?
- Authority Decide who can sign agreements on behalf of the consortium (e.g. the lead partner).
- Legal entity A consortium isn’t a legal entity as such. If the consortium will need to sign licence or other agreements as a group in order to conduct the project work, they may want to form a legal entity.
- Sub-contracting Decide if the partners can subcontract any of their work to third parties. If so, will the consortium want to review any sub-contracting agreements before they are signed?
- Commercial partners Companies have different methods of working and style/ethos from educational institutions. If the consortium has commercial partners, make sure the agreement is sufficiently detailed so that educational and commercial partners have a shared understanding of the project, particularly about responsibilities, IPR, and exploitation when the project ends.
A consortium agreement is a core document for projects with multiple partners, and a copy must be sent to the programme manager.
Many projects involve commercial partners. Where they are full partners named in the project proposal, typically they will be included in the consortium agreement.
For some projects, an institutional partner may wish to subcontract some part of the project work to a company or consultant. The subcontractor is not a full project partner, has no ‘say’ in the project, and only performs agreed work for an agreed fee. It’s useful to think through sub-contracting when planning the consortium agreement
Decide if one partner may sub-contract on behalf of the consortium (e.g. the lead partner) or if any partner may sub-contract its own work. Any vendor agreement should be carefully written so it’s consistent with the consortium agreement and letter of grant, particularly the provisions for IPR. For example, a vendor agreement should be absolutely clear about who owns the IPR the vendor creates and whether the vendor has any rights to exploit the IPR (e.g. for its other customers or for other markets). A condition of JISC funding is that project deliverables are made freely available to the UK education and research communities, and any exploitation of IPR must not be to the detriment of JISC or the community. Projects should ensure that vendor agreements comply with these principles.
Where work is sub-contracted, it is very important that the contracting institution should follow the procurement procedures in place at their institution. There may be specific requirements about the bidding process to follow, number of bids required for the size of contract, and evaluation of bids. It is very important that projects follow procurement procedures, so that all decisions about sub-contractors are fair and can be justified. JISC funds projects with public money, and projects must ensure that decisions on subcontractors are properly made.
Review as you Go
Most projects run smoothly and the project partners get along well. If project partners fall out, this can have disastrous consequences for the project. At worst, a partner may leave the consortium. At best, communication and the spirit of collaboration may be lost, and there may be an ‘atmosphere’ at project meetings. It’s obviously important to avoid these problems. When planning the consortium agreement, make sure it covers what will happen if the partners disagree or fall out. Make an effort to get to know the other project partners and their staff well, so you feel comfortable discussing problems and issues at meetings.
Look out for warning signs that a project partner isn’t happy. If a partner seems uncommitted and isn’t pulling their weight, someone should have a quiet chat with them off the record. If the project manager doesn’t feel comfortable doing this, ask the programme manager to. The partner may feel their views aren’t being heard at meetings or their work isn’t valued. Get the issue out in the open and take remedial action before they decide to leave the consortium. This rarely happens, but it would have implications for the expertise that’s been built up, deliverables, and the project schedule. |
- JISC Consortium Agreements FAQ (PDF)
- Model for managing Intellectual Property in consortia Gordon Malan and Mike Barnes, 2004. A very useful paper written for the JISC Legal Service by experienced authors in the Department of Trade & Industry.
- LINK programme UK Office of Science & Technology. This programme was established to encourage collaborative research between universities and industry. There are guidelines for developing a collaboration agreement together with the template agreement used for the LINK programme.These are useful whether your project has a commercial partner or not.
- Contract negotiation JISC InfoNet has resources for planning and implementing information systems in HE/FE. Their InfoKit explains how to negotiate with commercial partners, understand the jargon, and get a good deal.