The Inventions and Proprietary Information Agreement (IPIA) is a contract between an individual and MIT that transfers ownership of certain intellectual property assets from the individual to MIT. Each faculty member, academic and sponsored research staff (including visitors, fellows, and research affiliates), graduate student (including fellows), and person participating in an MIT research program is required to sign the IPIA per MIT’s Intellectual Property Policy. See MIT’s Policies & Procedures 13.1.4 Inventions and Proprietary Information Agreements.
The IPIA obligates individual inventors to:
- disclose certain inventions to the TLO;
- assign ownership of such inventions to MIT;
- execute all papers necessary to enable MIT to maintain legal protection for such inventions;
- make available papers and other records that might be required for MIT to protect such inventions;
- not disclose a third party’s confidential information to MIT (such as the trade secret of a previous employer); and
- not enter into competing assignment agreements with third parties.
All faculty members, academic and sponsored research staff (including visitors, fellows and research affiliates), graduate students (including fellows), and persons participating in MIT research programs (including certain undergraduates) are required to sign the IPIA, per policy and federal funding regulations. See MIT’s Policies & Procedures 13.1.4 Inventions and Proprietary Information Agreements.
The IPIA transfers only certain intellectual property assets to MIT—those which would be owned by the Institute per our Intellectual Property Policy, which is deliberately narrow.
Per policy, and as codified by the IPIA, MIT might own: patentable inventions, mask works, tangible research property, trademarks, and copyrightable works, including software (defined as “Intellectual Property”) only if such assets were made or created pursuant to a sponsored research agreement or other MIT funded program, invented using facilities funded by MIT administered contracts, or created as a “work-for-hire” or otherwise pursuant to a written agreement with MIT. See MIT’s Policies & Procedures 13.1.1 Ownership of Intellectual Property and 13.1.3 Ownership of Copyrights in Theses.
The Policy does not contemplate that MIT would or should own ideas, learnings, thoughts, or certain scholarly works (e.g., teaching materials). Inventions developed using only dedicated “maker spaces” or certain entrepreneurial funding sources (e.g., Sandbox) are generally not MIT owned. See MIT’s Policies & Procedures 13.1.2 Significant Use of MIT-Administered Resources, 13.1.8 Teaching Materials, and especially Section 2.1 of the Guide to the Ownership, Distribution, and Commercial Development of MIT Technology.
MIT’s Intellectual Property Policy is a faculty-written policy which directs how the Institute might fulfill its mission to disseminate knowledge and benefit the public, and it forms a foundation for MIT to fulfill its obligations under its research funding contracts. The complete policy statement is set forth in the Guide to the Ownership, Distribution, and Commercial Development of MIT Technology, which is maintained by the Technology Licensing Office.
The purpose of the Intellectual Property Policy is to encourage the free exchange of intellectual property by putting the responsibility for its protection into the hands of the Institute and not the individual. The mission of MIT’s Technology Licensing Office is to protect (e.g., via filing patents) and license MIT-owned intellectual property to third parties such as non-profit research foundations, start-up companies, or corporations. By signing the IPIA and transferring ownership of intellectual property to MIT, you are placing that intellectual property into MIT’s hands to preserve it for your own further research and development while fulfilling the Institute’s mission. See MIT's Policies & Procedures 13.1 Intellectual Property.
By signing the IPIA and transferring ownership of intellectual property to MIT, you are putting that intellectual property into MIT’s hands to preserve it for further research and development while fulfilling the Institute’s mission.
Federal funding regulations (35 U.S. Code Chapter 18 § 200-212, the Bayh-Dole Act) specifically require federally funded research entities to have, on file for every person participating in a research program, an agreement to assign ownership of certain intellectual property to the research entity. Following in the footsteps of the federal government, industrial and foundation research sponsors require MIT to own and control certain intellectual property as a condition of receipt of funds. Failure to have an individual’s IPIA on file puts MIT at risk of default of such regulations and obligations.
With rare and limited exception, no. Federal employees may be exempted from the requirement. Participants in Knights Fellows Program, MIT-WHOI Joint Program, HHMI employees, and Whitehead appointees are exempted from the requirement. HHMI employees are obligated to sign the IPIA only if they remain at MIT after their HHMI appointment has concluded. The requirement—to have a signed IPIA form on file—otherwise applies to all persons having an opportunity to participate in research at the Institute.
Per the IPIA, MIT asserts ownership over only those intellectual property assets which would be owned per the Institute’s Intellectual Property Policies. See the TLO’s page on ownership of inventions. If you think you might have developed an invention which is not MIT owned, or which should not be MIT owned, or if you are uncertain, see the TLO’s page regarding waiver of ownership.
MIT’s Policies address thesis ownership specifically in Policies & Procedures 13.1.3. Students will own copyright in theses which do not:
- involve research for which the student received financial support in the form of wages, salary, stipend, or grant from funds administered by MIT; or
- involve research performed in whole or in part making material use of equipment or facilities provided to MIT under conditions which impose copyright restrictions. Questions regarding the nature of such equipment or facilities may be directed to a student’s Department Head.
In any instance where a student might own the copyright to his or her thesis, the student must, as a condition to a degree award, grant royalty-free permission to the Institute to reproduce and publicly distribute copies of the thesis. See MIT's Policies & Procedures 13.1.3 Ownership of Copyrights in Theses.
Regardless of whether a student owns the thesis copyright, MIT’s ownership policies still apply to Intellectual Property conceived during the underlying research. See MIT's Policies & Procedures 13.1.1 Ownership of Intellectual Property.
MIT expects its visitors and research affiliates to expressly confirm that they have no obligations to their employers that would conflict with the obligations codified by the IPIA. MIT’s Technology Licensing Office is committed to working carefully with the research and commercial institutions who support MIT’s visitors and research affiliates to give them the opportunity to work and learn at MIT.
Questions regarding the IPIA, its purpose, and its interpretation can be directed to the Technology Licensing Office via firstname.lastname@example.org.