Non-Disclosure Agreements (NDAs) 

The School of Information does not require organizations to use non-disclosure agreements (NDAs) or other types of confidentiality agreements but understands that organizations often need these types of agreements to move forward with hosting a student project. If you anticipate that your organization will need to use an NDA or confidentiality agreement, we encourage you to start this process with your human resources and legal teams as soon as possible, as these can often inhibit students from beginning project work in a timely manner. We require that clients will provide all required agreements (non-disclosure, intellectual property, etc) no less than three weeks before the start of the class.

When possible, the School of Information encourages organizations to use the School’s template NDAs (listed below) as they were written to allow students the ability to freely work on a project under the faculty member’s guidance while also protecting your organization's confidential information. We also strongly advise organizations to use non-disclosure agreements between individual students and your organization. If your organization needs to enter into an agreement with the University of Michigan in addition to individual students, this is a process that  requires several months’ notice to complete and should be initiated immediately.

Students at the University of Michigan inherently own all of their intellectual property (IP) rights (learn more about student intellectual property rights). While some non-disclosure agreements just protect confidential information, others also transfer IP rights of student work from students to your organization. Organizations often use an IP agreement when students are building a tool or product the organization does not want them to replicate for other organizations in the future. UMSI offers template NDAs with and without intellectual property agreements. 

Please contact [email protected] with any questions about using NDAs. 

UMSI Template Agreements: 

• Student - Company Non-Disclosure Agreement Template (NO Intellectual Property Agreement)
• Student - Company Non-Disclosure Agreement Template (with Intellectual Property Agreement)

Please also review the School of Information’s Client Agreement: umsi.info/clientagreement which all clients must agree to in the proposal submission process.

What projects need an NDA?

• In general, most projects do not require an NDA.
• Corporate projects most often require NDAs, but it is still not common. If you work at a company, check with the appropriate department to inquire as to whether an NDA is required for students to sign.
• Non-profit and cultural institutions often do not require NDAs.
• Projects involving sensitive data often have students sign NDAs.
• Projects involving IP often have students sign NDAs.

Other things to consider:

• Students are not employees of an organization if they are working on a project.
• Clients generally should not pay students; if your organization needs to do this, contact [email protected].
• Federal governmental agencies sometimes require security clearances or background checks. If this may be the case for your organization, check with the appropriate. department to see if this is required.
• Many students at UMSI are not U.S. citizens. Some companies may have HR policies in place where they are unable to work with international students. If this is the case for your organization, please contact [email protected]. 

UMSI NDA Process

1. When you submit a proposal, the client engagement team will ask you to identify if you will need an NDA or not. 
2. If your organization does need to use an NDA, we will ask you to choose to use one of the following options:
   1. Use the UMSI NDA with IP
   2. Use the UMSI NDA without IP
   3. Use your organization’s NDA 
3. If you choose to use a UMSI template NDA, you can download the template as a PDF and share it with students when you are matched with a team. You keep the signed copy for your records. The client engagement team DOES NOT need to see a signed copy. 
4. If you choose to use your organization’s NDA or other agreement, the client engagement team will ask you to send us a blank copy of the agreement for our review. Once we accept the use of the agreement, we will store it in our records and let you know it can be shared with students. 
5. Once matched to a team, you should share the document with the students for their signature to be returned to you. We DO NOT need to have the signed copy on file. 
   1. Important note: Students will have the opportunity to view your NDA prior to selecting your project.
6. If you need to enter into an agreement with the University of Michigan let us know as soon as possible and we will set up a meeting with you to discuss this further.