Consent, Revenue and Equity Sharing Policy

1. Purpose

This policy is intended to provide a standard approach in dealing with the revenue and equity generated by commercialising SEA DREAM-funded IP. It is also meant to specify the reporting requirements and consent procedures that the grantees need to align with.

2. Our Position

We support discovery research into life, health and wellbeing, and four ASEAN health priorities: infectious diseases, mental health, impact of climate change on health, and strengthening health systems and access to care. We support this breadth of work to improve health for everyone within and beyond Southeast Asia. As a non-profit inter-governmental organisation, we must ensure that the results of the research we fund are applied for the public good.

Most of the work we fund is expected to support our mission by being freely disseminated through scholarly journals. We require published outputs to be made available in accordance with our open access policy. However, sometimes the work we fund best supports our mission through some form of commercialisation of the IP it generates, e.g. patents or copyrights. This policy sets out our position with respect to revenue and equity sharing, and consent when commercialising such IP.

 

SEA DREAM does not require prior consent for awards made to not-for-profit universities or research institutes under our Universal Grant Conditions (subject to the conditions set out below). But it is essential that organisations continue to keep us informed about their IP-related activities in the progress reports. 

We are committed to ensuring that private benefits arising from our funding, such as wealth creation, are acceptable. To fulfil this commitment, we typically take a share of any revenue and equity our award holders generate from commercialising SEA DREAM-funded IP and reapply this income to support other emerging research priorities in Southeast Asia. To strike a balance between incentivising translation and upholding our commitment, we have chosen to simplify our default revenue and equity share under our grants to a flat rate of 25 per cent.

All organisations we fund can apply annually to retain amounts payable to SEA DREAM from the previous calendar year and reapply them to fund additional translational efforts or to improve access to healthcare interventions.

3. Our Policy

1. All grantees must obtain our written consent before entering into transactions to develop or commercialise SEA DREAM-funded IP.

2. For not-for-profit universities and research institutes, we waive our right to prior consent for any awards made under our Universal Grant Conditions. Instead, we will provide consent retrospectively, as part of our standard revenue and equity sharing agreement (see Annex II), when you report the commercialisation to us (see section 5). We will keep this waiver under review, and it may be modified or withdrawn at any time. For it to continue, an organisation must:

 

• Adhere to our Intellectual Property Policy
• Report its SEA DREAM IP-related activities to us on an annual basis (see section 5)
• Ensure its transactions remaining consistent with Wellcome’s equitable access to healthcare interventions statement and SEA DREAM’s guidance on commercialisation agreements (see Annex II of the Intellectual Property Policy).

4. We will usually take a share of the revenue and equity received by our award holders from the development or commercialisation of SEA DREAM-funded IP. The standard share in respect of our grants is 25 per cent, but we may reduce this in accordance with the provisions of this policy.

5. Every funded organisation needs to complete and submit a Consolidated IP and Commercialisation Report once a year during the funding period and until SEA DREAM-funded IP has expired if the IP is commercialised (unless other bespoke reporting conditions for commercial entities have been agreed). Aggregate amounts payable to SEA DREAM must be declared in this report.

6. Every grantee that plans to commercialise SEA DREAM-funded IP must seek prior approval in writing from SEA DREAM before they enter into commercialisation agreements with a commercial entity. SEA DREAM will use the revenue and equity sharing agreement template (see Annex I) to provide formal consent.

 

7. Each funded organisation, if they have already met all the conditions required by SEA DREAM’s due diligence assessment, can apply to retain up to USD 1 million (excl. VAT) of the revenue that they generate in the previous calendar year, which is payable to SEA DREAM. We will consider applications where the retained sums will be used to advance our mission by supporting new translational activity, with a focus on improving equitable access to healthcare interventions – particularly in low- and middle-income countries. You can make this revenue retention request as part of your annual Consolidated IP and Commercialisation Report (see Annex I).  We will consider applications on a case-by-case basis, and our decision will be communicated to the requesting organization in Quarter 2 of the calendar year unless otherwise agreed. Any retained revenue or equity will be subject to terms and conditions (see Annex II). You will also have an obligation to submit the Retained Revenue Spend Report in the next annual Consolidated IP and Commercialisation Report, which should indicate the amounts spent (and unspent), and activity summary to highlight how the retained fund supported translational and access to healthcare interventions.

 

4. What Should Be Included in the IP and Commercialisation Report

To be added.
 

5. Annexes

Annex I. IP and Commercialisation Quick Start Guide

Annex II. Wellcome's Revenue and Equity Sharing Agreement Template

Annex III. Wellcome's Revenue Retention Request (Terms and Conditions)