224 ORGANIZING SCIENTIFIC RESEARCH FOR WAR 



clause came to be known as the "long form" clause. (See Appendix 2, 

 Article 5.) 



The main points in this rather lengthy article were: (a) that the con- 

 tractor granted to the Government an irrevocable option to purchase a li- 

 cense on reasonable terms, arrived at through negotiations, under any 

 inventions heretofore owned or controlled by the contractor, concerned 

 with the subject matter of the contract; (b) that the contractor granted to 

 the Government an irrevocable royalty-free license to make, have made and 

 use for military, naval, and national defense purposes any invention made 

 during the performance of the work of the contract; (c) that the con- 

 tractor would, prior to final settlement, make a complete disclosure of all 

 inventions made in carrying out the work under the contract; (d) that 

 he would inform the Government of inventions he had covered or would 

 cover by application for patent; (e) that the Government should have the 

 right to file applications for patent on any invention that the contractor 

 elected not to cover by application for patent; (f) that in the event the 

 Government filed the application for patent, there would be an assign- 

 ment of that invention to the Government subject to a royalty-free, non- 

 exclusive, nontransferable license to the contractor. 



The Patent Advisory Committee was unsuccessful in trying to have the 

 license required by the long form clause extend to all governmental pur- 

 poses. The argument advanced for the more limited license was that the 

 whole purpose of NDRC was to contribute to national defense and that 

 it would be unfair to require the contractor to give a general license cov- 

 ering fields which had nothing to do with national defense. Coe consulted 

 the War and Navy Departments and was told that the more limited li- 

 cense would be satisfactory to them. The clause adopted by NDRC was 

 recommended by the Patent Advisory Committee as the one which would 

 "come as near meeting with general acceptance as anything we can draw." 

 The NDRC adopted the clause as equitable under the circumstances. 



With the adoption of the long form clause the log jam in the signing of 

 contracts with industrial concerns was broken. The long form was not a 

 substitute for the earlier clause (which, with the adoption of the long 

 form, came to be called the "short form" clause); rather the two forms 

 were used concurrently as alternative clauses. Formal changes were made 

 in the short form when the OSRD contract form was revised, but in sub- 

 stance it did not vary from the time of its original adoption on August 29, 

 1940. (See Appendix 2, Article 5.) 



The short form clause was adopted as the standard for contracts recom- 

 mended by CMR because of the broad public interest involved in medical 

 research. It was also used in contracts in the field of atomic energy, about 

 which more will be said later. The third principal category of contracts 

 using the short form consisted of so-called "central laboratory" contracts — 



