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Title: |
Research Agreement |
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Entities: |
Altair Nanotechnologies, Inc.; Massachusetts Institute of Technology |
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Date: |
2001 |
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Size: |
Preview shows 7KB of 49KB total |
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Price: |
$43 |
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ID: |
#232478 |
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MASSACHUSETTS INSTITUTE OF TECHNOLOGY
OFFICE OF SPONSORED PROGRAMS
RESEARCH AGREEMENT (the "Agreement") between the Massachusetts
Institute of Technology, hereinafter referred to as "M.I.T.," and
Altair Technologies, Inc., hereinafter referred to as the "Sponsor."
This Agreement is entered into as of August 1. 2000, the "Effective
Date."
WHEREAS, the research program contemplated by this Agreement is of
mutual interest and benefit to M.I.T. and to the Sponsor, and will
further the instructional and research objectives of M.I.T. in a manner
consistent with its status as a non-profit, tax-exempt. educational
institution,
NOW, THEREFORE, the parties hereto agree as follows:
1. STATEMENT OF WORK. MIT. agrees to use all reasonable
efforts to perform the research program as set forth in
Attachment A (the "Research").
2. PRINCIPAL INVESTIGATOR. The Research will be supervised by
Professor Jackie Ying, the "Principal Investigator." If,
for any reason, she is unable to continue to serve as
Principal Investigator, and a successor acceptable to both
M.I.T. and the Sponsor is not available, this Agreement
shall be terminated as provided in Article 6.
3. PERIOD OF PERFORMANCE. The Research shall be conducted
during the period August 1, 2000 (the "Starting Date")
through July 31, 2002 (the "Completion Date"). The
Completion Date will be subject to extension only by mutual
agreement of the parties.
4. REIMBURSEMENT OF COSTS. In consideration of the foregoing,
the Sponsor will reimburse M.I.T. for all direct and F&A
(Facilities & Administrative, or indirect) costs incurred
in the performance of the Research, which shall not exceed
the total estimated project cost of $ 252,520.00 without
written authorization from the Sponsor.
1
{PAGE}
5. PAYMENT. Payments shall be made to M.I.T. by the Sponsor in
advance in U.S. dollars, net of taxes or impost of any kind
on the following basis:
Equal Monthly Invoices to Sponsor
A final financial accounting of all costs incurred and all
funds received by M.I.T. hereunder together with a check
for the amount of the unexpended balance, if any shall be
submitted to the Sponsor within ninety days following the
Completion Date.
6. TERMINATION. Performance under this Agreement may be
terminated by the Sponsor upon sixty (60) days prior
written notice. Performance may be terminated by M.I.T. if
circumstances beyond its reasonable control preclude
continuation of the Research. Upon termination, M.I.T. will
be reimbursed as specified in Article 4 for all costs and
non-cancellable commitments incurred in the performance of
the Research, such reimbursement not to exceed the total
estimated project cost specified in Article 4.
7. PUBLICATIONS. M.I.T. will be free to publish the results of
the Research after providing the Sponsor with a thirty (30)
day period in which to review each publication to identify
patentable subject matter and to identify any inadvertent
disclosure of the Sponsor's proprietary information. If
necessary to permit the preparation and filing of U.S.
patent applications, the Principal Investigator may agree
to an additional review period, provided however, that the
total review period shall not exceed a maximum of 90 days
from Sponsor's receipt of each proposed publication. Any
further extension will require subsequent agreement between
the Sponsor and M.I.T.
8. PROPRIETARY INFORMATION. If, in the performance of the
Research, the Principal Investigator and members of the
M.I.T. research team require and accept access to Sponsor's
information that the Sponsor considers proprietary, the
rights and obligations of the parties with respect to such
information shall be governed by the terms and conditions
set forth in Attachment B.
9. SPONSOR INTELLECTUAL PROPERTY. Title to any invention made
solely by Sponsor personnel without the use of M.I.T.
facilities ("Sponsor Inventions") shall remain with the
Sponsor. Sponsor inventions shall not be subject to the
terms and conditions of this Agreement.
10. JOINT INTELLECTUAL PROPERTY.
A. TITLE TO JOINT INVENTIONS. Inventions made jointly by
employees and/or students of M.I.T. and employees of
the Sponsor in the performance of the Research, or
inventions made solely by employees of the Sponsor with
significant use of M.I.T. facilities ("Joint
Inventions") shall be jointly owned by the parties. The
Sponsor shall be notified of any Joint Invention
promptly after an invention disclosure is received by
the MIT. Technology Licensing Office. Patent
application, prosecution, maintenance and associated
expenses related to Joint inventions shall be governed
by the terms and conditions set forth in a separate
Joint Invention Agreement (hereinafter "Joint Invention
Agreement") to be executed by the parties and appended
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