This research agreement template has 8 pages and is a MS Word file type listed under our legal agreements documents.
Sample of our research agreement template:
RESEARCH AGREEMENT This Research Agreement (the "Agreement") is effective [DATE], BETWEEN: [SPONSOR NAME], (the "Sponsor"), an individual with his main address located at OR a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] AND: [RESEARCHER NAME], (the "Researcher"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] Collectively, the Sponsor and Researcher shall be referred to as the "Parties." WHEREAS, the research program contemplated by this Agreement is of mutual interest and benefit to the Parties and will further the instructional and research objectives of the Researcher and the Sponsor. NOW, THEREFORE, the Parties agree as follows: STATEMENT OF WORK The Researcher agrees to use its reasonable efforts to perform the research project ("Project") as set out in the Statement of Work attached hereto and incorporated herein by reference as Schedule A. RESEARCH SUPPORT BY THE SPONSOR The total research support to be provided by the Sponsor is [SPECIFY SPONSOR AMOUNT]. Payments shall be made to the Researcher by the Sponsor according to the following schedule incorporated herein by reference as Schedule B. All funds provided by the Sponsor under this Agreement may be used at the discretion of the Researcher. TERM AND TERMINATION Term. Except as otherwise stated and agreed upon by both Parties, this contract is valid for an initial term of [SPECIFY MONTHS] from the Effective Date (the "Term"). Termination. The present Agreement shall be automatically terminated at the expiration of the period as mentioned in clause 3.1 of the present Agreement unless the Agreement is renewed at the end of the mentioned term. In the event that either the Researcher or the Sponsor defaults in the due performance of its obligations hereunder or in the event that any representation by either of them proves to be false or incorrect, and such default or breach is not cured within thirty (30) days of written notice thereof, then the Party giving such notice may elect to terminate this Agreement by final written notice to the defaulting Party. The Parties recognize that the results of any particular research project cannot be guaranteed, even through the use of the Researcher's reasonable efforts; therefore, it is specifically agreed that the failure of the Researcher to achieve specific research results shall not constitute a default or breach of this Agreement. If the total funds paid by the Sponsor by the date of termination are insufficient to cover the amounts earned in accordance with the budget and commitments incurred by the Researcher in the performance of the research, the Sponsor shall reimburse the Researcher for same within thirty (30) days of termination, provided that in no event shall the Sponsor be responsible for any amount in excess of that stated in Section 2.1. However, both the Parties shall have the right to terminate the present Agreement by providing each other with a prior written notice of 30 days. NO AGENCY Nothing in this Agreement shall constitute or be deemed to constitute a partnership or joint venture between the Parties hereto for any purpose whatsoever and neither Party shall have authority or power to bind the other or to contract in the name of, or create a liability against, the other in any way or for any purpose. INTELLECTUAL PROPERTY Pre-Existing Intellectual Property Rights of the Parties. No Party claims by virtue of this Agreement any right, title, or interest in (a) any issued or pending patents or any copyrights owned or controlled by another party or (b) any previous invention, process, or product of another party, whether or not patented or patentable. The term "Intellectual Property" shall mean all inventions and developments (whether or not patentable) and other creative works (excluding theses, dissertations and scholarly publications) developed in the course of the performance of the work under this Agreement, including without limitation any patent, trademark, copyright, mask work right, or other property right pertaining to same. Both the Researcher and the Sponsor agree to promptly disclose to the other all Intellectual Property developed in the course of the work under this Agreement. The Intellectual Property developed solely by the Researcher or jointly by the Researcher and Sponsor in the performance of work under this Agreement shall be owned by the Researcher. The Researcher hereby grants to the Sponsor an exclusive option ("Option") to acquire a worldwide (to the extent possible) royalty-bearing license to use the Intellectual Property developed in the course of the work under this Agreement (the "Optioned IP"). The "Option Period" shall commence on the date of disclosure to the Sponsor of the Optioned IP and shall terminate on the earlier of the following: (a) six months from the date of disclosure or (b) the proper exercise of the Option by the Sponsor. The Sponsor may exercise the Option during the Option Period by giving written notice of same to the Researcher, provided that the Sponsor is not then in default or breach of any of its obligations under this Agreement. Upon proper exercise of the Option by the Sponsor, the Researcher and the Sponsor will negotiate in good faith in an effort to reach a commercialization agreement satisfactory to both Parties, the negotiation period not to exceed six (6) months. Upon the first to occur of (a) termination of the Option, or (b) expiration of the Option Period with the Option unexercised, or (c) expiration of the six-month negotiation period without the execution of a commercialization agreement, the Researcher shall have no further obligation to the Sponsor under this Agreement with regard to the Optioned IP. In the absence of a further agreement between the Researcher and the Sponsor, the Sponsor agrees that it will not use the Optioned IP for any commercial or noncommercial purpose. During the Option Period, the Researcher and Sponsor will confer concerning the proper protection of the Optioned IP. Within thirty (30) days after receipt of an invoice from the Researcher, the Sponsor shall reimburse the Researcher for all out-of-pocket expenses incurred by the Researcher during the Option Period in the filing, prosecution, and maintenance of United States and foreign patent applications, issued patents, and other forms of Intellectual Property protection for the Optioned IP, all of which shall be owned by the Researcher. It is understood and agreed that any rights granted by or to any Party by the terms of this Agreement shall in all respects be subject to any rights claimed or restrictions and obligations imposed by the Government of [STATE/PROVINCE] or any agency thereof, whether such rights or restrictions and obligations arise out of federal funding of the underlying research or otherwise. CONFIDENTIALITY The Researcher and Sponsor recognize that the conduct of a research program may require the transfer of proprietary information between the Parties. The term "Confidential Information" as used herein, in the case of documentary information, shall include only that documentary information which is clearly marked as proprietary (or confidential) at the time when it is given to the receiving Party. "Confidential Information" which is originally orally disclosed shall include only that information which is identified as being proprietary or confidential at the time of disclosure and confirmed as confidential by written communication sent within a reasonably prompt period of time after it is disclosed to the receiving Party. The subject matter of the Confidential Information is to be limited to that which is relative to the research outlined in the Statement of Work under Section 1 above.
