Print Form PURDUE RESEARCH FOUNDATION MATERIAL USE AGREEMENT Recipient Investigator

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Print Form PURDUE RESEARCH FOUNDATION MATERIAL USE AGREEMENT Recipient Investigator Powered By Docstoc
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                            PURDUE RESEARCH FOUNDATION
                              MATERIAL USE AGREEMENT

                                     of
       Recipient                                          Institution or
       Investigator                                       Company

                   (Address of Institution or Company)
(hereinafter collectively called "Recipient") desires to obtain
"                                                                          "

(together with any progeny and unmodified derivatives, hereinafter called "Materials)"
developed at Purdue Research Foundation (hereinafter called "PRF") to undertake research
studies. PRF is willing to provide such Materials under the following terms and conditions:

1.     PRF retains sole ownership of the Materials. Any use of the Materials for commercial
       purposes shall require a separate agreement between Recipient and PRF setting
       forth                                                                              the
       terms of such commercial use.
2.     Substances created by Recipient which contain or incorporate the Materials thereof shall
       be defined as "Modifications." Ownership of Modifications shall be determined
       according to appropriate U.S. inventorship laws.

3.     Recipient shall use Materials only for


4.     The Materials shall be used only by Recipient and individuals working under the
       Recipient ' without prior written approval of PRF. s supervision. Recipient shall
       not transfer any Materials to any third party

5      Recipient shall not use Materials in research that is subject to consulting or
       licensing obligations to any third party without prior written approval of PRF.

6      Materials shall be used in compliance with all applicable State and Federal laws and
       regulations and National Institute of Health (NIH) guidelines in regard to human and/
       or animal uses.

7      Recipient will periodically or upon request inform PRF of research results related to
       Materials and will provide PRF with a copy of all data and information describing
       the results of such research prior to any public disclosure.

8      Recipient agrees that it will not under any circumstances advertise or otherwise state or
       imply that PRF has developed, tested or approved Materials. If publication results from
       the use of the Materials, Recipient agrees to acknowledge Purdue as the provider of the
       Materials and/or give credit to Purdue scientists, as scientifically appropriate, in its
       publications.

9      These Materials are provided for research purposes only. PRF disclaims WARRANTY
       OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE AND MAKES NO
       WARRANTY, EXPRESSED OR IMPLIED, OR ANY OTHER
       WARRANTY, EXPRESSED OR IMPLIED. It is understood that PRF and its employees
          and agents have no liability in connection with such Materials or its use. Recipient shall
          indemnify PRF and its employees and agents and hold them harmless including
          attorneys' fees against any claims or suits of any type arising out of Recipient's use of the
          Materials provided under this Agreement, even if there is an allegation of negligence on
          the part of PRF. PRF makes no representation that Recipient's use of Materials will not
          infringe any patent or any right of any third party.

10.       Nothing in this Agreement grants any rights under any patents or in any know-how of PRF
          nor any rights to use the Materials or any product or process related thereto or derived there
          from for profit-making or commercial purposes.

11.       Upon completion of the Recipient's research project, or at the end of       months from
          the date of this agreement, whichever occurs first, the Materials, including any progeny
          thereof must be returned to PRF or destroyed and a certified record of that destruction
          shall be provided to PRF in writing, or disposed of in some other manner with prior
          written approval of PRF.

12.       The RECIPIENT and PRF agree that any photocopy or facsimile copy of this fully-
          executed agreement shall have the same legal force and effect as any copy bearing
          original signatures of the RECIPIENT and the FOUNDATION.

13.       THIS AGREEMENT IS VALID WHEN SIGNED BY AN AUTHORIZED
          REPRESENTATIVE OF PURDUE RESEARCH FOUNDATION.

14.       This Agreement is valid and binding, if and only if, executed by Recipient within 30 days
          of date of signature by the Purdue Investigator and then fully executed by Purdue
          Research Foundation.

PURDUE RESEARCH FOUNDATION                                 ACCEPTED BY PURDUE INVESTIGATOR


By:        ________________________                        By:   _________________________

Name:                                                  Name:

Title:                                                 Title:

Date:                                                  Date:


RECIPIENT INSTITUTION


By:        ___________________________
Name:

Title:

Date:


G:\\USERS\\SPS\\OTT\\AGREEMNT\\STND_AGR\\MUA-PRF 12/3/99

				
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