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Research And Development Agreement
"I need a Research and Development Agreement under Indonesian law for a collaboration between our pharmaceutical company and a local university, focusing on developing new drug delivery systems, with special attention to IP rights and potential commercialization of research outcomes."
1. Parties: Identification of the contracting parties, including their legal status and registered addresses
2. Background: Context of the agreement, including the parties' expertise and reasons for collaboration
3. Definitions: Detailed definitions of technical terms, project-specific terminology, and key concepts used in the agreement
4. Scope of Research: Detailed description of the R&D project, objectives, and deliverables
5. Project Management: Structure for project oversight, including steering committee, reporting requirements, and key personnel
6. Financial Terms: Research funding, payment schedules, cost allocation, and financial reporting requirements
7. Intellectual Property Rights: Ownership and licensing of background and foreground IP, including patents and know-how
8. Confidentiality: Protection of confidential information, including research data and trade secrets
9. Publication Rights: Process for reviewing and approving academic or scientific publications
10. Term and Termination: Duration of the agreement and circumstances for early termination
11. Warranties and Indemnities: Representations regarding research capabilities and allocation of risks
12. Force Majeure: Provisions for handling unforeseen circumstances affecting project execution
13. Governing Law and Dispute Resolution: Specification of Indonesian law as governing law and dispute resolution mechanisms
14. General Provisions: Standard boilerplate clauses including notices, amendments, and assignment
1. Technology Transfer: Required when the agreement involves transfer of technology to Indonesian entities, addressing compliance with Indonesian technology transfer regulations
2. Export Control: Necessary when research involves internationally controlled materials or technology
3. Research Materials: Required when biological, chemical, or other special materials are being used in the research
4. Student Involvement: Needed when university students will be involved in the research activities
5. Government Approvals: Required when research requires specific governmental permits or approvals
6. Data Protection: Necessary when research involves personal or sensitive data processing
7. Environmental Compliance: Required when research activities may have environmental impacts
8. Local Content Requirements: Needed when project must comply with Indonesian local content regulations
1. Project Plan: Detailed research methodology, timelines, milestones, and deliverables
2. Budget: Detailed breakdown of project costs, payment schedules, and resource allocation
3. Background IP: List and description of pre-existing intellectual property rights brought by each party
4. Key Personnel: List of key researchers and their roles, including CVs and qualifications
5. Equipment and Facilities: Inventory of research equipment and facilities to be used
6. Technical Specifications: Detailed technical requirements and standards for the research
7. Reporting Templates: Standard formats for progress reports and financial reporting
8. Security Protocols: Procedures for handling confidential information and sensitive research materials
Authors
Background IP
Business Day
Confidential Information
Deliverables
Effective Date
Foreground IP
Force Majeure Event
Good Industry Practice
Intellectual Property Rights
Key Personnel
Know-How
Licensed Technology
Materials
Milestones
Project
Project Manager
Project Plan
Research Data
Research Objectives
Research Results
Research Site
Steering Committee
Technical Information
Technology
Term
Third Party
Working Hours
Background Technology
Commercialization
Derivative Works
Development Phase
Improvements
Joint IP
Patents
Project Budget
Publication
Research Phase
Research Team
Schedule
Software
Technical Specifications
Territory
Trade Secrets
Work Product
Definitions
Scope of Research
Project Management
Research Obligations
Financial Terms
Intellectual Property Rights
Technology Transfer
Confidentiality
Publication Rights
Data Protection
Research Materials
Equipment and Facilities
Personnel
Regulatory Compliance
Representations and Warranties
Indemnification
Insurance
Term and Termination
Force Majeure
Assignment
Dispute Resolution
Governing Law
Notices
Export Control
Record Keeping
Audit Rights
Non-Competition
Non-Solicitation
Environmental Compliance
Health and Safety
Reporting Requirements
Amendment
Severability
Entire Agreement
Waiver
Third Party Rights
Counterparts
Technology
Pharmaceuticals
Biotechnology
Manufacturing
Agriculture
Healthcare
Energy
Environmental Sciences
Materials Science
Telecommunications
Automotive
Aerospace
Chemical Industry
Food and Beverage
Defense
Research & Development
Legal
Intellectual Property
Innovation
Product Development
Scientific Affairs
Regulatory Affairs
Technology Transfer
Contract Management
Project Management
Corporate Development
Business Development
Research Director
Chief Technology Officer
Head of R&D
Legal Counsel
IP Manager
Project Manager
Research Scientist
Development Engineer
Innovation Manager
Technology Transfer Officer
Compliance Officer
Contract Manager
Chief Scientific Officer
Research Coordinator
Laboratory Manager
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