Agriculture Research Partnership Agreement
Agriculture Research Partnership Agreement
This Agriculture Research Partnership Agreement ("Agreement") is made and entered into on this [Day] day of [Month], 2050 ("Effective Date"), by and between [Your Company Name], a [State] corporation with its principal office located at [Your Company Address] ("Company"), and [Research Partner's Name], an individual/entity with its principal office located at [Research Partner's Address] ("Research Partner").
Recitals
WHEREAS, Company is engaged in agricultural activities and is interested in conducting research to improve crop yields, soil health, and sustainable farming practices;
WHEREAS, Research Partner possesses expertise and resources in agricultural research and development and desires to collaborate with Company in these efforts;
NOW, THEREFORE, in consideration of the mutual covenants and promises herein contained, the parties agree as follows:
1. Definitions
1.1 Research Project
The term "Research Project" shall refer to the specific research activities to be conducted under this Agreement, as described in Exhibit A attached hereto and incorporated herein by reference.
1.2 Results
The term "Results" shall refer to all data, discoveries, inventions, findings, and developments resulting from the Research Project.
1.3 Intellectual Property
The term "Intellectual Property" shall refer to all patents, copyrights, trademarks, trade secrets, and other proprietary rights arising from the Results.
1.4 Funding
The term "Funding" shall refer to the financial contributions made by Company to Research Partner for the conduct of the Research Project, as specified in Section 5 of this Agreement.
2. Term
2.1 Initial Term
The initial term of this Agreement ("Initial Term") shall commence on the Effective Date and continue for a period of [number] years, unless terminated earlier in accordance with the provisions of this Agreement.
2.2 Renewal Term
Upon the expiration of the Initial Term, this Agreement may be renewed for additional [number] year terms upon mutual written agreement of the parties, subject to the terms and conditions herein.
3. Research Project
3.1 Scope of Work
Research Partner shall conduct the Research Project as described in Exhibit A. This includes defining research objectives, designing experiments, collecting and analyzing data, and preparing reports.
3.2 Research Personnel
Research Partner shall provide qualified personnel to conduct the Research Project. The qualifications and responsibilities of the research personnel are detailed in Exhibit B.
3.3 Equipment and Materials
Research Partner shall be responsible for procuring and maintaining all necessary equipment and materials required for the Research Project, as specified in Exhibit C.
3.4 Progress Reports
Research Partner shall provide Company with regular progress reports on the status of the Research Project, including interim findings and any issues encountered, as specified in Exhibit D.
4. Company's Responsibilities
4.1 Funding
Company agrees to provide Funding for the Research Project in the amount and according to the payment schedule specified in Section 5 of this Agreement.
4.2 Access to Facilities
Company shall grant Research Partner access to its agricultural facilities and resources as necessary for the conduct of the Research Project.
4.3 Collaboration
Company shall collaborate with Research Partner by providing relevant data, assisting with experimental design, and participating in progress reviews as needed.
5. Funding and Payment Terms
5.1 Funding Amount
Company agrees to provide Funding for the Research Project in the total amount of [Funding Amount], payable in [monthly/quarterly/annual] installments.
5.2 Payment Schedule
Payments shall be due on the [day] of each [month/quarter/year], beginning on the Effective Date. Payments shall be made by [payment method], payable to [Research Partner's Name], and sent to [Research Partner's Address] or such other place as Research Partner may designate in writing.
5.3 Use of Funds
Research Partner agrees to use the Funding solely for the conduct of the Research Project and to maintain accurate records of expenditures.
6. Results and Intellectual Property
6.1 Ownership of Results
All Results of the Research Project shall be jointly owned by Company and Research Partner. Each party shall have the right to use the Results for its own purposes, subject to the confidentiality and publication provisions of this Agreement.
6.2 Intellectual Property Rights
Intellectual Property arising from the Research Project shall be jointly owned by Company and Research Partner. The parties agree to cooperate in the filing and prosecution of any patents or other intellectual property protections.
6.3 Licensing and Commercialization
Any commercialization or licensing of the Intellectual Property shall be subject to mutual agreement of the parties. Revenues from such activities shall be shared according to the terms specified in Exhibit E.
7. Confidentiality
7.1 Confidential Information
For the purposes of this Agreement, "Confidential Information" shall mean all non-public information disclosed by either party to the other party, whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure.
7.2 Obligations
Each party agrees to: (i) keep the Confidential Information confidential; (ii) not use the Confidential Information for any purpose other than the performance of this Agreement; and (iii) not disclose the Confidential Information to any third party except to those of its employees, contractors, and agents who need to know the Confidential Information for the performance of this Agreement and who are bound by confidentiality obligations at least as restrictive as those contained herein.
7.3 Exclusions
Confidential Information shall not include any information that: (i) is or becomes generally known to the public through no breach of this Agreement by the receiving party; (ii) is rightfully received by the receiving party from a third party without breach of a confidentiality obligation; (iii) is independently developed by the receiving party without use of or reference to the disclosing party's Confidential Information; or (iv) is required to be disclosed by law, provided that the receiving party gives the disclosing party prompt written notice of such requirement and cooperates with the disclosing party in seeking a protective order or similar remedy.
8. Publication
8.1 Right to Publish
Research Partner shall have the right to publish the Results of the Research Project in scientific journals and present them at conferences, subject to the confidentiality provisions of this Agreement.
8.2 Review Period
Research Partner shall provide Company with a copy of any proposed publication or presentation at least [number] days prior to submission. Company shall have the right to review the proposed publication or presentation for any Confidential Information and may request reasonable modifications to protect such information.
8.3 Acknowledgment
Any publication or presentation of the Results shall acknowledge the contributions of both Company and Research Partner, and shall include a statement that the research was conducted under this Agreement.
9. Termination
9.1 Termination by Mutual Agreement
This Agreement may be terminated at any time by mutual written agreement of the parties.
9.2 Termination for Cause
Either party may terminate this Agreement for cause upon [number] days' written notice to the other party if the other party breaches any material term or condition of this Agreement and fails to cure such breach within [number] days after receiving written notice thereof.
9.3 Termination for Convenience
Company may terminate this Agreement for convenience upon [number] days' written notice to Research Partner, provided that Company shall pay Research Partner for all Services performed and expenses incurred up to the effective date of termination.
10. Miscellaneous
10.1 Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the State of [State], without regard to its conflicts of law principles.
10.2 Entire Agreement
This Agreement constitutes the entire agreement between the parties and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, whether oral or written.
10.3 Amendments
No amendment or modification of this Agreement shall be valid or binding unless in writing and signed by both parties.
10.4 Notices
Any notice required or permitted under this Agreement shall be in writing and shall be deemed given when delivered personally, sent by certified mail, return receipt requested, or sent by a recognized overnight courier service to the addresses set forth above or such other address as either party may specify in writing.
10.5 Waiver
No waiver by either party of any breach or default under this Agreement shall be deemed a waiver of any subsequent breach or default.
10.6 Severability
If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.
10.7 Counterparts
This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
IN WITNESS WHEREOF, the parties hereto have executed this Agriculture Research Partnership Agreement as of the Effective Date.
[Your Company Name]
By:
[Your Name]
[Your Title]
[Date]
[Research Partner's Name]
By:
[Name]
[Title]
[Date]
Exhibit A: Description of Research Project
Title: [Research Project Title]
Objectives: [Detailed Objectives]
Scope: [Scope of Work]
Methodology: [Research Methods and Procedures]
Timeline: [Research Project Timeline]
Exhibit B: Research Personnel
|
Name |
Title |
Responsibilities |
|---|---|---|
|
[Name] |
Principal Investigator |
Lead the research project |
|
[Name] |
Research Assistant |
Assist with data collection |
|
[Name] |
Technician |
Operate research equipment |
Exhibit C: Equipment and Materials
|
Item |
Description |
Quantity |
Source |
|---|---|---|---|
|
[Equipment Name] |
[Description] |
[Quantity] |
[Supplier] |
|
[Material Name] |
[Description] |
[Quantity] |
[Supplier] |
Exhibit D: Progress Reports
Frequency: [Monthly/Quarterly]
Content: [Interim Findings, Issues, Next Steps]
Submission Dates: [Specific Dates]
Exhibit E: Licensing and Commercialization Terms
Revenue Sharing: [Percentage Split]
Licensing Agreements: [Terms and Conditions for Licensing]
Commercialization Plan: [Detailed Plan]
By adhering to the terms and conditions outlined in this Agreement, both [Your Company Name] and [Research Partner's Name] commit to a collaborative and productive research partnership.
