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Materials Transfer Agreement

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Materials Transfer Agreement

This Agreement, between the University of Geneva, an academic institution located at 24 rue du Général-Dufour, CH-1211 Genève 4, Switzerland, hereinafter referred to as "PROVIDER", and _______________ an academic institution located at ___________________, hereinafter referred to as "RECIPIENT", governs an arrangement whereby the University of Geneva makes available to RECIPIENT the following biological material, __________________________________________________________________________developed by _________________ of Dept.____________ at the University of Geneva, for use in the research project described hereafter: ________________________________________

“MATERIAL”, as used herein, means the above referenced biological material plus any product containing original material, progeny, unmodified derivatives and any accompanying know-how or data.

The RECIPIENT agrees to use the MATERIAL only in scientific research as follows:

  1. It is agreed that the MATERIAL (a) will be used for teaching or not-for-profit research purposes only by the undersigned and those under his or her direct supervision (b) will not be used in human subjects, (c) will not be used for any direct or indirect commercial applications.

  1. It is agreed that the MATERIAL will not be transferred to any third party without prior written agreement from PROVIDER.

  1. The MATERIAL is proprietary to PROVIDER. Ownership of modifications and derivatives of MATERIAL will be negotiated in good faith by the parties hereto depending upon (a) their relative contribution to the creation of said modifications and derivatives and (b) any applicable laws and regulations relating to inventorship.

  1. In accordance with scientific custom, RECIPIENT may publish the results of its research with the MATERIAL in scientific journals and agrees to acknowledge the Provider scientist's contribution, as scientifically appropriate, in publications describing the research utilizing the MATERIAL.

  1. The RECIPIENT agrees to use the MATERIAL in a safe manner, in compliance with all applicable laws and regulations.

  1. PROVIDER is not responsible in any way for use or misuse of the MATERIAL provided. The MATERIAL herein provided is experimental in nature, and it is provided without any warranties, express or implied, including without limitation warranties of merchantability and fitness for a particular use. PROVIDER makes no representation and provides no warrant that the use of MATERIAL will not infringe any patent or other proprietary right.

  1. To the extent allowable under applicable laws, the RECIPIENT agrees to indemnify, defend and hold harmless PROVIDER and its trustees, officers staff, representatives and agents against all damages, expenses (including without limitation legal expenses), claims, demands suits or other actions arising from the undersigned’s acceptance, use and disposal of the MATERIAL and their progeny or derivatives.

  1. The MATERIAL is provided at no cost, or with an optional transmittal fee solely to reimburse PROVIDER for its preparation and distribution costs. If a fee is requested, the amount will be indicated here: [insert fee]____________.

Drawn up in two original copies.


[Name of Recipient University]


Authorized signature: __________________
Name: _____________________________
Title: ______________________________
Place & date: ________________________

Authorized signature: __________________
Name: _____________________________
Title: __ ___________________
Place & date: ________________________

Recipient scientist:____________________
Name: _____________________________

Provider scientist:____________________
Name: _____________________________

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