SAMPLE RESEARCH AGREEMENT This is a sample contract for research or other agreements between faculty and staff at SIUE and a sponsoring agency. You can modify the contract by inserting the appropriate terms and conditions for your project into the gray edit fields. Other language may also be modified to suit your needs, but substantive changes must be reviewed and approved by the Dean of the Graduate School, and where appropriate, the University Office of Legal Counsel. Contact the Office of Research and Projects if you have questions about the terms and conditions in this sample contract. RESEARCH AGREEMENT RESEARCH AGREEMENT between the Board of Trustees of Southern Illinois University, a body politic and corporate of the State of Illinois, governing SOUTHERN ILLINOIS UNIVERSITY EDWARDSVILLE, hereinafter referred to as "the University," and Insert Name of Sponsoring Agency Here hereinafter referred to as "the sponsor," WHEREAS, the research program contemplated by this agreement is of mutual interest and benefit to the University and to the Sponsor, and will further the research objectives of the University in a manner consistent with its status as a public, tax exempt, educational institution, NOW, THEREFORE, the parties hereto agree as follows: 1. STATEMENT OF WORK. The University agrees to use its best reasonable efforts to perform the research program entitled Insert Title of Project Here as described in the attached statment of work (attach statement) 2. PRINCIPAL INVESTIGATOR. The research shall be conducted/supervised by Insert your name here. If, for any reason (s)he is unable to continue to serve as Principal Investigator, and a successor acceptable to both the University and the Sponsor is not available, this agreement shall be terminated as provided in Article 6. 3. PERIOD OF PERFORMANCE. The research shall be conducted during the period enter start date of contract through enter end date of contract and shall be subject to renewal only by mutual agreement of the parties. 4. REIMBURSEMENT OF COSTS. In consideration of the foregoing, the Sponsor shall reimburse the University for all direct and indirect costs incurred in the performance of the research, which shall not exceed the total estimated project cost of enter total project cost without written authorization from the Sponsor. 5. PAYMENT. Payments shall be made to the University by the Sponsor in advance on the following basis or schedule:enter payment schedule here - check with ORP for typical conditions. A final financial accounting of all costs incurred and all funds received by the University hereunder together with a check for the amount of the unexpended balance, if any, shall be submitted to the Sponsor within normally 90 days, again check with ORP for conditions days following the completion of the project. 6. TERMINATION. If termination of the contract occurs other than by the expiration of the period for performance, this paragraph shall govern the termination. Performance under this agreement may be terminated by the Sponsor upon sixty days written notice; performance may be terminated by the University if circumstances beyond its control preclude continuation of the research. Upon termination, the University shall be reimbursed as specified in Article 4 for all costs and non-cancellable commitments incurred in the performance of the research, such reimbursement not to exceed the total estimated project cost specified in Article 4. 7. PUBLICATIONS AND COPYRIGHTS. Some of the data gathered and conclusions reached in performance of this contract could affect the competitive position of the Sponsor. The University, however, must be permitted to list certain project information through its regular and required reporting procedures. The University, its employees, agents, and officers shall be permitted to disseminate findings after a limited period of enter number of days - typically no longer than 1 year days to protect the rights of the Sponsor. The Sponsor may review the dissemination to check for inadvertent inclusion of the Sponsor's proprietary data. The University agrees that it will not publish or release any of the Sponsor's proprietary data and that no news release, public announcement, advertisement, denial, or confirmation of some or any part of the subject matter of this contract or any phase of any program hereunder shall be named without the prior written notice to the Sponsor from the University. Title to and the right to determine the disposition of any material, first produced or composed in the performance of this contract shall remain with the University, provided that the University shall grant to the Sponsor an irrevocable, royalty-free, non-exclusive right to reproduce, translate, and use all such material for its own purposes. 8. PATENTS. Title to any invention conceived or reduced to practice in the performance of this research shall remain with the University, which shall have the sole right to determine disposition of any patents or other rights resulting therefrom, provided that upon issue of any patent on any such invention or discovery, the University shall grant to the Sponsor an irrevocable, royalty-free, non-exclusive license for use of such invention or discovery for its own purposes. 9. Unless otherwise provided for in this Agreement, the University shall retain title to any equipment acquired and to any buildings constructed as a result of performance under this Agreement. 10. The Sponsor agrees to indemnify, hold harmless, and defend the University from and against any and all liability of whatsoever kind or character including claims, losses, damages, costs, causes of action, and expenses, including reasonable attorney's fees and expenses, arising out of the performance under this Agreement by and of the University, its agents, officers, employees, and representatives and the Sponsor and its agents, officers, employees, and representatives. 11. USE OF NAMES. Neither party shall use the name of the other in any form of publicity without the written permission of the other. 12. The Sponsor agrees that in the administration or performance of this contract it shall not discriminate against any person as prohibited under the laws of the United States government or the State of Illinois and the jurisdiction of the Sponsor. 13. It is understood and agreed that all questions of interpretation, construction, and adjudication arising out of this contract shall be governed by the laws of the State of Illinois. 14. The parties agree that this contract agreement constitutes the full and complete agreement between the parties, any oral or verbal representations or understandings notwithstanding. SIGNATURES: BOARD OF TRUSTEES OF SOUTHERN ILLINOIS UNIVERSITY SPONSOR BY: BY: Stephen Hansen, Dean Graduate Studies and Research for David Werner, Chancellor Southern Illinois University Edwardsville Date: insert name of authorizing official insert title of official Date: