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Agreement
Institution/Organization:
SPONSOR
AWARDEE
Institution/Organization: Rowan University
EIN No.:
EIN No.: 22-2764819
Award Number:
Prime Sponsor
Award Number:
Period of Performance
Amount Funded this Action
Est. Total (if incrementally funded)
Project Title
Sections of Agreement
Statement of Work
Budget and Payment Terms
Contacts
See Attachment One (1)
See Attachment Two (2)
See Attachment Three (3)
Terms and Conditions
1)
Recitals. “Name of Sponsor” (hereinafter referred to as SPONSOR) hereby awards a fixed fee award, as described
above, to “Rowan University” (hereinafter referred to as AWARDEE). Statement of Work can be found in Attachment
One (1). In its performance of work, AWARDEE shall be an independent entity and not an employee or agent of
SPONSOR.
2)
Statement of Work. AWARDEE agrees to use reasonable efforts to perform the work described in Attachment One
(1), which is incorporated herein. Matters concerning the technical performance of this Agreement should be directed
to the appropriate party’s Project Director, as shown in Attachment Three (3).
3)
Cost and Payment. SPONSOR shall reimburse AWARDEE for allowable costs associated with the approved budget
and in payment terms as shown in Attachment Two (2). The invoice receipt or payment should be directed to the
appropriate party’s Financial Contact, as shown in Attachment Three (3). The payment shall be considered
provisional and subject to adjustment within the total estimated cost in the event such adjustment is necessary as a
result of an adverse audit finding against the AWARDEE or if costs are not compliant with OMB Circular A-21.
4)
Reporting. AWARDEE agrees to send a final technical report to the SPONSOR’S Project Director shown in
Attachment Three (3) on the following schedule:

NOT LATER THAN sixty (60) days after 12/31/2015
A final statement of cumulative costs incurred, including cost sharing, marked “FINAL,” must be submitted to
SPONSOR’S Financial Contact as shown in Attachment Three (3) NOT LATER THAN sixty (60) days after
Agreement end date. The final statement of costs shall constitute AWARDEE’S final financial report.
5)
Waivers, Notices, and Termination. Matters concerning the waiver or negotiation of any changes in the terms,
conditions, or amounts cited in this Agreement should be directed to the appropriate party’s Administrative Contact,
as shown in Attachment Three (3). Any such changes made to this Agreement require the written approval of each
party’s Authorized Official, as shown in Attachment Three (3). The waiver of any provision of this Agreement shall not
be deemed to be a continuing waiver or the waiver of any other provision of this Agreement.
6)
Liability. The liability of SPONSOR and its employees shall be subject to all the provisions of the New Jersey Tort
Claims Act, N.J.S.A. 59:1-1 et seq., (“Act”) the New Jersey Contractual Liability Act, N.J.S.A. 59-13-1 et seq., and the
availability of appropriations.
AWARDEE does not carry public liability insurance but the liability of the State and the obligation of the State to be
responsible for tort claims against the State or its employees are covered under the terms and provisions of the Act.
The Act also creates a special self-insurance fund and provides for payment of claims under the Act against the State
or against its employees, for whom the State is obligated to indemnify against tort claims which arise out of the
performance of their duties.
Revised May 20, 2015
Page 1 of 6
Any claims against AWARDEE, its employees, etc. arising out of the use of the Premises shall be made to the
Attorney General, Division of Law, Claims Service Section, Richard J. Hughes Justice Complex, 25 Market Street,
P.O. Box 112, Trenton, NJ 08625-0112.
7)
Indemnification. Each party to this Agreement shall be solely responsible for any and all actions, suits, damages,
liability or other proceedings brought against it as a result of the alleged negligence, misconduct, error or omission of
any of its officers, agenda or employees. None of the parties is obligated to indemnify any other party or to hold any
other party harmless from costs or expenses incurred as a result of such claims; and each shall continue to enjoy all
rights, claims and defenses available to it under law.
8)
Export Controls. It is understood that all parties to this Agreement are subject to United States law and regulations
controlling the export of technical data, computer software, laboratory prototypes and other commodities (including,
but not limited to, the Arms Export Control Act, as amended, and the Export Administration Act of 1979), and that
their obligations hereunder are contingent upon compliance with such laws and regulations. Both parties agree to
comply with any and all such export control laws and regulations, as well as any and all embargoes and/or
restrictions imposed by the Treasury Department’s Office of Foreign Asset Controls, in performance of this
Agreement.
AWARDEE reserves the right to decline to accept from SPONSOR any technical data, computer software, laboratory
prototypes or other commodities that may require an export license and/or formal assurances from/made to the
cognizant governmental authority.
9)
Patents and Inventions.
a. Title to any invention first conceived or discovered solely by any AWARDEE employee(s) or student(s)
in the performance of the work funded under this Agreement shall vest in AWARDEE. To the extent
that AWARDEE has the legal right to do so, AWARDEE shall grant SPONSOR an option to an
exclusive or non-exclusive license to make, use, or sell any such Invention on reasonable terms and
conditions, including reasonable royalties, as the parties mutually agree in separate writing.
b. In the event that any AWARDEE employee(s) or student(s) first conceives or discovers an Invention
jointly with SPONSOR employee(s) or students(s), title to such Invention shall vest jointly in AWARDEE
and SPONSOR.
10) Publications.
a.
b.
c.
AWARDEE shall have the right to publish and disseminate information derived from the project.
AWARDEE shall furnish SPONSOR with a copy of any proposed publication thirty (30) days in advance
of the proposed publication date. SPONSOR may request AWARDEE to delay publishing such
proposed publication for a maximum of an additional sixty (60) days in order to protect the potential
patentability of any inventions described therein. Such delay shall not, however, be imposed on the
filing or publication of any student thesis or dissertation.
AWARDEE shall acknowledgement the sponsorship of the prime sponsor shown on the cover page of
this Agreement in such publications of the Research Project.
11) Confidentiality. Both SPONSOR and AWARDEE shall have the right to refuse to accept any proprietary data
proffered to it by the other. If necessary, the parties will exchange information which they consider to be confidential.
The recipient of such information agrees to accept the disclosure of said information which is marked as confidential
at the time it is sent to the recipient, and to employ all reasonable efforts to maintain the information secret and
confidential, such efforts to be no less than the degree of care employed by the recipient to preserve and safeguard
its own confidential information. The information shall not be disclosed or revealed to anyone except employees of
the recipient who have a need to know the information and who have entered into an Agreement with the recipient
under which such employees are required to maintain confidential the proprietary information of the recipient and
such employees shall be advised by the recipient of the confidential nature of the information and that the information
shall be treated accordingly.
Revised May 20, 2015
Page 2 of 6
12) Conflict of Interest. AWARDEE has adopted the NJ Uniform Ethics Code and is subject to the New Jersey Conflicts
of Interest Law, N.J.S.A. 52:13D-12 et seq. AWARDEE and SPONSOR has in place a Conflict of Interest program
and policy that is applicable to all employees. AWARDEE follows and adheres to federal regulations as prescribed
and implemented by the federal government and agencies of the federal government.

Promoting Objectivity in Research - 42 CFR Part 50 Subpart F
The AWARDEE (sub recipient) certifies that its Financial Conflict of Interest (FCOI) policy complies with Financial
Conflict of Interest Regulation, Promoting Objectivity in Research (42 CFR Part 50 Subpart F)\
______Yes; ______No

The AWARDEE (sub recipient) is required to report identified Financial Conflict of Interest(s) of its Investigators
to the SPONSOR’s Administrative and Project Director as indicated in Attachment Three (3) within 5 business
days; or in a time frame that allows the SPONSOR to report identified Financial Conflict of Interest(s) to Public
Health Services/Department of Health and Human Services funded agencies, including but not limited to
National Institutes of Health (NIH)

The SPONSOR holds and retains the right to solicit and review AWARDEE Investigator disclosures that will
enable and facilitate the SPONSOR to identify, manage and report identified Financial Conflict of Interest(s)
By an Authorized Official of Company Name
By an Authorized Official of Rowan University
__________________________________________
____________________________________________
Name, Title
Joseph Scully, Sr. VP for Finance & CFO
Revised May 20, 2015
Date
Page 3 of 6
Date
Attachment 1
Statement of Work
Clinic Project Objective:
Clinic Project Description:
Revised May 20, 2015
Page 4 of 6
Attachment 2
Budget and Payment Terms
Budget:
Payment Terms:
Revised May 20, 2015
Page 5 of 6
Attachment 3
Contacts
AWARDEE CONTACTS
Administrative Contact
ROWAN UNIVERSITY CONTACTS
Administrative Contact
Name:
Address:
Phone:
Fax:
Email:
Name:
Veronica Lex
Contracts Specialist
Address: 201 Mullica Hill Road
Glassboro, NJ 08028
Phone:
856-256-4673
Fax:
856-256-4425
Email:
lex@rowan.edu
Project Director
Project Director/Technical
Name:
Address:
Phone:
Fax:
Email:
Name:
Address:
201 Mullica Hill Road
Glassboro, NJ 08028
Phone:
Fax:
Email:
Financial Contact
Financial Contact
Name:
Robert
Name:
Unruh Kristy Beru
Title
Post-Award Specialist
APG
Address:
International
201 Mullica Hill Road
70 Sewell Street
Glassboro, NJ 08028
Glassboro,
Phone: NJ 08028
856-256-5497
Fax:
856-256-4425
(856)
Email:
256-5347carpenterk@rowan.edu
(856) 256-5241
zhang@rowan.edu
Authorized Official
Address:
Phone:
Fax:
Email:
Authorized Official
Name:
Andrea Slusher
Contract Administra
Atlantic County Div.
PO Box 719
Route 9 & Dolphin A
Northfield, NJ 08225
(609) 645-5898
(609) 645-5964
slusher_andrea@ac
Douglas
Name:R. DiMeo,
Joseph
P.E.Scully, Senior Vice President for
Principal Engineer,
Finance
Bridges
and Chief Financial Officer
Atlantic
Address:
CountyRowan
Div. of University
Engineering
PO Box 719 Bole Hall
Route 9 & Dolphin
201 Avenue
Mullica Hill Rd.
Northfield, NJ 08225
Glassboro, NJ 08028
(609) 645-5898
(609)
Phone:
645-5964856-256-4127
dimeo_douglas@aclink.org
Fax:
856-256-4435
Email:
scullyj@rowan.edu
Address:
Phone:
Fax:
Email:
Revised May 20, 2015
201 M
Glass
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