Annexure-I Model Agreement for Intellectual Property management plan for Collaborative Scientific Research Programme This agreement for Intellectual property management plan is made on this ______ day of ______, 201_ (Effective Date) BETWEEN ------------------------------------------------------------- (Name, legal status and address of the partner), represented by --------------------------------------- (name and position of the legal representative) hereinafter referred to as ……………………….. AND ------------------------------------------------------------- (Name, legal status and address of the partner), represented by ---------------------------------- (name and position of the legal representative) hereinafter referred to as ……………………….. Hereinafter jointly referred to as “the partners” The collaborative research project ………………………………….. is a joint research project created between ………………………………………….. (French Institute) and ……………………………… (Indian Institute). The two Scientific Coordinators jointly define this project in Annexure-1a with scientific objective, type of collaboration, clear added value for each of the research team, research plan and a program for bilateral exchanges. IT IS HEREBY AGREED AS FOLLOWS: ARTICLE 1: PURPOSES 1.1 The project proposal entitled "XXXXXXXXX” with details description created between [French partner institution XXXX] and [Indian partner institution XXXX] is in ANNEX 1a. 1.2 The purpose of this Agreement is to identify the terms and conditions under which the partners intend to manage the results and associated intellectual property rights emerging out of the collaborative research project including the rights and obligations of the partners and their members, in accordance with the Guidelines. 1.3 The partners shall abide the “Guidelines on protection and exploitation of Intellectual Property Rights emanated from the collaborative Research Programme of CEFIPRA”. The provisions of this agreement shall be understood and interpreted in accordance with the provisions of the Guidelines. ARTICLE 2: GENERAL PRINCIPLES APPLICABLE TO RESEARCHERS INVOLVED IN COLLABORATIVE SCIENTIFIC RESEARCH PROJECTS 2.1 Partners and the members of a collaborative research project shall make every effort to ensure that their research is relevant to the collaborative research project. 2.1 They shall avoid plagiarism of any kind and abide by the principle of intellectual property and joint data ownership in the case of research carried out in collaboration with other researchers. ARTICLE 3: CONFIDENTIALITY 3.1. Each partner shall ensure that the researchers taking part in the collaborative project specified in this Agreement shall obey the following terms: 3.1.1 3.1.2 3.1.3 3.1.4 To consider as strictly confidential, all information classified as confidential (hereafter call “The information”), received verbally or in written words for the releasing partner; Not to use the information for any other purpose than the scientific collaborative project or consequent to previous agreement between the partner; Not to disclose the information to any third party; and To give only the information to the scientist directly involved in the scientific collaborative project. 3.2 The information is not considered confidential when the parties receiving it can prove that 3.2.1 3.2.2 3.2.3 It belongs to the public domain when received or when the information become public as a result of violence of confidentiality or The information was already classified as non-confidential before being given by the partner or by any other person authorized by that party or when it was received with no restriction from a third party authorized to release it or When the partners are legally required to release the information. 3.3 The clauses of the present article are valid for the duration of the present Agreement and for a period of three years from its expiry date or from its termination. ARTICLE 4: PUBLICATIONS 4.1. Each of the partners has the right to publish the results emanating from the project. However, before such publication(s), the partners shall ensure in consultation amongst themselves that no intellectual property rights are compromised. 4.2. The publications resulting from the project shall bear the names of all the authors unless any author explicitly declines to be names. 4.3. Due acknowledgement shall be given in such publications emanating from the project (s) supported by CEFIPRA for carrying out the project activities. ARTICLE 5: MANAGEMENT OF INTELLECTUAL PROPERTY 5.1. Each Partner involved in this collaborative research project remains the owner of his Background. Partners shall make the list of the Background they wish to use for the collaborative research project, in ANNEX 1b. 5.2. Rights acquired earlier: Each partner remains the owner of the intellectual property rights in the domain of cooperation it acquired before the signing of this Agreement or that it developed outside the Agreement. 5.3. Results: The partners agree to inform each other mutually and confidently and as soon as possible of all the results obtained under the collaborative research project. The results from the collaborative research project shall be jointly owned by the partners. Article 6: Modalities of Securing and Maintaining Intellectual property Rights The partners agree that: a. A Committee consisting of two experts (senior researchers) each from the partners shall be constituted after the commencement of the collaborative research project to evaluate the results of the collaborative projects periodically to determine whether the results are entitle for IP protection. The Committee shall: a. recommend the partner/s to seek necessary IP protection including the countries where IP protection is required. b. specifically evaluate the commercial potential of the results to ensure that IP protection is not recommended for results that do not have any commercial value. c. mention in the recommendation the actual or potential commercial value of the IP if protected b. the application for IP protection where required based on the recommendation of the Committee shall be filled by ------------------------------------------------(name the partner) c. the PCT application shall be filed in India/France and the other countries as recommended by the Committee d. the application shall be filed jointly in the name of partners/ in the name of ---------------------------------- (name the partner if the agreement is in the name of one partner) e. The expenditure for the filing the application will be met by the partners jointly as follows ---------------------------- (specify the share/s if any) f. -----------------------(name the partner) shall engage competent IP firms/lawyers for filing application g. share all the documents and information necessary for filing the IP application and sign relevant documents/forms for this purpose h. -------------------------- (name the partner) shall maintain the IP during its term of protection by taking necessary steps including payment of necessary fees. i. The expenditure for maintaining the IP during the term of protection shall be jointly met by the partners as follows ------------------------ (specify the share/s if any) Article 7: Modalities of Commercialization of IP and sharing of the benefits The partners agree that: a. ------------------------- (name the partner) shall immediately take necessary steps to commercialize the IP utilizing the infrastructure available to the partner (if a partner has the infrastructure) b. --------------- (name the partner) shall take steps to identify a potential industry to commercialize the IP (if both the partners do not have infrastructure). c. ------------------------(name of the partner) shall enter into an agreement with the industry for commercialization. The Agreement shall: a. contain the terms and conditions of transfer of IP and any other technology including the upfront payment and the royalty. b. ensure that the product is made available to the public at reasonably affordable cost taking care of the legitimate interest of the industry. c. contain the provision for use by the Government of France/India the IP without payment of royalty d. The agreement shall be approved by the partners before signing e. The amount received from the commercialization of the IP shall be shared as follows ---------------------------(specify the share) f. The amount received by the partner as specified above shall be shared with the creators of IP based on the institutional norms of the partner concerned ARTICLE 8: TERMINATION 8.1 Termination of this Agreement shall not affect the rights and obligations having been born within scripts. 8.2 One or the other partner may terminate it with a six month advance notice notified by registered letter with acknowledgement of receipt of the other party. The rights acquired prior to the termination shall not be questioned. 8.3 However, the provisions of Articles 3,4,5,6 and 7 shall remain in force notwithstanding the termination or the end of this agreement or of special covenants. ARTICLE 9: DISPUTES 9.1 The partners shall try to resolve any dispute regarding the rights of intellectual property arising from the programme through mutual discussion. 9.2 If they fail to reach the agreement, the head of the institute (s) / Industries (S) should be involved to resolve the problem. 9.3 If they fail to reach an agreement, the dispute shall be referred to the two co-chairmen of the Governing Body of CEFIPRA for settlement. 9.4 If no settlement s possible, the applicant shall seek for the settlement of the dispute through arbitration based on the laws of ------------------------(name the country). ARTICLE 10: DURATION AND RENEWAL This agreement is for a four year term from the date of signing of this agreement. It may be modified or renewed by the signing of an addendum by both partners. Partners agree that Annexes 1a and Annexure 1b are an integral part of this Agreement. In XXX, on XXXX [Name of the French Scientific Coordinator] [Signature] I, undersigned ________________________________, in my capacity of French Scientific Coordinator of the collaborative research project [Title XXXXXXXX] do hereby accept the conditions that go before and commit myself to inform my home institution whenever necessary in order to respect its IP Policy Rights. Signed in XXXXX, on XXXXX [Name of the legal representative of the French Partner Institution] [Signature] In XXX, on XXXX [Name of the Indian Scientific Coordinator] [Signature] I, undersigned ________________________________, in my capacity of Indian Scientific Coordinator of the collaborative research project [Title XXXXXXXX] do hereby accept the conditions that go before and commit myself to inform my home institution whenever necessary in order to respect its IP Policy Rights. Signed in XXXXX, on XXXXX [Name of the legal representative of the Indian Partner Institution] [Signature] ANNEX 1a: SCIENTIFIC AND RESEARCH TOPIC AREA Scientific objective: Type of collaboration: Clear added value for each of the research team: Research plan and a program for bilateral exchanges: List of Members and Background List of researchers and Partners with their Background, involved in the project at the date of signing this Agreement (This list is subject to be updating depending on exchange in the Project) For [French partner institution] [Member and Background] For [Indian partner institution] [Member and Background] ANNEX 1b List of background they wish to use for collaborative Research project