Model Material Transfer Agreement of the Korean Research Institute of Bioscience and Biotechnology

MATERIAL TRANSFER AGREEMENT

This Material Transfer Agreement ("MTA") is effective beginning on the date of the latter of two authorized signatures of the parties. The parties in this agreement are _______________ (hereinafter called "PROVIDER") and _________________ (Hereinafter called "RECIPIENT").

1. PROVIDER agrees to transfer to RECIPIENT's investigator named below the following Research Material:

2. RECIPIENT's Investigator:

3. This Research Material will be used by RECIPIENT's investigator solely in connection with the following research project ("Research Project") described with specificity as follows (use an attachment page if necessary):

4. This Research Material will only be used for research purposes by RECIPIENT's investigator in his/her laboratory under suitable containment conditions. This Research Material will not be used for commercial purposes including for the avoidance of doubt for the production or sale of any products or for clinical use, for which a commercialization license may be required and RECIPIENT will not file patents on the Research Material of its uses or any material developed using the Research Material.

5.  In all oral presentation or written publications concerning the Research Project, RECIPIENT will acknowledge PROVIDER's contribution of this Research material unless requested otherwise. To the extent permitted by law, RECIPIENT agrees to treat in confidence, for a period of three (3) years from the date of its disclosure, any of PROVIDER's written information about this Research Material that is stamped "CONFIDENTIAL", except for information that was previously known to RECIPIENT or that is or becomes publicly available or which is disclosed to RECIPIENT without a confidentiality obligation. RECIPIENT may publish or otherwise publicly disclose the results of the Research Project, but if PROVIDER has given CONFIDENTIAL information to RECIPIENT such public disclosure may be only after PROVIDER has had thirty (30) days to review the proposed disclosure.

6. This Research Material represents a significant investment on the part of PROVIDER, and is considered proprietary to PROVIDER, RECIPENET's investigator therefore agrees to retain control over this Research Material, and further agrees not to transfer the Research Material to other people not under her or his direct supervision without advance written approval of PROVIDER. PROVIDER reserves the right to distribute the Research Material to others and to use it for its own purposes. When the Research Project is completed or three (3) years have elapsed, whichever occurs first, the Research Material will be destroyed by RECIPIENT or otherwise disposed of as mutually agrees by PROVIDER and RECIPIENT.

7. This Research Material is being supplied to RECIPIENT with no warranties, express or implied, including any warranty of merchantability or fitness for a particular purpose. PROVIDER makes no representations that the use of the Research Materials will not infringe any patent or proprietary rights of third parties.

8. RECIPIENT acknowledges that in case of any invention involving all new results, data, information and know-how acquired concerning the studies conducted by RECIPIENT with respect to the Material provided by PROVIDER hereunder, patent applications on such invention shall not be filed without a prior written consent of PROVIDER concerning to the disclosure and claim of the said application.

9. RECIPIENT shall bear all risk to it and any others resulting from any use, directly or indirectly, to which it puts the Research Materials or any other material that could not                    have been made but for these Research Materials.

10. RECIPIENT agrees to defend, indemnify, and hold harmless PROVIDER from any loss, claim, damage, or liability, of any kind whatsoever, which may arise from RECIPIENT's use, storage or disposal of the MATERIAL, except to the extent arising due to the negligence or legal wrongdoing of PROVIDER. Where such an indemnity is precluded, RECIPIENT assumes liability for damages which may arise from its use, storage or disposal of the Material, except to the extent arising due to the negligence or legal wrongdoing of PROVIDER.

11. RECIPIENT understands that no other right or license to this Research Material or any other material that could not have been made but for this Research Material or to their use is granted or implied as a result of our transmission of these Research Materials to it.

If you agree to accept these Research Materials under the above conditions, please sign the enclosed duplicate copy of this letter, have it signed by an authorized representative of your institution, and return one original to me. Upon receipt of that confirmation I will forward the Research Materials to you. 

The undersigned parties agree and accept the foregoing:

PROVIDER                             RECIPIENT

Signature :                               Signature :                             

Name :                                      Name :                              

Title :                                         Title :                                

Date :                                        Date :                  

REPLY TO WIPO/GRTKF/IC/Q.6

Question 4: Please state the overall contract’s purpose.

Response:

Research or Educational Application only                     X

Question 21: Please share any practical advice that you may have arising out of the drafting, negotiation and conclusion of the contract in question, in particular, any advice relating to the IP aspects of the contract.

Response:

It is recommended that the Recipient should retain IP ownership to the results obtained from the use of the genetic resources or material, if possible, and should share the benefits from commercializing the IP with the Provider.

Question 22: Please share any “lessons learned” arising from your work in the field of contractual agreements for access to genetic resources and benefit-sharing.

Response:

It is important to establish the own IP policy for genetic resources and benefit-sharing.