San Diego State University (SDSU), Graduate and Research Affairs, Simple Agreement for Transfer of Non-Proprietary Biological Materials

Subject matter	Biological material, any related information, and any products that are replicated or derived therefrom by RECIPIENT.
Summary of use(s)	The Biological Materials shall be used solely for non-commercial research purposes in connection with the research project (described in Attachment A) located in the RECEPIENT Scientist's Laboratories. The Biological Materials will not be used for testing in or treatment of humans, and shall not be used, directly or indirectly, for commercial purposes.
Purpose or background	As a matter of convenience, SDSU has agreed to abide by all terms and conditions of the Uniform Biological Material Transfer Agreement ("UBMTA") as published in the Federal Register on March 8, 1995. Transfer of biological materials between institutions that are signatories to the UBMTA may be completed by using a brief Implementing Letter which identifies the material and the parties and confirms that the transfer is being made under the terms of the UBMTA. For a copy of the UBMTA, see the separate entry in this contracts database. However, transfers involving proprietary materials and/or commercial entities may require greater levels of protection and the more detailed Proprietary Material Transfer Agreement may be preferred or required. For a copy of the Proprietary Material Transfer Agreement, see the separate entry in this contracts database. For non-proprietary materials or transfers to non-profit entities, it may be simpler to use a Simple Agreement which is shorter and contains fewer restrictions and reporting requirements. A copy of a Simple Agreement is attached to this contract summary.
Contact details	San Diego State University (SDSU), Division of Research Administration, Graduate and Research Affairs, 5500 Campanile Drive, San Diego, CA 92182, United States of America. Tel: (619) 594-5200.

SAN DIEGO STATE UNIVERSITY

GRADUATE AND RESEARCH AFFAIRS

SIMPLE AGREEMENT FOR TRANSFER OF NON-PROPRIETARY BIOLOGICAL MATERIALS

Materials to which this Agreement applies:

and any related information or (Biological) material supplied in connection herewith by the San Diego State University (SDSU), and any products that are replicated or derived therefrom by RECIPIENT (the "Materials").

We are pleased to provide RECIPIENT with the Materials, from the laboratory of ________________________ (Scientist) of SDSU, subject to the following terms:

1. RECIPIENT agrees that the (Biological) Materials shall be used solely for non-commercial research purposes in connection with the research project (described in Attachment A) located in the RECEPIENT Scientist's Laboratories at the Institution identified below.

2. All applicable NIH, NSF guidelines will be followed. The (Biological) Materials will not be used for testing in or treatment of humans, and shall not be used, directly or indirectly, for commercial purposes.

3. The (Biological) Materials will not be distributed further to third parties for any purpose without the prior written consent of SDSU. In addition, RECIPIENT shall allow only employees and agents under its direct control and supervision to have access to the (Biological) Materials. If RECIPIENT desires to use the (Biological) Materials directly for profit-making or commercial purposes, or indirectly in research designed to identify or produce materials with commercial value, RECIPIENT agrees, in advance of such use, to negotiate with SDSU to establish the terms of a commercial license. It is understood by RECIPIENT that SDSU shall have no obligations to grant such a license to RECIPIENT, and may grant exclusive or non-exclusive commercial licenses to others.

4. Nothing in this Agreement grants any rights under any patents or in any know-how of SDSU nor any rights to use the (Biological) Materials or any product or process related thereto or derived therefrom for profit-making or commercial purposes such as, but not limited to, production, sale, drug screening or drug design.

5. SDSU makes no representation that the use of the (Biological) Materials will not infringe any patent or other proprietary right. THE (BIOLOGICAL) MATERIALS ARE PROVIDED FOR RESEARCH PURPOSES TO THE RESEARCH COMMUNITY. SUCH MATERIALS ARE PROVIDED WITHOUT WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR ANY OTHER WARRANTY, EXPRESS OR IMPLIED. IT IS UNDERSTOOD THAT SDSU AND ITS EMPLOYEES AND AGENTS HAVE NO LIABILITY IN CONNECTION WITH SUCH (BIOLOGICAL) MATERIALS OR THEIR USE.

6. RECIPIENT shall return to SDSU the (Biological) Materials immediately upon termination of this Agreement or upon the earlier request by SDSU for any reason whatsoever.

7. This Agreement will terminate on the earliest of the following dates: (i) when the (Biological) Material becomes generally available to third parties, or (ii) on completion of RECIPIENT's current research with the material, or (iii) on thirty (30),days written notice by either party to the other, or (iv) on the following date:

8. This Agreement sets forth the entire agreement and understanding between the parties and cannot be changed or amended, except by written agreement executed by both parties.

The authorized signatures below verify agreement between the parties

FOR SDSU (Authorized Institutional Representative)		SDSU SCIENTIST:
Lawrence B. Feinberg Associate Vice President for Research and Technology San Diego State University 5500 Campanile Drive San Diego, CA 92182-1643		Name: Title: Address: City, State, Zip:
Signature:	Date:	Signature:	Date:

FOR RECIPIENT (Authorized Institutional Representative)		RECIPIENT SCIENTIST:
Institution Name: Name: Address: City, State, Zip:		Name: Title: Address: City, State, Zip:
Signature:	Date:	Signature:	Date:

ATTACHMENT A: (Description of Research Project) (Attach a separate sheet if you need additional space)