Guidance Note for clause 8. 5: As set out above, any Materials provided by the Licensee are for information and assistance purposes. The template places the onus on the Licensee to ensure Products are appropriate for marketing and sale (including all component parts). No reliance on the Materials Unless expressly agreed by the Parties in section 5 of Schedule 2 any Materials (including specifications or technical information) provided by the Licensor:
Guidance Note for clause 8. The rights being granted in this Agreement are for the Licensee to Commercialise the Licensed IPR - rather than to distribute existing products on behalf of the Licensor. While there may be prototype or early stage products that the Licensor has developed (and which may be provided as part of the Materials), the Licensee is responsible for developing these on a commercial basis and for assuring itself that the Products are able to be marketed and sold in the relevant jurisdiction in the Territory. This includes responsibility for safety and obtaining regulatory approvals. It would not be appropriate for the parties to use this template if this allocation of responsibility was amended. Any changes proposed should be carefully considered for their legal and commercial impacts. Standards
Guidance Note for clause 8. 2(a): This clause restricts further disclosure of Confidential Information and requires that any use of the Confidential Information be only for the purpose of performing this Agreement. Exceptions (where disclosure or other uses are permitted) are set out in the remainder of clause 8.
Guidance Note for clause 8. 3: This clause sets out a process for the University to publish the Project IP without disclosing the Collaborator's Confidential Information or impacting the potential commerciality of the Project IP. Right to publish
Guidance Note for clause 8. 4: This clause sets out the treatment of GST, which depends on whether the relevant party is an Australian entity or not.
Guidance Note for clause 8. 5: As set out above, any Materials provided by the Licensee are for information and assistance purposes. The template places the onus on the Licensee to ensure Products are appropriate for marketing and sale (including all component parts). No reliance on the Materials Unless expressly agreed by the Parties in section 4 of Schedule 2 any Materials (including specifications or technical information) provided by the Licensor: are for information and assistance only and must be verified by the Licensee as being appropriate for their purpose; must not be incorporated directly into Products that are intended to be sold; and do not reduce or relieve the Licensee from its obligations under this clause 8, or otherwise in respect of the Products. Inspection of Products The Licensee must allow the Licensor to inspect a copy of any Products on request for the purpose of ensuring compliance with obligations under this Agreement. The Licensor is not obligated to inspect Products and inspection does not affect the obligations of the Licensor or Licensee in respect of such Products.
Guidance Note for clause 8. 2(d): The party receiving the Confidential Information is required to implement appropriate security practices and promptly notify the disclosing party of any actual or suspected unauthorised use or disclosure. Without limiting its obligations, each party:
Guidance Note for clause 8. 5: The parties are required to comply with applicable privacy laws, which may include the Privacy Act 1988 (Cth) and other State and Territory privacy legislation. Privacy In performing this Agreement, both parties agree to comply with their respective obligations under any applicable laws protecting the privacy of individuals. To the extent that the Project IP include personal information, the parties will agree and comply with appropriate protocols for handling the Project IP, consistent with applicable laws and ethics approvals obtained for the Project.
Guidance Note for clause 8. 5: The parties are required to comply with applicable privacy laws, which may include the Privacy Act 1988 (Cth) and other State and Territory privacy legislation.
Guidance Note for clause 8. 4(a) to (c): These clauses allow the Student to include the Project IP in their Student Work. However, any Confidential Information (including the Project IP) contained in any Student Work must be kept confidential during the University's assessment of that Student Work.
