The Project. 2.1 The Project [will begin on] OR [began on] the Commencement Date and will continue until [the earlier of the withdrawal of the External Funding and] the completion of the Project or any later date agreed in writing between the Parties, or until this Agreement is terminated in accordance with clause 8 or 9. If this Agreement is entered into after the Commencement Date, it will apply retrospectively to work carried out in relation to the Project on or after the Commencement Date. 2.2 [The Institution] OR [Each of the Parties] will carry out the tasks allotted to it in the Project Plan, and will provide the human and other resources, Background, materials, facilities and equipment which are designated as its responsibility in the Project Plan. The Project will be carried out under the direction and supervision of [the Principal Investigator] OR [the Collaborator's Supervisor]. The Project will be carried out at the Location. 2.3 [The Institution] OR [Each of the Parties] will obtain and maintain all regulatory and ethical licences, consents and approvals necessary to allow it to carry out the tasks allotted to it in the Project Plan and will carry out the Project in accordance with all laws and regulations which apply to its activities under or pursuant to this Agreement. 2.4 Each of the Parties will ensure that its employees and students (if any) involved in the Project: observe the conditions attaching to any regulatory and ethical licences, consents and approvals; keep complete and accurate records of all research, development and other work carried out in connection with the Project and of all Results, signed by the people who obtained or made each Result, and countersigned by an employee of that Party who is not a member of the research team but who understands the work; and comply with the Good Data Management Practices. 2.5 Each of the Parties will ensure that its staff and students (if any) (including in the case of the Collaborator, any staff of any Group Company) involved in the Project, when working on or visiting the other Party’s premises, comply with the other Party’s health and safety and security policies and procedures and, when accessing or using the other Party’s information systems, comply with the other Party’s information security policies and procedures. 2.6 [[The Institution] OR [Each of the Parties] will comply with Schedule 7. [At any time during the Project Period, the Collaborator may require changes to Part 3 of Schedule 7, where such changes are necessary to ensure that the Project is undertaken in compliance with the Collaborator’s applicable policies and procedures.]] 2.7 Although [the Institution] OR [each of the Parties] will use reasonable endeavours to carry out the Project in accordance with the Project Plan, [the Institution does not undertake] OR [neither Party undertakes] that any research will lead to any particular result, nor does it guarantee a successful outcome to the Project. 2.8 [The Institution] OR [Each of the Parties] will provide [the Collaborator] OR [other Party] with [monthly][annual] OR [quarterly] reports summarising the progress of the Project and a copy of all of the Results. 2.9 [The Institution] OR [Each of the Parties] will notify the [Collaborator] OR [other] promptly after identifying any Result which [the Institution] OR [it] believes is patentable, and will supply the [Collaborator] OR [other] with copies of that Result. [The Institution] OR [Each of the Parties] will notify other Results to [the Collaborator] OR [other] in the reports provided under clause 2.8. 2.10 Each of the Parties warrants to the other that it has full power and authority under its constitution, and has taken all necessary actions and obtained all authorisations, licences, consents and approvals, to allow it to enter into and perform this Agreement [and it is not in breach of the Funding Conditions]. 2.11 If a Party agrees to transfer any [biological or chemical] material to the other Party in connection with the Project, that transfer will be subject to the terms of a separate Materials Transfer Agreement entered into between the Parties in relation to that material. 2.12 If the Funding Conditions have not already been accepted by the Parties, this Agreement is conditional on each of the Parties accepting the Funding Conditions within [30] days after the date of the Funding Conditions or offer to provide External Funding.] [2.13 Each of the Parties will: 2.13.1 if it is a party to the Funding Conditions, comply with its obligations under, and the conditions of, the Funding Conditions; 2.13.2 carry out the Project in accordance with the Funding Conditions; and 2.13.3 notify the other Party in accordance with clause 10.1 immediately if it receives any notice or request from the Funding Body.] No additional person may become a party to this Agreement without the written agreement of both the Collaborator and the Institution [and the Funding Body] and unless the additional person, the Collaborator and the Institution execute a Variation Agreement.
Appears in 2 contracts
The Project. 2.1 The Project [will begin on] OR [began on] the Commencement Date and will continue until [the earlier of the withdrawal of the External Funding and] the completion of the Project or any later date agreed in writing between the Parties, or until this Agreement is terminated in accordance with clause 8 7 or 98. If this Agreement is entered into after the Commencement Date, it will apply retrospectively to work carried out in relation to the Project on or after the Commencement Date.
2.2 [The Institution] OR [Each of the Parties] will carry out the tasks allotted to it in the Project Plan, and will provide the human and other resources, Background, materials, facilities and equipment which are designated as its responsibility in the Project Plan. The Project will be carried out under the direction and supervision of [the Principal Investigator] OR [the Collaborator's Supervisor]. The Project will be carried out at the Location.
2.3 [The Institution] OR [Each of the Parties] will use obtain and maintain all regulatory and ethical licences, consents and approvals necessary to allow it to carry out the tasks allotted to it in the Project Plan and will carry out the Project in accordance with all laws and regulations which apply to its activities under or pursuant to this Agreement.
2.4 Each of the Parties will ensure that its employees and students (if any) involved in the Project: observe the conditions attaching to any regulatory and ethical licences, consents and approvals; keep complete and accurate records of all research, development and other work carried out in connection with the Project and of all Results, signed by the people who obtained or made each Result, and countersigned by an employee of that Party who is not a member of the research team but who understands the work; and comply with the Good Data Management Practices.
2.5 Each of the Parties will ensure that its staff and students (if any) (including in the case of the Collaborator, any staff of any Group Company) involved in the Project, when working on or visiting the other Party’s premises, comply with the other Party’s health and safety and security policies and procedures and, when accessing or using the other Party’s information systems, comply with the other Party’s information security policies and procedures.
2.6 [[The Institution] OR [Each of the Parties] will comply with Schedule 76. [At any time during the Project Period, the Collaborator may require changes to Part 3 of Schedule 76, where such changes are necessary to ensure that the Project is undertaken in compliance with the Collaborator’s applicable policies and procedures.]]
2.7 Although [the Institution] OR [each of the Parties] will use reasonable endeavours to carry out the Project in accordance with the Project Plan, [the Institution does not undertake] OR [neither Party undertakes] that any research will lead to any particular result, nor does it guarantee a successful outcome to the Project.
2.8 [The Institution] OR [Each of the Parties] will provide [the Collaborator] OR [other Party] with [monthly][annual] OR [quarterly] reports summarising the progress of the Project and a copy of all of the Results.
2.9 [The Institution] OR [Each of the Parties] will notify the [Collaborator] OR [other] promptly after identifying any Result which [the Institution] OR [it] believes is patentable, and will supply the [Collaborator] OR [other] with copies of that Result. [The Institution] OR [Each of the Parties] will notify other Results to [the Collaborator] OR [other] in the reports provided under clause 2.8.
2.10 Each of the Parties warrants to the other that it has full power and authority under its constitution, and has taken all necessary actions and obtained all authorisations, licences, consents and approvals, to allow it to enter into and perform this Agreement [and it is not in breach of the Funding Conditions].
2.11 If a Party agrees to transfer any [biological or chemical] material to the other Party in connection with the Project, that transfer will be subject to the terms of a separate Materials Transfer Agreement entered into between the Parties in relation to that material.
2.12 If the Funding Conditions have not already been accepted by the Parties, this Agreement is conditional on each of the Parties accepting the Funding Conditions within [30] days after the date of the Funding Conditions or offer to provide External Funding.] [2.13 Each of the Parties will:
2.13.1 if it is a party to the Funding Conditions, comply with its obligations under, and the conditions of, the Funding Conditions;
2.13.2 carry out the Project in accordance with the Funding Conditions; and
2.13.3 notify the other Party in accordance with clause 10.1 immediately if it receives any notice or request from the Funding Body.] No additional person may become a party to this Agreement without the written agreement of both the Collaborator and the Institution [and the Funding Body] and unless the additional person, the Collaborator and the Institution execute a Variation Agreement.
Appears in 2 contracts
The Project. 2.1 The Project [will begin on] OR [began on] the Commencement Date and will continue until [the earlier of the withdrawal of the External Funding and] the completion of the Project Project, or any later date agreed in writing between the Parties, or until this Agreement is terminated in accordance with clause 8 or 9. If this Agreement is entered into after the Commencement Date, it will apply retrospectively to work carried out done in relation to the Project on or after the Commencement Date. This Agreement will remain in full force and effect for the duration of the Project, but a Party may withdraw or may be deemed to have withdrawn from the Project in accordance with clause 8 or 9.
2.2 [The Institution] OR [Each of the Parties] Parties will carry out the tasks allotted to it in the Project Plan, and will provide the human and other resources, Background, materials, facilities and equipment which are designated as its responsibility in the Project Plan. The Project will be carried out under the direction and supervision of [the Principal Investigator] OR [the Collaborator's Supervisorinsert details]. The Project will be carried out at the Location.
2.3 [The Institution] OR [Each of the Parties] Parties will obtain and maintain all regulatory and ethical licences, consents and approvals necessary to allow it to carry out the tasks allotted to it in the Project Plan and will carry out the Project in accordance with all laws and regulations which apply to its activities under or pursuant to this Agreement.
2.4 Each of the Parties will ensure that its employees and students (if any) involved in the Project: observe the conditions attaching to any regulatory and ethical licences, consents and approvals; keep complete and accurate records of all research, development and other work carried out in connection with the Project and of all Results, signed by the people who obtained or made each Result, and countersigned by an employee of that Party who is not a member of the research team but who understands the work; and comply with the Good Data Management Practices.
2.5 Each of the Parties will ensure that its staff and students (if any) (including in the case of the Collaboratoreach Commercial Party, any staff of any Group Company) involved in the Project, when working on or visiting the other Party’s premises, comply with the other Party’s health and safety and security policies and procedures and, when accessing or using the other Party’s information systems, comply with the other Party’s information security policies and procedures.
2.6 [[The Institution] OR [Each of the Parties] Parties will comply with the provisions of Schedule 7. [At any time during the Project Period, the Collaborator [XXX] may require changes to Part 3 [3] of Schedule 7, where such those changes are necessary to ensure that the Project is undertaken in compliance with the Collaborator[XXX]’s applicable policies and procedures.]]
2.7 Although [the Institution] OR [each of the Parties] Parties will use reasonable endeavours to carry out the Project in accordance with the Project Plan, [none of the Institution does not undertake] OR [neither Party undertakes] Parties undertakes that any research will lead to any particular result, nor does it guarantee a successful outcome to the Project.
2.8 [The Institution] OR [Each of the Parties] will provide [the Collaborator] OR [other Party] with [monthly][annual] OR [quarterly] reports summarising the progress of the Project and a copy of all of the Results.
2.9 [The Institution] OR [Each of the Parties] will notify the [Collaborator] OR [other] promptly after identifying any Result which [the Institution] OR [it] believes is patentable, and will supply the [Collaborator] OR [other] with copies of that Result. [The Institution] OR [Each of the Parties] will notify other Results to [the Collaborator] OR [other] in the reports provided under clause 2.8.
2.10 Each of the Parties warrants to the other Parties that it has full power and authority under its constitution, and has taken all necessary actions and obtained all authorisations, licences, consents and approvals, to allow it to enter into and perform this Agreement [and it is not in breach of the Funding Conditions].
2.11 2.9 If a Party agrees to transfer any [biological or chemical] material to any of the other Party Parties in connection with the Project, that transfer will be subject to the terms of a separate Materials Transfer Agreement entered into between the Parties in relation to that material.
2.12 2.10 If the Funding Conditions have not already been accepted by the Parties, this Agreement is conditional on each of the Parties accepting the Funding Conditions within [30] days after the date of the Funding Conditions or offer to provide External Funding.] [2.13 2.11 Each of the Parties will:
2.13.1 2.11.1 if it is a party to the Funding Conditions, comply with its obligations under, and the conditions of, the Funding Conditions;
2.13.2 2.11.2 carry out the Project in accordance with the Funding Conditions; and
2.13.3 2.11.3 notify the other Party Parties in accordance with clause 10.1 immediately if it receives any notice or request from the Funding Body.] No additional person may become a party to this Agreement without the written agreement of both the Collaborator and the Institution [and the Funding Body] and unless the additional person, the Collaborator and the Institution execute a Variation Agreement.]
Appears in 2 contracts
Sources: Consortium Agreement, Consortium Agreement
The Project. 2.1 The Project [will begin on] OR [began on] the Commencement Date and will continue until [the earlier of the withdrawal of the External Funding and] the completion of the Project or any later date agreed in writing between the Parties, or until this Agreement is terminated in accordance with clause 8 or 9. If this Agreement is entered into after the Commencement Date, it will apply retrospectively to work carried out in relation to the Project on or after the Commencement Date.
2.2 [The Institution] OR [Each of the Parties] will carry out the tasks allotted to it in the Project Plan, and will provide the human and other resources, Background, materials, facilities and equipment which are designated as its responsibility in the Project Plan. The Project will be carried out under the direction and supervision of [the Principal Investigator] OR [the Collaborator's Supervisor]. The Project will be carried out at the Location.
2.3 [The Institution] OR [Each of the Parties] will obtain and maintain all regulatory and ethical licences, consents and approvals necessary to allow it to carry out the tasks allotted to it in the Project Plan and will carry out the Project in accordance with all laws and regulations which apply to its activities under or pursuant to this Agreement.
2.4 Each of the Parties will ensure that its employees and students (if any) involved in the Project: observe the conditions attaching to any regulatory and ethical licences, consents and approvals; keep complete and accurate records of all research, development and other work carried out in connection with the Project and of all Results, signed by the people who obtained or made each Result, and countersigned by an employee of that Party who is not a member of the research team but who understands the work; and comply with the Good Data Management Practices.
2.5 Each of the Parties will ensure that its staff and students (if any) (including in the case of the Collaborator, any staff of any Group Company) involved in the Project, when working on or visiting the other Party’s premises, comply with the other Party’s health and safety and security policies and procedures and, when accessing or using the other Party’s information systems, comply with the other Party’s information security policies and procedures.
2.6 [[The Institution] OR [Each of the Parties] will comply with Schedule 7. [At any time during the Project Period, the Collaborator may require changes to Part 3 of Schedule 7, where such changes are necessary to ensure that the Project is undertaken in compliance with the Collaborator’s applicable policies and procedures.]]
2.7 Although [the Institution] OR [each of the Parties] will use reasonable endeavours to carry out the Project in accordance with the Project Plan, [the Institution does not undertake] OR [neither Party undertakes] that any research will lead to any particular result, nor does it guarantee a successful outcome to the Project.
2.8 [The Institution] OR [Each of the Parties] will provide [the Collaborator] OR [other Party] with [monthly][annual] OR [quarterly] reports summarising the progress of the Project and a copy of all of the Results.
2.9 [The Institution] OR [Each of the Parties] will notify the [Collaborator] OR [other] promptly after identifying any Result which [the Institution] OR [it] believes is patentable, and will supply the [Collaborator] OR [other] with copies of that Result. [The Institution] OR [Each of the Parties] will notify other Results to [the Collaborator] OR [other] in the reports provided under clause 2.8.
2.10 Each of the Parties warrants to the other that it has full power and authority under its constitution, and has taken all necessary actions and obtained all authorisations, licences, consents and approvals, to allow it to enter into and perform this Agreement [and it is not in breach of the Funding Conditions].
2.11 If a Party agrees to transfer any [biological or chemical] material to the other Party in connection with the Project, that transfer will be subject to the terms of a separate Materials Transfer Agreement entered into between the Parties in relation to that material.
2.12 If the Funding Conditions have not already been accepted by the Parties, this Agreement is conditional on each of the Parties accepting the Funding Conditions within [30] days after the date of the Funding Conditions or offer to provide External Funding.] [2.13 Each of the Parties will:
2.13.1 if it is a party to the Funding Conditions, comply with its obligations under, and the conditions of, the Funding Conditions;
2.13.2 carry out the Project in accordance with the Funding Conditions; and
2.13.3 notify the other Party in accordance with clause 10.1 immediately if it receives any notice or request from the Funding Body.] No additional person may become a party to this Agreement without the written agreement of both the Collaborator and the Institution [and the Funding Body] and unless the additional person, the Collaborator and the Institution execute a Variation Agreement.]
Appears in 2 contracts
The Project. 2.1 The Project [will begin on] OR [began on] the Commencement Date and will continue until [the earlier of the withdrawal of the External Funding andFunding,] the completion of the Project Project, or any later date agreed in writing between the Parties, or until this Agreement is terminated in accordance with clause 8 or 9. If this Agreement is entered into after the Commencement Date, it will apply retrospectively to work carried out done in relation to the Project on or after the Commencement Date. This Agreement will remain in full force and effect for the duration of the Project, but a Party may withdraw or may be deemed to have withdrawn from the Project in accordance with clause 8 or 9.
2.2 [The Institution] OR [Each of the Parties] Parties will carry out the tasks allotted to it in the Project Plan, and will provide the human and other resources, Background, materials, facilities and equipment which are designated as its responsibility in the Project Plan. The Project will be carried out under the direction and supervision of [the Principal Investigator] OR [the Collaborator's Supervisorinsert details]. The Project will be carried out at the Location.
2.3 [The Institution] OR [Each of the Parties] Parties will obtain and maintain all regulatory and ethical licences, consents and approvals necessary to allow it to carry out the tasks allotted to it in the Project Plan and will carry out the Project in accordance with all laws and regulations which apply to its activities under or pursuant to this Agreement.
2.4 Each of the Parties will ensure that its employees and students (if any) involved in the Project: observe the conditions attaching to any regulatory and ethical licences, consents and approvals; keep complete and accurate records of all research, development and other work carried out in connection with the Project and of all Results, signed by the people who obtained or made each Result, and countersigned by an employee of that Party who is not a member of the research team but who understands the work; and comply with the Good Data Management Practices.
2.5 Each of the Parties will ensure that its staff and students (if any) (including in the case of the Collaboratoreach Commercial Party, any staff of any Group Company) involved in the Project, when working on or visiting the other Party’s premises, comply with the other Party’s health and safety and security policies and procedures and, when accessing or using the other Party’s information systems, comply with the other Party’s information security policies and procedures.
2.6 [[The Institution] OR [Each of the Parties] will comply with Schedule 7. [At any time during the Project Period, the Collaborator may require changes to Part 3 of Schedule 7, where such changes are necessary to ensure that the Project is undertaken in compliance with the Collaborator’s applicable policies and procedures.]]
2.7 Although [the Institution] OR [each of the Parties] Parties will use reasonable endeavours to carry out the Project in accordance with the Project Plan, [none of the Institution does not undertake] OR [neither Party undertakes] Parties undertakes that any research will lead to any particular result, nor does it guarantee a successful outcome to the Project.
2.8 [The Institution] OR [Each of the Parties] will provide [the Collaborator] OR [other Party] with [monthly][annual] OR [quarterly] reports summarising the progress of the Project and a copy of all of the Results.
2.9 [The Institution] OR [Each of the Parties] will notify the [Collaborator] OR [other] promptly after identifying any Result which [the Institution] OR [it] believes is patentable, and will supply the [Collaborator] OR [other] with copies of that Result. [The Institution] OR [Each of the Parties] will notify other Results to [the Collaborator] OR [other] in the reports provided under clause 2.8.
2.10 2.7 Each of the Parties warrants to the other Parties that it has full power and authority under its constitution, and has taken all necessary actions and obtained all authorisations, licences, consents and approvals, to allow it to enter into and perform this Agreement [and it is not in breach of the Funding Conditions].
2.11 2.8 If a Party agrees to transfer any [biological or chemical] material to any of the other Party Parties in connection with the Project, that transfer will be subject to the terms of a separate Materials Transfer Agreement entered into between the Parties in relation to that material.
2.12 If 2.9 There will be a Steering Committee made up of one representative nominated by each of the Parties. The Project Manager (initially [insert name]) will be the Lead Party’s representative on the Steering Committee. [The Parties will invite the Funding Conditions Body to appoint a representative to the Steering Committee.] The terms of reference of the Steering Committee are set out in Schedule 4, and the Steering Committee will have not already been accepted no authority to amend the terms of this Agreement except as may be expressly set out in those terms of reference.
2.10 Any member of the Steering Committee may participate in meetings of the Steering Committee by tele-conference, video-conference or any other technology which enables everyone participating in the meeting to communicate interactively and simultaneously with each other. The quorum for a meeting of the Steering Committee will be [one representative of each of the Parties] OR [one representative of at least [3] of the Parties], or his alternate, present in person or by tele-conference, video-conference or other technology mentioned above.
2.11 [Insert name](if present at a meeting) or, in his absence, any other individual the members of the Steering Committee may from time to time agree, will chair meetings of the Steering Committee.
2.12 The Parties will ensure that the Steering Committee meets at least every [X] months at venues to be agreed, and in default of agreement at [insert location], or at any other time at the request of any of the Parties. Meetings of the Steering Committee will be convened with at least [X] days written notice in advance. That notice must include an agenda. Minutes of the meetings of the Steering Committee will be prepared by the Parties, this Agreement is conditional on chair of the meeting and sent to each of the Parties accepting the Funding Conditions within [30X] days after each meeting.
2.13 Each Party will provide the date Project Manager with [monthly][quarterly] OR [annual] reports summarising the progress of the Funding Conditions or offer Project and the Results, and the Lead Party will ensure that the Project Manager keeps all the Parties informed about the progress of the Project and the Results. A copy of each Party's [monthly][quarterly] OR [annual] report will be circulated to provide External Fundingeach member of the Steering Committee with the written notice for the relevant meeting.] [2.13
2.14 Each of the Parties will:
2.13.1 if will notify the Project Manager promptly after identifying any Result that it is a party believes to be patentable, and will supply the Project Manager with copies of that Result. Each of the Parties will notify other Results to the Funding ConditionsProject Manager in the [monthly][quarterly] OR [annual] reports provided under clause 2.14.
2.15 Each Party will, comply with through its obligations underrepresentative or his alternate, and have one vote in the conditions of, the Funding Conditions;
2.13.2 carry out Steering Committee. Decisions will be taken by a simple majority except where a decision necessitates a change to the Project in accordance with Plan or a change to the Funding Conditions; andallocation of any funding. In either of those cases, any decision must be unanimous. The chairman will [not] have a casting vote.
2.13.3 notify the other Party in accordance with clause 10.1 immediately if it receives any notice or request from the Funding Body.] 2.16 No additional person may become a party to this Agreement without the written agreement of both all of the Collaborator and the Institution then existing parties to this Agreement [and the Funding Body] and unless the additional person, person and all the Collaborator and the Institution then existing Parties to this Agreement execute a Variation Agreement.
Appears in 1 contract
The Project. 2.1 The Project [will begin on] OR [began on] the Commencement Date and will continue until [the earlier of the withdrawal of the External Funding Funding, and] the completion of the Project Project, or until any later date agreed in writing between the Parties, or until this Agreement is terminated in accordance with clause 8 or 9. If this Agreement is entered into after the Commencement Date, it will apply retrospectively to work carried out done in relation to the Project on or after the Commencement Date. This Agreement will remain in full force and effect for the duration of the Project, but a Party may withdraw or may be deemed to have withdrawn from the Project in accordance with clause 8 or 9.
2.2 [The Institution] OR [Each of the Parties] Parties will carry out the tasks allotted to it in the Project Plan, and will provide the human and other resources, Background, materials, facilities and equipment which are designated as its responsibility in the Project Plan. The Project will be carried out under the direction and supervision of [the Principal Investigator] OR [the Collaborator's Supervisorinsert details]. The Project will be carried out at the Location.
2.3 [The Institution] OR [Each of the Parties] Parties will obtain and maintain all regulatory and ethical licences, consents and approvals necessary to allow it to carry out the tasks allotted to it in the Project Plan and will carry out the Project in accordance with all laws and regulations which apply to its activities under or pursuant to this Agreement.
2.4 Each of the Parties will ensure that its employees and students (if any) involved in the Project: observe the conditions attaching to any regulatory and ethical licences, consents and approvals; keep complete and accurate records of all research, development and other work carried out in connection with the Project and of all Results, signed by the people who obtained or made each Result, and countersigned by an employee of that Party who is not a member of the research team but who understands the work; and comply with the Good Data Management Practices.
2.5 Each of the Parties will ensure that its staff and students (if any) (including in the case of the Collaboratoreach Commercial Party, any staff of any Group Company) involved in the Project, when working on or visiting the other Party’s premises, comply with the other Party’s health and safety and security policies and procedures and, when accessing or using the other Party’s information systems, comply with the other Party’s information security policies and procedures.
2.6 [[The Institution] OR [Each of the Parties] Parties will comply with the provisions of Schedule 7. [At any time during the Project Period, [the Collaborator Lead Exploitation Party] may require changes to Part 3 [3] of Schedule 7, where such those changes are necessary to ensure that the Project is undertaken in compliance with [the Collaborator’s Lead Exploitation Party’s] applicable policies and procedures.]]
2.7 Although [the Institution] OR [each of the Parties] Parties will use reasonable endeavours to carry out the Project in accordance with the Project Plan, [none of the Institution does not undertake] OR [neither Party undertakes] Parties undertakes that any research will lead to any particular result, nor does it guarantee a successful outcome to the Project.
2.8 [The Institution] OR [Each of the Parties] will provide [the Collaborator] OR [other Party] with [monthly][annual] OR [quarterly] reports summarising the progress of the Project and a copy of all of the Results.
2.9 [The Institution] OR [Each of the Parties] will notify the [Collaborator] OR [other] promptly after identifying any Result which [the Institution] OR [it] believes is patentable, and will supply the [Collaborator] OR [other] with copies of that Result. [The Institution] OR [Each of the Parties] will notify other Results to [the Collaborator] OR [other] in the reports provided under clause 2.8.
2.10 Each of the Parties warrants to the other Parties that it has full power and authority under its constitution, and has taken all necessary actions and obtained all authorisations, licences, consents and approvals, to allow it to enter into and perform this Agreement [and it is not in breach of the Funding Conditions].
2.11 2.9 If a Party agrees to transfer any [biological or chemical] material to any of the other Party Parties in connection with the Project, that transfer will be subject to the terms of a separate Materials Transfer Agreement entered into between the Parties in relation to that material.
2.12 2.10 If the Funding Conditions have not already been accepted by the Parties, this Agreement is conditional on each of the Parties accepting the Funding Conditions within [30] days after the date of the Funding Conditions or offer to provide External Funding.] [2.13 2.11 Each of the Parties will:
2.13.1 2.11.1 if it is a party to the Funding Conditions, comply with its obligations under, and the conditions of, the Funding Conditions;
2.13.2 2.11.2 carry out the Project in accordance with the Funding Conditions; and
2.13.3 2.11.3 notify the other Party Parties in accordance with clause 10.1 immediately if it receives any notice or request from the Funding Body.] No additional person may become a party to this Agreement without the written agreement of both the Collaborator and the Institution [and the Funding Body] and unless the additional person, the Collaborator and the Institution execute a Variation Agreement.]
Appears in 1 contract
Sources: Consortium Agreement
The Project. 2.1 The Project [will begin on] OR [began on] the Commencement Date and will continue until [the earlier of the withdrawal of the External Funding Funding, and] the completion of the Project Project, or until any later date agreed in writing between the Parties, or until this Agreement is terminated in accordance with clause 8 or 9. If this Agreement is entered into after the Commencement Date, it will apply retrospectively to work carried out done in relation to the Project on or after the Commencement Date. This Agreement will remain in full force and effect for the duration of the Project, but a Party may withdraw or may be deemed to have withdrawn from the Project in accordance with clause 8 or 9.
2.2 [The Institution] OR [Each of the Parties] Parties will carry out the tasks allotted to it in the Project Plan, and will provide the human and other resources, Background, materials, facilities and equipment which are designated as its responsibility in the Project Plan. The Project will be carried out under the direction and supervision of [the Principal Investigator] OR [the Collaborator's Supervisorinsert details]. The Project will be carried out at the Location.
2.3 [The Institution] OR [Each of the Parties] Parties will obtain and maintain all regulatory and ethical licences, consents and approvals necessary to allow it to carry out the tasks allotted to it in the Project Plan and will carry out the Project in accordance with all laws and regulations which apply to its activities under or pursuant to this Agreement.
2.4 Each of the Parties will ensure that its employees and students (if any) involved in the Project: observe the conditions attaching to any regulatory and ethical licences, consents and approvals; keep complete and accurate records of all research, development and other work carried out in connection with the Project and of all Results, signed by the people who obtained or made each Result, and countersigned by an employee of that Party who is not a member of the research team but who understands the work; and comply with the Good Data Management Practices.
2.5 Each of the Parties will ensure that its staff and students (if any) (including in the case of the Collaboratoreach Commercial Party, any staff of any Group Company) involved in the Project, when working on or visiting the other Party’s premises, comply with the other Party’s health and safety and security policies and procedures and, when accessing or using the other Party’s information systems, comply with the other Party’s information security policies and procedures.
2.6 [[The Institution] OR [Each of the Parties] will comply with Schedule 7. [At any time during the Project Period, the Collaborator may require changes to Part 3 of Schedule 7, where such changes are necessary to ensure that the Project is undertaken in compliance with the Collaborator’s applicable policies and procedures.]]
2.7 Although [the Institution] OR [each of the Parties] Parties will use reasonable endeavours to carry out the Project in accordance with the Project Plan, [none of the Institution does not undertake] OR [neither Party undertakes] Parties undertakes that any research will lead to any particular result, nor does it guarantee a successful outcome to the Project.
2.8 [The Institution] OR [Each of the Parties] will provide [the Collaborator] OR [other Party] with [monthly][annual] OR [quarterly] reports summarising the progress of the Project and a copy of all of the Results.
2.9 [The Institution] OR [Each of the Parties] will notify the [Collaborator] OR [other] promptly after identifying any Result which [the Institution] OR [it] believes is patentable, and will supply the [Collaborator] OR [other] with copies of that Result. [The Institution] OR [Each of the Parties] will notify other Results to [the Collaborator] OR [other] in the reports provided under clause 2.8.
2.10 2.7 Each of the Parties warrants to the other Parties that it has full power and authority under its constitution, and has taken all necessary actions and obtained all authorisations, licences, consents and approvals, to allow it to enter into and perform this Agreement [and it is not in breach of the Funding Conditions].
2.11 If 2.8 There will be a Party agrees Steering Committee made up of one representative nominated by each of the Parties. The Project Manager (initially [insert name]) will be the Lead Party’s representative on the Steering Committee. [The Parties will invite the Funding Body to transfer any [biological or chemical] material appoint a representative to the other Party Steering Committee.] The terms of reference of the Steering Committee are set out in connection with Schedule 5, and the Project, that transfer Steering Committee will be subject have no authority to amend the terms of a separate Materials Transfer this Agreement entered into between the Parties except as may be expressly set out in relation to that materialthose terms of reference.
2.12 If 2.9 Any member of the Funding Conditions have not already been accepted Steering Committee may participate in meetings of the Steering Committee by tele-conference, video-conference or any other technology that enables everyone participating in the meeting to communicate interactively and simultaneously with each other. The quorum for a meeting of the Steering Committee will be [one representative of each of the Parties] OR [one representative of at least [3] of the Parties], or his alternate, present in person or by tele- conference, video-conference or other technology mentioned above.
2.10 [Insert name](if present at a meeting) or, in his absence, any other individual the members of the Steering Committee may from time to time agree, will chair meetings of the Steering Committee.
2.11 The Parties will ensure that the Steering Committee meets at least every [X] months at venues to be agreed, and in default of agreement at [insert location], or at any other time at the request of any of the Parties. Meetings of the Steering Committee will be convened with at least [X] days written notice in advance. That notice must include an agenda. Minutes of the meetings of the Steering Committee will be prepared by the Parties, this Agreement is conditional on chair of the meeting and sent to each of the Parties accepting the Funding Conditions within [30X] days after each meeting.
2.12 Each Party will provide the date Project Manager with [monthly][quarterly] OR [annual] reports summarising the progress of the Funding Conditions or offer Project and the Results, and the Lead Party will ensure that the Project Manager keeps all the Parties informed about the progress of the Project and the Results. A copy of each Party's [monthly][quarterly] OR [annual] report will be circulated to provide External Fundingeach member of the Steering Committee with the written notice for the relevant meeting.] [
2.13 Each of the Parties will notify the Project Manager promptly after identifying any Result which it believes to be patentable, and will supply the Project Manager with copies of that Result. Each of the Parties will notify other Results to the Project Manager in the [monthly][quarterly] OR [annual] reports provided under clause 2.12.
2.14 Each Party will, through its representative or his alternate, have one vote in the Steering Committee. Decisions will be taken by a simple majority except where a decision necessitates a change to the Project Plan or a change to the allocation of any funding. In either of those cases, any decision must be unanimous. The chairman will [not] have a casting vote.
2.15 [In addition to his duties under the Funding Conditions,] the Project Manager will:
2.13.1 if it is a party 2.15.1 [be the primary conduit for exchanges of information with the Funding Body];
2.15.2 be responsible to the Steering Committee for the day-to-day management of the Project;
2.15.3 be responsible for the financial administration of the Project [as required by the Funding Conditions, comply with its obligations under, and the conditions of, the Funding Conditions];
2.13.2 carry out 2.15.4 be responsible for implementing decisions taken by the Project in accordance with the Funding Conditions; andSteering Committee;
2.13.3 notify the other Party in accordance with clause 10.1 immediately if it receives any notice or request from 2.15.5 prepare progress reports [as required by the Funding Body;] and
2.15.6 monitor the progress of the Project.]
2.16 No additional person may become a party to this Agreement without the written agreement of both all of the Collaborator and the Institution then existing parties to this Agreement [and the Funding Body] and unless the additional person, person and all the Collaborator and the Institution then existing Parties to this Agreement execute a Variation Agreement.
Appears in 1 contract
The Project. 2.1 The Project [will begin on] OR [began on] the Commencement Date and will continue until [the earlier of the withdrawal of the External Funding and] the completion of the Project or any later date agreed in writing between the Parties, or until this Agreement is terminated in accordance with clause 8 or 9. If this Agreement is entered into after the Commencement Date, it will apply retrospectively to work carried out in relation to the Project on or after the Commencement Date.
2.2 [The Institution] OR [Each of the Parties] will carry out the tasks allotted to it in the Project Plan, and will provide the human and other resources, Background, materials, facilities and equipment which are designated as its responsibility in the Project Plan. The Project will be carried out under the direction and supervision of [the Principal Investigator] OR [the Collaborator's Supervisor]. The Project will be carried out at the Location.
2.3 [The Institution] OR [Each of the Parties] will obtain and maintain all regulatory and ethical licences, consents and approvals necessary to allow it to carry out the tasks allotted to it in the Project Plan and will carry out the Project in accordance with all laws and regulations which apply to its activities under or pursuant to this Agreement.
2.4 Each of the Parties will ensure that its employees and students (if any) involved in the Project: observe the conditions attaching to any regulatory and ethical licences, consents and approvals; keep complete and accurate records of all research, development and other work carried out in connection with the Project and of all Results, signed by the people who obtained or made each Result, and countersigned by an employee of that Party who is not a member of the research team but who understands the work; and comply with the Good Data Management Practices.
2.5 Each of the Parties will ensure that its staff and students (if any) (including in the case of the Collaborator, any staff of any Group Company) involved in the Project, when working on or visiting the other Party’s premises, comply with the other Party’s health and safety and security policies and procedures and, when accessing or using the other Party’s information systems, comply with the other Party’s information security policies and procedures.
2.6 [[The Institution] OR [Each of the Parties] will comply with the provisions in Schedule 7. [At any time during the Project Period, the Collaborator may require changes to Part 3 of Schedule 7, where such changes are necessary to ensure that the Project is undertaken in compliance with the Collaborator’s applicable policies and procedures.]]
2.7 Although [the Institution] OR [each of the Parties] will use reasonable endeavours to carry out the Project in accordance with the Project Plan, [the Institution does not undertake] OR [neither Party undertakes] that any research will lead to any particular result, nor does it guarantee a successful outcome to the Project.
2.8 [The Institution] OR [Each of the Parties] will provide the [the Collaborator] OR [other Party] with [monthly][annual] OR [quarterly] reports summarising the progress of the Project and a copy of all of the Results.
2.9 [The Institution] OR [Each of the Parties] will notify the [Collaborator] OR [other] promptly after identifying any Result which [the Institution] OR [it] believes is patentable, and will supply the [Collaborator] OR [other] with copies of that Result. [The Institution] OR [Each of the Parties] will notify other Results to [the Collaborator] OR [other] in the reports provided under clause 2.8.
2.10 Each of the Parties warrants to the other that it has full power and authority under its constitution, and has taken all necessary actions and obtained all authorisations, licences, consents and approvals, to allow it to enter into and perform this Agreement [and it is not in breach of the Funding Conditions].
2.11 If a Party agrees to transfer any [biological or chemical] material to the other Party in connection with the Project, that transfer will be subject to the terms of a separate Materials Transfer Agreement entered into between the Parties in relation to that material.
2.12 If the Funding Conditions have not already been accepted by the Parties, this Agreement is conditional on each of the Parties accepting the Funding Conditions within [30] days after the date of the Funding Conditions or offer to provide External Funding.] [2.13 Each of the Parties will:
2.13.1 if it is a party to the Funding Conditions, comply with its obligations under, and the conditions of, under the Funding Conditions;
2.13.2 carry out the Project in accordance with the Funding Conditions; and
2.13.3 notify the other Party in accordance with clause 10.1 immediately if it receives any notice or request from the Funding Body.] No additional person may become a party to this Agreement without the written agreement of both the Collaborator and the Institution [and the Funding Body] and unless the additional person, the Collaborator and the Institution execute a Variation Agreement.]
Appears in 1 contract
Sources: Collaboration Agreement
The Project. 2.1 The Project [will begin on] OR [began on] on the Commencement Date Date, and will continue until [the earlier of the withdrawal of the External Funding and] the completion of the Project 30th June 2027 or any later date agreed in writing between the Parties, or until this Agreement is terminated in accordance with clause 8 or 9. If this Agreement is entered into after the Commencement Date, it will apply retrospectively to work carried out in relation to the Project on or after the Commencement Date.
2.2 [The Institution] OR [Each of the Parties] Parties will carry out the tasks allotted to it in the Project Plan, and will provide the human and other resources, Background, materials, facilities and equipment which are designated as its responsibility in the Project Plan. The Project will be carried out under the direction and supervision of [the Principal Investigator] OR [the Collaborator's Supervisor]. The Project will be carried out at the Location.
2.3 [The Institution] OR [Each of the Parties] Parties will obtain and maintain all regulatory and ethical licences, consents and approvals necessary to allow it to carry out the tasks allotted to it in the Project Plan and will carry out the Project in accordance with all laws and regulations which apply to its activities under or pursuant to this Agreement.
2.4 Each of the Parties will ensure that its employees and students (if any) involved in the Project: observe the conditions attaching to any regulatory and ethical licences, consents and approvals; keep complete and accurate records of all research, development and other work carried out in connection with the Project and of all Results, signed by the people who obtained or made each Result, and countersigned by an employee of that Party who is not a member of the research team but who understands the work; and comply with the Good Data Management Practices.
2.5 Each of the Parties will ensure that its staff and students (if any) (including in the case of the Collaborator, any staff of any Group Company) involved in the Project, when working on or visiting the other Party’s premises, comply with the other Party’s health and safety and security policies and procedures and, when accessing or using the other Party’s information systems, comply with the other Party’s information security policies and procedures.
2.6 [[The Institution] OR [Each of the Parties] Parties will comply with Schedule 7. [At any time during the Project Period, the Collaborator may require changes to Part 3 of Schedule 7, where such changes are necessary to ensure that the Project is undertaken in compliance with the Collaborator’s applicable policies and procedures.]]
2.7 Although [the Institution] OR [each of the Parties] Parties will use reasonable endeavours to carry out the Project in accordance with the Project Plan, [the Institution does not undertake] OR [neither no Party undertakes] undertakes that any research will lead to any particular result, nor does it guarantee a successful outcome to the Project.
2.8 [The Institution] OR [Each of the Parties] will provide [the Collaborator] OR [other Party] with [monthly][annual] OR [quarterly] reports summarising the progress of the Project and a copy of all of the Results.Not used
2.9 [The Institution] OR [Each of the Parties] will notify the [Collaborator] OR [other] promptly after identifying any Result which [the Institution] OR [it] believes is patentable, and will supply the [Collaborator] OR [other] with copies of that Result. [The Institution] OR [Each of the Parties] will notify other Results to [the Collaborator] OR [other] in the reports provided under clause 2.8.Not Used
2.10 Each of the Parties warrants to the other that it has full power and authority under its constitution, and has taken all necessary actions and obtained all authorisations, licences, consents and approvals, to allow it to enter into and perform this Agreement [and it is not in breach of the Funding Conditions]Agreement.
2.11 If a Party agrees to transfer any [biological or chemical] material to the other Party in connection with the Project, that transfer will be subject to the terms of a separate Materials Transfer Agreement entered into between the Parties in relation to that material.Not used
2.12 If the Funding Conditions have not already been accepted by the Parties, this Agreement is conditional on each of the Parties accepting the Funding Conditions within [30] days after the date of the Funding Conditions or offer to provide External Funding.] [Not used
2.13 Each of the Parties will:Not Used
2.13.1 if it is a party to the Funding Conditions, comply with its obligations under, and the conditions of, the Funding Conditions;
2.13.2 carry out the Project in accordance with the Funding Conditions; and
2.13.3 notify the other Party in accordance with clause 10.1 immediately if it receives any notice or request from the Funding Body.] 2.14 No additional person may become a party to this Agreement without the written agreement of both the Collaborator and Collaborator, along with FUNARBE, the Lead Institution [and the Funding Body] Body and unless the additional person, the Collaborator Collaborator, along with FUNARBE, and the Lead Institution execute a Variation Agreement.
2.15 The Collaborator and FUNARBE shall, where applicable, abide by the provisions of the Applied Regulation for the acquisition of goods and services by the supporting Foundation and the Procedures for Scholarship Contracts. The Lead Institution shall provide all reasonable support required to allow the Collaborator and FUNARBE to abide by these provisions.
Appears in 1 contract
Sources: Collaboration Agreement
The Project. 2.1 The Project [will begin on] OR [began on] on the Commencement Date and will continue until [1st January 2022. This Agreement will remain in full force and effect for the earlier duration of the withdrawal of the External Funding and] the completion of Project, but a Party may withdraw or may be deemed to have withdrawn from the Project or any later date agreed in writing between the Parties, or until this Agreement is terminated in accordance with clause 8 or 9. If this Agreement is entered into after the Commencement Date, it will apply retrospectively to work carried out in relation to the Project on or after the Commencement Date.
2.2 [The Institution] OR [Each of the Parties] Parties will carry out the tasks allotted to it in the Project Plan, and will provide the human and other resources, Background, materials, facilities and equipment which are designated as its responsibility in the Project Plan. The Project will be carried out under the direction and supervision of [▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇, assistant professor attached to the Principal Investigator] OR [Department of Civil and Agricultural Engineering of the Collaborator's Supervisor]Faculty of Engineering of the National University of Colombia - Bogotá Headquarters and as Project Manager ▇▇. ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Gómez, legal representative of the company FRONTIS3D SAS, identified with NIT 900.565.479- 3, with main domicile in Bogotá.. The Project will be carried out by the participating partners at different locations according to the Locationrequirements of each activity.
2.3 [The Institution] OR [Each of the Parties] Parties will obtain and maintain all regulatory and ethical licences, consents and approvals necessary to allow it to carry out the tasks allotted to it in the Project Plan and will carry out the Project in accordance with all laws and regulations which apply to its activities under or pursuant to this Agreement.
2.4 Each of the Parties will ensure that its employees and students (if any) involved in the Project: observe the conditions attaching to any regulatory and ethical licences, consents and approvals; keep complete and accurate records of all research, development and other work carried out in connection with the Project and of all Results, signed by the people who obtained or made each Result, and countersigned by an employee of that Party who is not a member of the research team but who understands the workResult in line with standard academic practices; and comply with the Good Data Management Practices.
2.5 Each of the Parties will ensure that its staff and students (if any) (including in the case of the Collaboratoreach Commercial Party, any staff of any Group Company) involved in the Project, when working on or visiting the other Party’s premises, comply with the other Party’s health and safety and security policies and procedures and, when accessing or using the other Party’s information systems, comply with the other Party’s information security policies and procedures.
2.6 [[The Institution] OR [Each of the Parties] Parties will comply with Schedule 7. [At any time during the Project Period, the Collaborator may require changes to Part 3 provisions of Schedule 7, where such changes are necessary to ensure that the Project is undertaken in compliance with the Collaborator’s applicable policies and procedures.]]
2.7 Although [the Institution] OR [each of the Parties] Parties will use reasonable endeavours to carry out the Project in accordance with the Project Plan, [none of the Institution does not undertake] OR [neither Party undertakes] Parties undertakes that any research will lead to any particular result, nor does it guarantee a successful outcome to the Project.
2.8 [The Institution] OR [Each of the Parties] will provide [the Collaborator] OR [other Party] with [monthly][annual] OR [quarterly] reports summarising the progress of the Project and a copy of all of the Results.
2.9 [The Institution] OR [Each of the Parties] will notify the [Collaborator] OR [other] promptly after identifying any Result which [the Institution] OR [it] believes is patentable, and will supply the [Collaborator] OR [other] with copies of that Result. [The Institution] OR [Each of the Parties] will notify other Results to [the Collaborator] OR [other] in the reports provided under clause 2.8.
2.10 Each of the Parties warrants to the other Parties that it has full power and authority under its constitution, and has taken all necessary actions and obtained all authorisations, licences, consents and approvals, to allow it to enter into and perform this Agreement [and it is not in breach of the Funding Conditions].
2.11 2.9 If a Party agrees to transfer any [biological or chemical] material to any of the other Party Parties in connection with the Project, that transfer will be subject to the terms of a separate Materials Transfer Agreement entered into between the Parties in relation to that material.
2.12 If the 2.10 The Funding Conditions have not already been accepted by the Parties, this Agreement is conditional on each of the Parties accepting the Funding Conditions within [30] days after the date of the Funding Conditions or offer to provide External FundingBath.] [2.13
2.11 Each of the Parties will:
2.13.1 2.11.1 if it is a party to the Funding Conditions, comply with its obligations under, and the conditions of, the Funding Conditions;
2.13.2 2.11.2 carry out the Project in accordance with the Funding Conditions; and
2.13.3 2.11.3 notify the other Party Parties in accordance with clause 10.1 immediately if it receives any notice or request from the Funding Body.]
2.12 There will be a Steering Committee made up of the Project Manager and one representative nominated by each of the Parties. The terms of reference of the Steering Committee are set out in Schedule 9, and the Steering Committee will have no authority to amend the terms of this Agreement except as may be expressly set out in those terms of reference.
2.13 Any member of the Steering Committee may participate in meetings of the Steering Committee by tele-conference, video-conference or any other technology that enables everyone participating in the meeting to communicate interactively and simultaneously with each other. The quorum for a meeting of the Steering Committee will be one representative of each of the Parties, or their alternate, present in person or by tele-conference, video-conference or other technology mentioned above.
2.14 The Project Manager or, in his absence, any other individual member of the Steering Committee may from time to time agree, will chair meetings of the Steering Committee.
2.15 The Parties will ensure that the Steering Committee meets at least every 3 months at venues to be agreed, or at any other time at the request of any of the Parties. Meetings of the Steering Committee will be convened with at least 21 days written notice in advance. That notice must include an agenda. Minutes of the meetings of the Steering Committee will be prepared by the chair of the meeting and sent to each of the Parties within 14 days after each meeting.
2.16 Each Party will provide the Project Manager with quarterly reports summarising the progress of the Project and the Results, and UNAL will ensure that the Project Manager keeps all the Parties informed about the progress of the Project and the Results. A copy of each Party's report will be circulated to each member of the Steering Committee with the written notice for the relevant meeting.
2.17 Each of the Parties will notify the Project Manager promptly after identifying any Result which it believes to be patentable, and will supply the Project Manager with copies of that Result. Each of the Parties will notify other Results to the Project Manager in the quarterly reports provided under clause 2.16.
2.18 Each Party will, through its representative or alternate, have one vote in the Steering Committee. Decisions will be taken by a simple majority except where a decision necessitates a change to the Project Plan or a change to the allocation of any funding. In either of those cases, any decision must be unanimous. The chairman will not have a casting vote.
2.19 In addition to his duties under the Funding Conditions, the Project Manager will:
2.19.1 liaise with Dr ▇▇▇▇ ▇▇▇▇▇▇▇▇, who is primary conduit for exchanges of information with the Funding Body;
2.19.2 be responsible to the Steering Committee for the day-to-day management of the Project;
2.19.3 be responsible for the financial administration of the Project as required by the Funding Conditions;
2.18.4 be responsible for implementing decisions taken by the Steering Committee;
2.19.5 prepare progress reports as required by the Funding Body; and
2.19.6 monitor the progress of the Project.
2.20 No additional person may become a party to this Agreement without the written agreement of both all of the Collaborator and the Institution [then existing parties to this Agreement and the Funding Body] Body and unless the additional person, person and all the Collaborator and the Institution then existing Parties to this Agreement execute a Variation Agreement.
Appears in 1 contract
Sources: Consortium Agreement
The Project. 2.1 The Project [will begin on] OR [began on] the Commencement Date and will continue until [the earlier of the withdrawal of the External Funding and] the completion of the Project Project, or any later date agreed in writing between the Parties, or until this Agreement is terminated in accordance with clause 8 or 9. If this Agreement is entered into after the Commencement Date, it will apply retrospectively to work carried out done in relation to the Project on or after the Commencement Date. This Agreement will remain in full force and effect for the duration of the Project, but a Party may withdraw or may be deemed to have withdrawn from the Project in accordance with clause 8 or 9.
2.2 [The Institution] OR [Each of the Parties] Parties will carry out the tasks allotted to it in the Project Plan, and will provide the human and other resources, Background, materials, facilities and equipment which are designated as its responsibility in the Project Plan. The Project will be carried out under the direction and supervision of [the Principal Investigator] OR [the Collaborator's Supervisorinsert details]. The Project will be carried out at the Location.
2.3 [The Institution] OR [Each of the Parties] Parties will obtain and maintain all regulatory and ethical licences, consents and approvals necessary to allow it to carry out the tasks allotted to it in the Project Plan and will carry out the Project in accordance with all laws and regulations which apply to its activities under or pursuant to this Agreement.
2.4 Each of the Parties will ensure that its employees and students (if any) involved in the Project: observe the conditions attaching to any regulatory and ethical licences, consents and approvals; keep complete and accurate records of all research, development and other work carried out in connection with the Project and of all Results, signed by the people who obtained or made each Result, and countersigned by an employee of that Party who is not a member of the research team but who understands the work; and comply with the Good Data Management Practices.
2.5 Each of the Parties will ensure that its staff and students (if any) (including in the case of the Collaboratoreach Commercial Party, any staff of any Group Company) involved in the Project, when working on or visiting the other Party’s premises, comply with the other Party’s health and safety and security policies and procedures and, when accessing or using the other Party’s information systems, comply with the other Party’s information security policies and procedures.
2.6 [[The Institution] OR [Each of the Parties] Parties will comply with the provisions of Schedule 7. [At any time during the Project Period, the Collaborator [XXX] may require changes to Part 3 [3] of Schedule 7, where such those changes are necessary to ensure that the Project is undertaken in compliance with the Collaborator[XXX]’s applicable policies and procedures.]]
2.7 Although [the Institution] OR [each of the Parties] Parties will use reasonable endeavours to carry out the Project in accordance with the Project Plan, [none of the Institution does not undertake] OR [neither Party undertakes] Parties undertakes that any research will lead to any particular result, nor does it guarantee a successful outcome to the Project.
2.8 [The Institution] OR [Each of the Parties] will provide [the Collaborator] OR [other Party] with [monthly][annual] OR [quarterly] reports summarising the progress of the Project and a copy of all of the Results.
2.9 [The Institution] OR [Each of the Parties] will notify the [Collaborator] OR [other] promptly after identifying any Result which [the Institution] OR [it] believes is patentable, and will supply the [Collaborator] OR [other] with copies of that Result. [The Institution] OR [Each of the Parties] will notify other Results to [the Collaborator] OR [other] in the reports provided under clause 2.8.
2.10 Each of the Parties warrants to the other Parties that it has full power and authority under its constitution, and has taken all necessary actions and obtained all authorisations, licences, consents and approvals, to allow it to enter into and perform this Agreement [and it is not in breach of the Funding Conditions].
2.11 2.9 If a Party agrees to transfer any [biological or chemical] material to any of the other Party Parties in connection with the Project, that transfer will be subject to the terms of a separate Materials Transfer Agreement entered into between the Parties in relation to that material.
2.12 2.10 If the Funding Conditions have not already been accepted by the Parties, this Agreement is conditional on each of the Parties accepting the Funding Conditions within [30] days after the date of the Funding Conditions or offer to provide External Funding.] [2.13 2.11 Each of the Parties will:
2.13.1 2.11.1 if it is a party to the Funding Conditions, comply with its obligations under, and the conditions of, the Funding Conditions;
2.13.2 2.11.2 carry out the Project in accordance with the Funding Conditions; and
2.13.3 2.11.3 notify the other Party Parties in accordance with clause 10.1 immediately if it receives any notice or request from the Funding Body.] No additional person may become a party to this Agreement without the written agreement of both the Collaborator and the Institution [and the Funding Body] and unless the additional person, the Collaborator and the Institution execute a Variation Agreement.]
Appears in 1 contract
Sources: Consortium Agreement
The Project. 2.1 The Project [will begin on] OR [began on] on the Commencement Effective Date and will continue until [the earlier of the withdrawal of the External Funding andinsert date] the completion of or until the Project is completed, or until any later date agreed in writing between the Parties, or until this Agreement is terminated in accordance with clause 8 or 99 (the Project Period). If this Agreement is entered into after the Commencement Effective Date, it will apply retrospectively to work carried out in relation to the Project on or after before the Commencement Effective Date.
2.2 [The Institution] OR [Each of the Parties] will Parties shall carry out the tasks allotted to it in Schedule 1 and shall (a) perform or cause to be performed such tasks in good scientific manner and in compliance in all material respects with all applicable laws and regulations, including good laboratory practices and good clinical practices, (b) achieve the objectives of the Project Planefficiently and expeditiously by allocating sufficient time, effort, equipment and skilled personnel to complete such activities successfully and promptly, and will provide the human and other resources, Background, materials, facilities and equipment which are designated (c) insofar as its responsibility in the Project Planinvolves the use of animals, conduct such activities in accordance with the AstraZeneca International Policy on Animal Care and Use, of which a copy is appended hereto as Schedule 3. The Project will be carried out on under the direction and supervision of [the Principal Investigator] OR [the Collaborator's Supervisor]. The Project will be carried out at the Location.
2.3 [The Institution] OR [Each of the Parties] Parties will use all reasonable endeavours to obtain and maintain all regulatory and ethical licenceslicenses, consents and approvals necessary to allow it to carry out the tasks allotted to it in the Project Plan and will carry out the Project in accordance with all laws and regulations which apply to its activities under or pursuant to this AgreementSchedule 1.
2.4 Each of the Parties will ensure that its employees and students (if any) Researchers involved in the Project: observe the conditions attaching to any regulatory and ethical licenceslicenses, consents and approvals; keep complete and accurate records of all research, development and other work carried out in connection with the Project and of all ResultsResults and observations, signed by the people who obtained each Result or made each Resultthose observations, and countersigned by an employee of that Party who is not a member of the research team but who understands the work; and comply with the Good Data Management Practices.
2.5 Each Although each of the Parties will ensure that its staff and students (if any) (including in the case of the Collaborator, any staff of any Group Company) involved in the Project, when working on or visiting the other Party’s premises, comply with the other Party’s health and safety and security policies and procedures and, when accessing or using the other Party’s information systems, comply with the other Party’s information security policies and procedures.
2.6 [[The Institution] OR [Each of the Parties] will comply with Schedule 7. [At any time during the Project Period, the Collaborator may require changes to Part 3 of Schedule 7, where such changes are necessary to ensure that the Project is undertaken in compliance with the Collaborator’s applicable policies and procedures.]]
2.7 Although [the Institution] OR [each of the Parties] will use reasonable endeavours to carry out the Project in accordance with the Project PlanSchedule 1, [the Institution does not undertake] OR [neither no Party undertakes] undertakes that any research will lead to any particular result, nor does it guarantee a successful outcome to the Project.
2.8 [The Institution] OR [Each of the Parties] will provide [the Collaborator] OR [other Party] with [monthly][annual] OR [quarterly] reports summarising the progress of the Project and a copy of all of the Results.
2.9 [The Institution] OR [Each of the Parties] will notify the [Collaborator] OR [other] promptly after identifying any Result which [the Institution] OR [it] believes is patentable, and will supply the [Collaborator] OR [other] with copies of that Result. [The Institution] OR [Each of the Parties] will notify other Results to [the Collaborator] OR [other] in the reports provided under clause 2.8.
2.10 Each of the Parties warrants to the other that it has full power and authority under its constitution, and has taken all necessary actions and obtained all authorisations, licences, consents and approvals, to allow it to enter into and perform this Agreement [and it is not in breach of the Funding Conditions].
2.11 If a Party agrees to transfer any [biological or chemical] material to the other Party in connection with the Project, that transfer will be subject to the terms of a separate Materials Transfer Agreement entered into between the Parties in relation to that material.
2.12 If the Funding Conditions have not already been accepted by the Parties, this Agreement is conditional on each of the Parties accepting the Funding Conditions within [30] days after the date of the Funding Conditions or offer to provide External Funding.] [2.13 Each of the Parties will:
2.13.1 if it is a party to the Funding Conditions, comply with its obligations under, and the conditions of, the Funding Conditions;
2.13.2 carry out the Project in accordance with the Funding Conditions; and
2.13.3 notify the other Party in accordance with clause 10.1 immediately if it receives any notice or request from the Funding Body.] No additional person may become a party to this Agreement without the written agreement of both the Collaborator and the Institution [and the Funding Body] and unless the additional person, the Collaborator and the Institution execute a Variation Agreement.
Appears in 1 contract
Sources: Project Agreement
The Project. 2.1 The Project [will begin on] OR [began on] the Commencement Date and will continue until [the earlier of the withdrawal of the External Funding and] and the completion of the Project or any later date agreed in writing between the Parties, or until this Agreement is terminated in accordance with clause 8 or 9. If this Agreement is entered into after the Commencement Date, it will apply retrospectively to work carried out in relation to the Project on or after the Commencement Date.
2.2 [The Institution] OR [Each of the Parties] Recipient will carry out the tasks allotted to it activities described in the Project Plan, and will provide the human and other resources, Background, materials, facilities and equipment which are designated as its responsibility in the RSMF Project Plan. The Project will be carried out under the direction and supervision of [the Principal Investigator] OR [the Collaborator's Supervisor]. The Project will be carried out at the Location.Lead
2.3 [The Institution] OR [Each of the Parties] Recipient will obtain and maintain all regulatory and ethical licences, consents and approvals necessary to allow it to carry out the tasks allotted to it activities in the RSMF Project Plan and will carry out the RSMF Project in accordance with all laws and regulations which apply to its activities under or pursuant to this Agreement.
2.4 Each of the Parties The Recipient will ensure that its employees and students (if any) involved in the Project: Project (i) observe the conditions attaching to any regulatory and ethical licences, consents and approvals; (ii) keep complete and accurate records of all research, development and other work carried out in connection with the RSMF Project and of all Results, Results (signed by the people who obtained or made each Result, and countersigned by an employee of that Party who is not a member of the research team but who understands the work; and );
2.5 The Recipient shall comply with the Good Data Management PracticesPractices described at Paragraph 4 of Part 6 of the Schedule. Institution may on not less than 30 days written notice, to visit the other Recipient (and any Approved Project Partner) to ensure that Recipient is complying with the above practices and procedures.
2.5 2.6 Each of the Parties Party will ensure that its staff and students (if any) (including in the case of the CollaboratorRecipient, any staff of any Group Company) involved in the Project, when working on or visiting the other Party’s premises, comply with the other Party’s health and safety and security policies and procedures and, when accessing or using the other Party’s information systems, comply with the other Party’s information security policies and procedures.
2.6 [[2.7 The Institution] OR [Each of the Parties] Recipient will comply with Schedule 7the Head Terms (as applicable to the carrying out of the RSMF Project) and the Funding Conditions.
2.8 The Recipient shall free and relieve Institution of any loss and or liability arising from the Recipient’s breach or non- observance of the Head Terms or resulting from any act or omission by Recipient or any Approved Project Partner. [At Further, if the Funder requires the reimbursement by the Institution of any time during part of the Award, then to the extent that such requirement arises from the acts or omissions of the Recipient (or any Approved Project PeriodPartner) , the Collaborator may require changes Recipient agrees to Part 3 of Schedule 7, where such changes are necessary reimburse the Institution together with any interest charged thereon by the Funder. This clause 2.8 is without prejudice to ensure that the Project is undertaken in compliance Financial Management Conditions.
2.9 The Recipient shall comply with the CollaboratorFunding Conditions and shall indemnify Institution against any loss, damage or liability resulting from Recipient’s applicable policies and proceduresfailure (or the failure of any Approved Project Partner) to comply with the Head Terms.]]
2.7 Although [the Institution] OR [each of the Parties] 2.10 The Recipient will use reasonable endeavours to carry out the RSMF Project in accordance with the RSMF Project Plan, [Plan and in alignment with the Institution does not undertake] OR [neither Fund Purpose. Neither Party undertakes] undertakes that any research will lead to any particular result, nor does it guarantee a successful outcome to the RSMF Project.
2.8 [2.11 The Institution] OR [Each of the Parties] Recipient will provide [the Collaborator] OR [other Party] Institution with [monthly][annual] OR [quarterly] quarterly reports summarising the progress of the Project and a copy of all of the Results.
2.9 [The Institution] OR [Each of the Parties] will notify the [Collaborator] OR [other] promptly 2.12 Promptly after identifying any Result which [the Institution] OR [it] believes is patentable, and will supply the [Collaborator] OR [other] with copies of that Result. [The Institution] OR [Each of the Parties] Recipient will notify other the Institution of such Results to [the Collaborator] OR [other] in the reports provided under clause 2.82.11.
2.10 Each of the Parties 2.13 The Recipient warrants to the other Institution that it has full power and authority under its constitution, and has taken all necessary actions and obtained all authorisations, licences, consents and approvals, to allow it to enter into and perform this Agreement [and it is not in breach of the Funding Conditions].
2.11 If a Party agrees to transfer any [biological Head Terms or chemical] material to the other Party in connection with the Project, that transfer will be subject to the terms of a separate Materials Transfer Agreement entered into between the Parties in relation to that material.
2.12 If the Funding Conditions have not already been accepted by the Parties, this Agreement is conditional on each of the Parties accepting the Funding Conditions within [30] days after the date of the Funding Conditions or offer to provide External Funding.] [2.13 Each of the Parties will:
2.13.1 if it is a party to the Funding Conditions, comply with its obligations under, and the conditions of, the Funding Conditions;
2.13.2 carry out the Project in accordance with the Funding Conditions; and
2.13.3 notify the other Party in accordance with clause 10.1 immediately if it receives any notice or request from the Funding Body.] No additional person may become a party to this Agreement without the written agreement of both the Collaborator and the Institution [and the Funding Body] and unless the additional person, the Collaborator and the Institution execute a Variation Agreement.
Appears in 1 contract
Sources: Grant Agreement
The Project. 2.1 The Project [will begin on] OR [began on] the Commencement Date and will continue until [the earlier of the withdrawal of the External Funding and] the completion of the Project or any later date agreed in writing between the Parties, or until this Agreement is terminated in accordance with clause 8 or 9. If this Agreement is entered into after the Commencement Date, it will apply retrospectively to work carried out in relation to the Project on or after the Commencement Date.
2.2 [The Institution] OR [Each of the Parties] will carry out the tasks allotted to it in the Project Plan, and will provide the human and other resources, Background, materials, facilities and equipment which are designated as its responsibility in the Project Plan. The Project will be carried out under the direction and supervision of [the Principal Investigator] OR [the Collaborator's Supervisor]. The Project will be carried out at the Location.
2.3 [The Institution] OR [Each of the Parties] will obtain and maintain all regulatory and ethical licences, consents and approvals necessary to allow it to carry out the tasks allotted to it in the Project Plan and will carry out the Project in accordance with all laws and regulations which apply to its activities under or pursuant to this Agreement.
2.4 Each of the Parties will ensure that its employees and students (if any) involved in the Project: observe the conditions attaching to any regulatory and ethical licences, consents and approvals; keep complete and accurate records of all research, development and other work carried out in connection with the Project and of all Results, signed by the people who obtained or made each Result, and countersigned by an employee of that Party who is not a member of the research team but who understands the work; and comply with the Good Data Management Practices.
2.5 Each of the Parties will ensure that its staff and students (if any) (including in the case of the Collaborator, any staff of any Group Company) involved in the Project, when working on or visiting the other Party’s premises, comply with the other Party’s health and safety and security policies and procedures and, when accessing or using the other Party’s information systems, comply with the other Party’s information security policies and procedures.
2.6 [[The Institution] OR [Each of the Parties] will comply with Schedule 7. [At any time during the Project Period, the Collaborator may require changes to Part 3 of Schedule 7, where such changes are necessary to ensure that the Project is undertaken in compliance with the Collaborator’s applicable policies and procedures.]]
2.7 Although [the Institution] OR [each of the Parties] will use reasonable endeavours to carry out the Project in accordance with the Project Plan, [the Institution does not undertake] OR [neither Party undertakes] that any research will lead to any particular result, nor does it guarantee a successful outcome to the Project.
2.8 [The Institution] OR [Each of the Parties] will provide [the Collaborator] OR [other Party] with [monthly][annual] OR [quarterly] reports summarising the progress of the Project and a copy of all of the Results.
2.9 [The Institution] OR [Each of the Parties] will notify the [Collaborator] OR [other] promptly after identifying any Result which [the Institution] OR [it] believes is patentable, and will supply the [Collaborator] OR [other] with copies of that Result. [The Institution] OR [Each of the Parties] will notify other Results to [the Collaborator] OR [other] in the reports provided under clause 2.8.
2.10 Each of the Parties warrants to the other that it has full power and authority under its constitution, and has taken all necessary actions and obtained all authorisations, licences, consents and approvals, to allow it to enter into and perform this Agreement [and it is not in breach of the Funding Conditions].
2.11 If a Party agrees to transfer any [biological or chemical] material to the other Party in connection with the Project, that transfer will be subject to the terms of a separate Materials Transfer Agreement entered into between the Parties in relation to that material.
2.12 If the Funding Conditions have not already been accepted by the Parties, this Agreement is conditional on each of the Parties accepting the Funding Conditions within [30] days after the date of the Funding Conditions or offer to provide External Funding.] [2.13 Each of the Parties will:
2.13.1 if it is a party to the Funding Conditions, comply with its obligations under, and the conditions of, under the Funding Conditions;
2.13.2 carry out the Project in accordance with the Funding Conditions; and
2.13.3 notify the other Party in accordance with clause 10.1 immediately if it receives any notice or request from the Funding Body.] No additional person may become a party to this Agreement without the written agreement of both the Collaborator and the Institution [and the Funding Body] and unless the additional person, the Collaborator and the Institution execute a Variation Agreement.]
Appears in 1 contract
Sources: Collaboration Agreement
The Project. 2.1 The Project [will begin on] OR [began on] the Commencement Date and will continue until [the earlier of the withdrawal of the External Funding and] the completion of the Project Project, or any later date agreed in writing between the Parties, or until this Agreement is terminated in accordance with clause 8 or 9. If this Agreement is entered into after the Commencement Date, it will apply retrospectively to work carried out done in relation to the Project on or after the Commencement Date. This Agreement will remain in full force and effect for the duration of the Project, but a Party may withdraw or may be deemed to have withdrawn from the Project in accordance with clause 8 or 9.
2.2 [The Institution] OR [Each of the Parties] Parties will carry out the tasks allotted to it in the Project Plan, and will provide the human and other resources, Background, materials, facilities and equipment which are designated as its responsibility in the Project Plan. The Project will be carried out under the direction and supervision of [the Principal Investigator] OR [the Collaborator's Supervisorinsert details]. The Project will be carried out at the Location.
2.3 [The Institution] OR [Each of the Parties] Parties will obtain and maintain all regulatory and ethical licences, consents and approvals necessary to allow it to carry out the tasks allotted to it in the Project Plan and will carry out the Project in accordance with all laws and regulations which apply to its activities under or pursuant to this Agreement.
2.4 Each of the Parties will ensure that its employees and students (if any) involved in the Project: observe the conditions attaching to any regulatory and ethical licences, consents and approvals; keep complete and accurate records of all research, development and other work carried out in connection with the Project and of all Results, signed by the people who obtained or made each Result, and countersigned by an employee of that Party who is not a member of the research team but who understands the work; and comply with the Good Data Management Practices.
2.5 Each of the Parties will ensure that its staff and students (if any) (including in the case of the Collaboratoreach Commercial Party, any staff of any Group Company) involved in the Project, when working on or visiting the other Party’s premises, comply with the other Party’s health and safety and security policies and procedures and, when accessing or using the other Party’s information systems, comply with the other Party’s information security policies and procedures.
2.6 [[The Institution] OR [Each of the Parties] Parties will comply with the provisions of Schedule 7. [At any time during the Project Period, the Collaborator [XXX] may require changes to Part 3 [3] of Schedule 7, where such those changes are necessary to ensure that the Project is undertaken in compliance with the Collaborator[XXX]’s applicable policies and procedures.]]
2.7 Although [the Institution] OR [each of the Parties] Parties will use reasonable endeavours to carry out the Project in accordance with the Project Plan, [none of the Institution does not undertake] OR [neither Party undertakes] Parties undertakes that any research will lead to any particular result, nor does it guarantee a successful outcome to the Project.
2.8 [The Institution] OR [Each of the Parties] will provide [the Collaborator] OR [other Party] with [monthly][annual] OR [quarterly] reports summarising the progress of the Project and a copy of all of the Results.
2.9 [The Institution] OR [Each of the Parties] will notify the [Collaborator] OR [other] promptly after identifying any Result which [the Institution] OR [it] believes is patentable, and will supply the [Collaborator] OR [other] with copies of that Result. [The Institution] OR [Each of the Parties] will notify other Results to [the Collaborator] OR [other] in the reports provided under clause 2.8.
2.10 Each of the Parties warrants to the other Parties that it has full power and authority under its constitution, and has taken all necessary actions and obtained all authorisations, licences, consents and approvals, to allow it to enter into and perform this Agreement [and it is not in breach of the Funding Conditions].
2.11 2.9 If a Party agrees to transfer any [biological or chemical] material to any of the other Party Parties in connection with the Project, that transfer will be subject to the terms of a separate Materials Transfer Agreement entered into between the Parties in relation to that material.
2.12 2.10 If the Funding Conditions have not already been accepted by the Parties, this Agreement is conditional on each of the Parties accepting the Funding Conditions within [30] days after the date of the Funding Conditions or offer to provide External Funding.] [2.13 2.11 Each of the Parties will:
2.13.1 2.11.1 if it is a party to the Funding Conditions, comply with its obligations under, and the conditions of, the Funding Conditions;
2.13.2 2.11.2 carry out the Project in accordance with the Funding Conditions; and
2.13.3 2.11.3 notify the other Party Parties in accordance with clause 10.1 immediately if it receives any notice or request from the Funding Body.]
2.12 There will be a Steering Committee made up of one representative nominated by each of the Parties. The Project Manager (initially [insert name]) will be the Lead Party’s representative on the Steering Committee. [The Parties will invite the Funding Body to appoint a representative to the Steering Committee.] The terms of reference of the Steering Committee are set out in Schedule 9, and the Steering Committee will have no authority to amend the terms of this Agreement except as may be expressly set out in those terms of reference.
2.13 Any member of the Steering Committee may participate in meetings of the Steering Committee by tele-conference, video-conference or any other technology that enables everyone participating in the meeting to communicate interactively and simultaneously with each other. The quorum for a meeting of the Steering Committee will be [one representative of each of the Parties] OR [one representative of at least [3] of the Parties], or his alternate, present in person or by tele-conference, video-conference or other technology mentioned above.
2.14 [Insert name] (if present at a meeting) or, in his absence, any other individual the members of the Steering Committee may from time to time agree, will chair meetings of the Steering Committee.
2.15 The Parties will ensure that the Steering Committee meets at least every [3] months at venues to be agreed, and in default of agreement at [insert location], or at any other time at the request of any of the Parties. Meetings of the Steering Committee will be convened with at least [21] days written notice in advance. That notice must include an agenda. Minutes of the meetings of the Steering Committee will be prepared by the chair of the meeting and sent to each of the Parties within [14] days after each meeting.
2.16 Each Party will provide the Project Manager with [monthly][quarterly] OR [annual] reports summarising the progress of the Project and the Results, and the Lead Party will ensure that the Project Manager keeps all the Parties informed about the progress of the Project and the Results. A copy of each Party's [monthly][quarterly] OR [annual] report will be circulated to each member of the Steering Committee with the written notice for the relevant meeting.
2.17 Each of the Parties will notify the Project Manager promptly after identifying any Result which it believes to be patentable, and will supply the Project Manager with copies of that Result. Each of the Parties will notify other Results to the Project Manager in the [monthly][quarterly] OR [annual] reports provided under clause 2.16.
2.18 Each Party will, through its representative or his alternate, have one vote in the Steering Committee. Decisions will be taken by a simple majority except where a decision necessitates a change to the Project Plan or a change to the allocation of any funding. In either of those cases, any decision must be unanimous. The chairman will [not] have a casting vote.
2.19 [In addition to his duties under the Funding Conditions,] the Project Manager will:
2.19.1 [be the primary conduit for exchanges of information with the Funding Body;]
2.19.2 be responsible to the Steering Committee for the day-to-day management of the Project;
2.19.3 be responsible for the financial administration of the Project [as required by the Funding Conditions];
2.18.4 be responsible for implementing decisions taken by the Steering Committee;
2.19.5 prepare progress reports[ as required by the Funding Body]; and
2.19.6 monitor the progress of the Project.
2.20 No additional person may become a party to this Agreement without the written agreement of both all of the Collaborator and the Institution then existing parties to this Agreement [and the Funding Body] and unless the additional person, person and all the Collaborator and the Institution then existing Parties to this Agreement execute a Variation Agreement.
Appears in 1 contract
Sources: Consortium Agreement
The Project. 2.1 The Project [will begin on] OR [began on] the Commencement Date and will continue until [the earlier of the withdrawal of the External Funding and] the completion of the Project or any later date agreed in writing between the Parties, or until this Agreement is terminated in accordance with clause 8 or 9. If this Agreement is entered into after the Commencement Date, it will apply retrospectively to work carried out in relation to the Project on or after the Commencement Date.
2.2 [The Institution] OR [Each of the Parties] will carry out the tasks allotted to it in the Project Plan, and will provide the human and other resources, Background, materials, facilities and equipment which are designated as its responsibility in the Project Plan. The Project will be carried out under the direction and supervision of [the Principal Investigator] OR [the Collaborator's Supervisor]. The Project will be carried out at the Location.
2.3 [The Institution] OR [Each of the Parties] will obtain and maintain all regulatory and ethical licences, consents and approvals necessary to allow it to carry out the tasks allotted to it in the Project Plan and will carry out the Project in accordance with all laws and regulations which apply to its activities under or pursuant to this Agreement.
2.4 Each of the Parties will ensure that its employees and students (if any) involved in the Project: observe the conditions attaching to any regulatory and ethical licences, consents and approvals; keep complete and accurate records of all research, development and other work carried out in connection with the Project and of all Results, signed by the people who obtained or made each Result, and countersigned by an employee of that Party who is not a member of the research team but who understands the work; and comply with the Good Data Management Practices.
2.5 Each of the Parties will ensure that its staff and students (if any) (including in the case of the Collaborator, any staff of any Group Company) involved in the Project, when working on or visiting the other Party’s premises, comply with the other Party’s health and safety and security policies and procedures and, when accessing or using the other Party’s information systems, comply with the other Party’s information security policies and procedures.
2.6 [[The Institution] OR [Each of the Parties] will comply with Schedule 7. [At any time during the Project Period, the Collaborator may require changes to Part 3 of Schedule 7, where such changes are necessary to ensure that the Project is undertaken in compliance with the Collaborator’s applicable policies and procedures.]]
2.7 Although [the Institution] OR [each of the Parties] will use reasonable endeavours to carry out the Project in accordance with the Project Plan, [the Institution does not undertake] OR [neither Party undertakes] that any research will lead to any particular result, nor does it guarantee a successful outcome to the Project.
2.8 [The Institution] OR [Each of the Parties] will provide [the Collaborator] OR [other Party] with [monthly][annual] OR [quarterly] reports summarising the progress of the Project and a copy of all of the Results.
2.9 [The Institution] OR [Each of the Parties] will notify the [Collaborator] OR [other] promptly after identifying any Result which [the Institution] OR [it] believes is patentable, and will supply the [Collaborator] OR [other] with copies of that Result. [The Institution] OR [Each of the Parties] will notify other Results to [the Collaborator] OR [other] in the reports provided under clause 2.8.
2.10 Each of the Parties warrants to the other that it has full power and authority under its constitution, and has taken all necessary actions and obtained all authorisations, licences, consents and approvals, to allow it to enter into and perform this Agreement [and Agreement[and it is not in breach of the Funding Conditions].
2.11 If a Party agrees to transfer any [biological or chemical] material to the other Party in connection with the Project, that transfer will be subject to the terms of a separate Materials Transfer Agreement entered into between the Parties in relation to that material.
2.12 If the Funding Conditions have not already been accepted by the Parties, this Agreement is conditional on each of the Parties accepting the Funding Conditions within [30] days after the date of the Funding Conditions or offer to provide External Funding.] [2.13 Each of the Parties will:
2.13.1 if it is a party to the Funding Conditions, comply with its obligations under, and the conditions of, under the Funding Conditions;
2.13.2 carry out the Project in accordance with the Funding Conditions; and
2.13.3 notify the other Party in accordance with clause 10.1 immediately if it receives any notice or request from the Funding Body.] No additional person may become a party to this Agreement without the written agreement of both the Collaborator and the Institution [and the Funding Body] and unless the additional person, the Collaborator and the Institution execute a Variation Agreement.
Appears in 1 contract
Sources: Collaboration Agreement
The Project. 2.1 The Project [will begin on] OR [began on] the Commencement Date and will continue until [the earlier of the withdrawal of the External Funding and] the completion of the Project or any later date agreed in writing between the Parties, or until this Agreement is terminated in accordance with clause 8 or 9. If this Agreement is entered into after the Commencement Date, it will apply retrospectively to work carried out in relation to the Project on or after the Commencement Date.
2.2 [The Institution] OR [Each of the Parties] will carry out the tasks allotted to it in the Project Plan, and will provide the human and other resources, Background, materials, facilities and equipment which are designated as its responsibility in the Project Plan. The Project will be carried out under the direction and supervision of [the Principal Investigator] OR [the Collaborator's Supervisor]. The Project will be carried out at the Location.
2.3 [The Institution] OR [Each of the Parties] will obtain and maintain all regulatory and ethical licences, consents and approvals necessary to allow it to carry out the tasks allotted to it in the Project Plan and will carry out the Project in accordance with all laws and regulations which apply to its activities under or pursuant to this Agreement.
2.4 Each of the Parties will ensure that its employees and students (if any) involved in the Project: observe the conditions attaching to any regulatory and ethical licences, consents and approvals; keep complete and accurate records of all research, development and other work carried out in connection with the Project and of all Results, signed by the people who obtained or made each Result, and countersigned by an employee of that Party who is not a member of the research team but who understands the work; and comply with the Good Data Management Practices.
2.5 Each of the Parties will ensure that its staff and students (if any) (including in the case of the Collaborator, any staff of any Group Company) involved in the Project, when working on or visiting the other Party’s premises, comply with the other Party’s health and safety and security policies and procedures and, when accessing or using the other Party’s information systems, comply with the other Party’s information security policies and procedures.
2.6 [[The Institution] OR [Each of the Parties] will comply with the provisions in Schedule 7. [At any time during the Project Period, the Collaborator may require changes to Part 3 of Schedule 7, where such changes are necessary to ensure that the Project is undertaken in compliance with the Collaborator’s applicable policies and procedures.]]
2.7 Although [the Institution] OR [each of the Parties] will use reasonable endeavours to carry out the Project in accordance with the Project Plan, [the Institution does not undertake] OR [neither Party undertakes] that any research will lead to any particular result, nor does it guarantee a successful outcome to the Project.
2.8 [The Institution] OR [Each of the Parties] will provide the [the Collaborator] OR [other Party] with [monthly][annual] OR [quarterly] reports summarising the progress of the Project and a copy of all of the Results.
2.9 [The Institution] OR [Each of the Parties] will notify the [Collaborator] OR [other] promptly after identifying any Result which [the Institution] OR [it] believes is patentable, and will supply the [Collaborator] OR [other] with copies of that Result. [The Institution] OR [Each of the Parties] will notify other Results to [the Collaborator] OR [other] in the reports provided under clause 2.8.
2.10 Each of the Parties warrants to the other that it has full power and authority under its constitution, and has taken all necessary actions and obtained all authorisations, licences, consents and approvals, to allow it to enter into and perform this Agreement [and it is not in breach of the Funding Conditions].
2.11 If a Party agrees to transfer any [biological or chemical] material to the other Party in connection with the Project, that transfer will be subject to the terms of a separate Materials Transfer Agreement entered into between the Parties in relation to that material.
2.12 If the Funding Conditions have not already been accepted by the Parties, this Agreement is conditional on each of the Parties accepting the Funding Conditions within [30] days after the date of the Funding Conditions or offer to provide External Funding.] [2.13 Each of the Parties will:
2.13.1 if it is a party to the Funding Conditions, comply with its obligations under, and the conditions of, under the Funding Conditions;
2.13.2 carry out the Project in accordance with the Funding Conditions; and
2.13.3 notify the other Party in accordance with clause 10.1 immediately if it receives any notice or request from the Funding Body.] No additional person may become a party to this Agreement without the written agreement of both the Collaborator and the Institution [and the Funding Body] and unless the additional person, the Collaborator and the Institution execute a Variation Agreement.
Appears in 1 contract
Sources: Collaboration Agreement
The Project. 2.1 The Project [will begin on] OR [began on] on the Commencement Date and will continue until [the earlier of the withdrawal of the External Funding and] the completion of the Project 28th June 2024, unless extended or any later date terminated early as may be agreed in writing between the Parties, or until this Agreement is terminated in accordance with clause 8 or 9. If this Agreement is entered into after the Commencement Date, it will apply retrospectively to work carried out done in relation to the Project on or after the Commencement Date. This Agreement will remain in full force and effect for the duration of the contract , but a Party may withdraw or may be deemed to have withdrawn from the Project in accordance with clause 8 or 9.
2.2 [The Institution] OR [Each of the Parties] Parties will carry out the tasks allotted to it in the Project Plan, and will provide the human and other resources, Background, materials, facilities and equipment which are designated as its responsibility in the Project Plan. The Project will be carried out under the direction and supervision of [the Principal Investigator] OR [the Collaborator's Supervisor]. The Project will be carried out at the LocationDfT - ALB Metrics Group.
2.3 [The Institution] OR [Each of the Parties] Parties will obtain and maintain all regulatory and ethical licences, consents and approvals necessary to allow it to carry out the tasks allotted to it in the Project Plan and will DocuSig Envelope ID: carry out the Project in accordance with all laws and regulations which apply to its activities under or pursuant to this Agreement. A Party shall be entitled to perform certain of its tasks through its Subcontractors, where these have been agreed in advance with the Lead Party and DfT - ALB Metrics Group, from time to time.
2.4 Each of the Parties will ensure that its employees and students (if any) involved in the Project: observe the conditions attaching to any regulatory and ethical licences, consents and approvals; keep complete and accurate records of all research, development and other work carried out in connection with the Project and of all Results, signed by the people who obtained or made each Result, and countersigned by an employee of that Party who is not a member of the research team but who understands the work; and comply with the Good Data Management Practices.;
2.5 Each of the Parties will ensure that its staff and students (if any) (including in the case of the Collaboratoreach Business Party, any staff of any Group Company) involved in the Project, when working on or visiting the other Party’s premises, comply with the other Party’s health and safety and security policies and procedures and, when accessing or using the other Party’s information systems, comply with the other Party’s information security policies and procedures.
2.6 [[The Institution] OR [Each of the Parties] will comply with Schedule 7. [At any time during the Project Period, the Collaborator may require changes to Part 3 of Schedule 7, where such changes are necessary to ensure that the Project is undertaken in compliance with the Collaborator’s applicable policies and procedures.]]
2.7 Although [the Institution] OR [each of the Parties] Parties will use reasonable endeavours to carry out the Project in accordance with the Project Plan, [none of the Institution does not undertake] OR [neither Party undertakes] Parties undertakes that any research will lead to any particular result, nor does it guarantee a successful outcome to the Project.
2.8 [The Institution] OR [Each of the Parties] will provide [the Collaborator] OR [other Party] with [monthly][annual] OR [quarterly] reports summarising the progress of the Project and a copy of all of the Results.
2.9 [The Institution] OR [Each of the Parties] will notify the [Collaborator] OR [other] promptly after identifying any Result which [the Institution] OR [it] believes is patentable, and will supply the [Collaborator] OR [other] with copies of that Result. [The Institution] OR [Each of the Parties] will notify other Results to [the Collaborator] OR [other] in the reports provided under clause 2.8.
2.10 2.7 Each of the Parties warrants to the other Parties that it has full power and authority under its constitution, and has taken all necessary actions and obtained all authorisations, licences, consents and approvals, to allow it to enter into and perform this Agreement [and it is not in breach of the Funding Conditions].
2.11 If a Party agrees to transfer any [biological or chemical] material to the other Party in connection with the Project, that transfer will be subject to the terms of a separate Materials Transfer Agreement entered into between the Parties in relation to that material.
2.12 2.8 If the Funding Conditions have not already been accepted by the Parties, this Agreement is conditional on each of the Parties accepting the Funding Conditions to be completed within [30] 30 days after the date of the Funding Conditions or offer to provide External Funding. This clause shall only apply to those Parties in receipt of funds from the Funding Body.] [2.13
2.9 Each of the Parties will:
2.13.1 if 2.9.1 If it is a party to the Funding Conditions, comply with its obligations under, and the conditions of, the Funding Conditions;
2.13.2 2.9.2 carry out the Project in accordance with the Funding Conditions; and
2.13.3 2.9.3 notify the other Party Parties in accordance with clause 10.1 immediately if it receives any notice or request from the Funding Body.] No additional
2.10 There will be a DfT - ALB Metrics Group made up of representatives from the Department for Transport and its Arm’s Length Bodies [National Highways, Network Rail], its Major Infrastructure Projects [High Speed 2, East West Rail]. All parties have shared responsibility for this delivery. The representative from the Department for Transport will be the DfT - ALB Metrics Group Chair.
2.11 The quorum for a meeting of the DfT - ALB Metrics Group will be a minimum of 3 members.
2.12 The Parties will ensure that the DfT - ALB Metrics Group meets each 1 month virtually or in person at venues to be agreed, Meetings of the DfT - ALB Metrics Group will be convened with at least 15 days written notice in advance. That notice must include an agenda. Minutes of the meetings of the DfT - ALB Metrics Group will be prepared by the Programme Manager, endorsed by the Chair and sent to each of the Parties within 7 days after each meeting. The minutes shall be considered as accepted by the Parties if, within twenty-one (21) days from receipt, no Party has objected in writing to the Programme Manager. DocuSig Envelope ID:
2.13 The Programme Manager will manage the preparation of progress reports as required by the DfT - ALB Metrics Group and a draft of each report will be circulated to each member of the DfT - ALB Metrics Group along with the written notice for the relevant meeting.
2.14 Each of the Parties will notify the Programme Manager promptly after identifying any Result which it believes to be patentable, and will supply the Programme Manager with copies of that Result. Each of the Parties will notify other Results to the Programme Manager in the monthly and annual reports provided under clause 2.15.
2.15 The Programme Manager will:
2.15.1 attend DfT - ALB Metrics Group meetings at the request of the Chair;
2.15.2 be the primary contact for the Chair of the DfT - ALB Metrics Group and the Contract Manager;
2.15.3 be responsible for the day-to-day management of the Project;
2.15.4 be responsible for the financial administration of the Project;
2.15.5 be responsible for implementing decisions taken by the DfT - ALB Metrics Group;
2.15.6 prepare progress reports; and
2.15.7 to ensure effective communication of the Project Plan, deliverables and any subsequent amendments to all stakeholders and consult on proposed changes to the Project Plan
2.16 The DfT - ALB Metrics Group has the right to replace the Programme Manager
2.17 New parties may become a party join the Project with the unanimous agreement of all Parties, subject to Clause 2.18
2.18 New Parties shall be bound by the terms of this Agreement without and such other conditions as the DfT - ALB Metrics Group may specify under a written agreement between all the Parties and each new party. New business parties may be required to pay a sum towards the cost of both the Collaborator and the Institution [and the Funding Body] and unless the additional personProject, the Collaborator and level of which will be determined by the Institution execute a Variation AgreementDfT - ALB Metrics Group.
Appears in 1 contract
The Project. 2.1 The Project [will begin on] OR [began on] the Commencement Date and will continue until [the earlier of the withdrawal of the External Funding and] the completion of the Project or any later date agreed in writing between the Parties, or until this Agreement is terminated in accordance with clause 8 or 9. If this Agreement is entered into after the Commencement Date, it will apply retrospectively to work carried out in relation to the Project on or after the Commencement Date.
2.2 [The Institution] OR [Each of the Parties] will carry out the tasks allotted to it in the Project Plan, and will provide the human and other resources, Background, materials, facilities and equipment which are designated as its responsibility in the Project Plan. The Project will be carried out under the direction and supervision of [the Principal Investigator] OR [the Collaborator's Supervisor]. The Project will be carried out at the Location.
2.3 [The Institution] OR [Each of the Parties] will obtain and maintain all regulatory and ethical licences, consents and approvals necessary to allow it to carry out the tasks allotted to it in the Project Plan and will carry out the Project in accordance with all laws and regulations which apply to its activities under or pursuant to this Agreement.
2.4 Each of the Parties will ensure that its employees and students (if any) involved in the Project: observe the conditions attaching to any regulatory and ethical licences, consents and approvals; keep complete and accurate records of all research, development and other work carried out in connection with the Project and of all Results, signed by the people who obtained or made each Result, and countersigned by an employee of that Party who is not a member of the research team but who understands the work; and comply with the Good Data Management Practices.
2.5 Each of the Parties will ensure that its staff and students (if any) (including in the case of the Collaborator, any staff of any Group Company) involved in the Project, when working on or visiting the other Party’s premises, comply with the other Party’s health and safety and security policies and procedures and, when accessing or using the other Party’s information systems, comply with the other Party’s information security policies and procedures.
2.6 [[The Institution] OR [Each of the Parties] will comply with Schedule 7. [At any time during the Project Period, the Collaborator may require changes to Part 3 of Schedule 7, where such changes are necessary to ensure that the Project is undertaken in compliance with the Collaborator’s applicable policies and procedures.]]
2.7 Although [the Institution] OR [each of the Parties] will use reasonable endeavours to carry out the Project in accordance with the Project Plan, [the Institution does not undertake] OR [neither Party undertakes] that any research will lead to any particular result, nor does it guarantee a successful outcome to the Project.
2.8 [The Institution] OR [Each of the Parties] will provide [the Collaborator] OR [other Party] with [monthly][annual] OR [quarterly] reports summarising the progress of the Project and a copy of all of the Results.
2.9 [The Institution] OR [Each of the Parties] will notify the [Collaborator] OR [other] promptly after identifying any Result which [the Institution] OR [it] believes is patentable, and will supply the [Collaborator] OR [other] with copies of that Result. [The Institution] OR [Each of the Parties] will notify other Results to [the Collaborator] OR [other] in the reports provided under clause 2.8.
2.10 Each of the Parties warrants to the other that it has full power and authority under its constitution, and has taken all necessary actions and obtained all authorisations, licences, consents and approvals, to allow it to enter into and perform this Agreement [and Agreement[and it is not in breach of the Funding Conditions].
2.11 If a Party agrees to transfer any [biological or chemical] material to the other Party in connection with the Project, that transfer will be subject to the terms of a separate Materials Transfer Agreement entered into between the Parties in relation to that material.
2.12 If the Funding Conditions have not already been accepted by the Parties, this Agreement is conditional on each of the Parties accepting the Funding Conditions within [30] days after the date of the Funding Conditions or offer to provide External Funding.] [2.13 Each of the Parties will:
2.13.1 if it is a party to the Funding Conditions, comply with its obligations under, and the conditions of, under the Funding Conditions;
2.13.2 carry out the Project in accordance with the Funding Conditions; and
2.13.3 notify the other Party in accordance with clause 10.1 immediately if it receives any notice or request from the Funding Body.] No additional person may become a party to this Agreement without the written agreement of both the Collaborator and the Institution [and the Funding Body] and unless the additional person, the Collaborator and the Institution execute a Variation Agreement.]
Appears in 1 contract
Sources: Collaboration Agreement
The Project. 2.1 The Project [will begin on] OR [began on] the Commencement Date and will continue until [the earlier of the withdrawal of the External Funding and] the completion of the Project Project, or any later date agreed in writing between the Parties, or until this Agreement is terminated in accordance with clause 8 or 9. If this Agreement is entered into after the Commencement Date, it will apply retrospectively to work carried out done in relation to the Project on or after the Commencement Date. This Agreement will remain in full force and effect for the duration of the Project, but a Party may withdraw or may be deemed to have withdrawn from the Project in accordance with clause 8 or 9.
2.2 [The Institution] OR [Each of the Parties] Parties will carry out the tasks allotted to it in the Project Plan, and will provide the human and other resources, Background, materials, facilities and equipment which are designated as its responsibility in the Project Plan. The Project will be carried out under the direction and supervision of [the Principal Investigator] OR [the Collaborator's Supervisorinsert details]. The Project will be carried out at the Location.
2.3 [The Institution] OR [Each of the Parties] Parties will obtain and maintain all regulatory and ethical licences, consents and approvals necessary to allow it to carry out the tasks allotted to it in the Project Plan and will carry out the Project in accordance with all laws and regulations which apply to its activities under or pursuant to this Agreement.
2.4 Each of the Parties will ensure that its employees and students (if any) involved in the Project: observe the conditions attaching to any regulatory and ethical licences, consents and approvals; keep complete and accurate records of all research, development and other work carried out in connection with the Project and of all Results, signed by the people who obtained or made each Result, and countersigned by an employee of that Party who is not a member of the research team but who understands the work; and comply with the Good Data Management Practices.
2.5 Each of the Parties will ensure that its staff and students (if any) (including in the case of the Collaboratoreach Commercial Party, any staff of any Group Company) involved in the Project, when working on or visiting the other Party’s premises, comply with the other Party’s health and safety and security policies and procedures and, when accessing or using the other Party’s information systems, comply with the other Party’s information security policies and procedures.
2.6 [[The Institution] OR [Each of the Parties] Parties will comply with the provisions of Schedule 7. [At any time during the Project Period, the Collaborator [XXX] may require changes to Part 3 [3] of Schedule 7, where such those changes are necessary to ensure that the Project is undertaken in compliance with the Collaborator[XXX]’s applicable policies and procedures.]]
2.7 Although [the Institution] OR [each of the Parties] Parties will use reasonable endeavours to carry out the Project in accordance with the Project Plan, [none of the Institution does not undertake] OR [neither Party undertakes] Parties undertakes that any research will lead to any particular result, nor does it guarantee a successful outcome to the Project.
2.8 [The Institution] OR [Each of the Parties] will provide [the Collaborator] OR [other Party] with [monthly][annual] OR [quarterly] reports summarising the progress of the Project and a copy of all of the Results.
2.9 [The Institution] OR [Each of the Parties] will notify the [Collaborator] OR [other] promptly after identifying any Result which [the Institution] OR [it] believes is patentable, and will supply the [Collaborator] OR [other] with copies of that Result. [The Institution] OR [Each of the Parties] will notify other Results to [the Collaborator] OR [other] in the reports provided under clause 2.8.
2.10 Each of the Parties warrants to the other Parties that it has full power and authority under its constitution, and has taken all necessary actions and obtained all authorisations, licences, consents and approvals, to allow it to enter into and perform this Agreement [and it is not in breach of the Funding Conditions].
2.11 2.9 If a Party agrees to transfer any [biological or chemical] material to any of the other Party Parties in connection with the Project, that transfer will be subject to the terms of a separate Materials Transfer Agreement entered into between the Parties in relation to that material.
2.12 2.10 If the Funding Conditions have not already been accepted by the Parties, this Agreement is conditional on each of the Parties accepting the Funding Conditions within [30] days after the date of the Funding Conditions or offer to provide External Funding.] [2.13 2.11 Each of the Parties will:
2.13.1 2.11.1 if it is a party to the Funding Conditions, comply with its obligations under, and the conditions of, the Funding Conditions;
2.13.2 2.11.2 carry out the Project in accordance with the Funding Conditions; and
2.13.3 2.11.3 notify the other Party Parties in accordance with clause 10.1 immediately if it receives any notice or request from the Funding Body.]
2.12 There will be a Steering Committee made up of one representative nominated by each of the Parties. The Project Manager (initially [insert name]) will be the Lead Party’s representative on the Steering Committee. [The Parties will invite the Funding Body to appoint a representative to the Steering Committee.] The terms of reference of the Steering Committee are set out in Schedule 9, and the Steering Committee will have no authority to amend the terms of this Agreement except as may be expressly set out in those terms of reference.
2.13 Any member of the Steering Committee may participate in meetings of the Steering Committee by tele-conference, video-conference or any other technology that enables everyone participating in the meeting to communicate interactively and simultaneously with each other. The quorum for a meeting of the Steering Committee will be [one representative of each of the Parties] OR [one representative of at least [3] of the Parties], or his alternate, present in person or by tele-conference, video-conference or other technology mentioned above.
2.14 [Insert name] (if present at a meeting) or, in his absence, any other individual the members of the Steering Committee may from time to time agree, will chair meetings of the Steering Committee.
2.15 The Parties will ensure that the Steering Committee meets at least every [3] months at venues to be agreed, and in default of agreement at [insert location], or at any other time at the request of any of the Parties. Meetings of the Steering Committee will be convened with at least [21] days written notice in advance. That notice must include an agenda. Minutes of the meetings of the Steering Committee will be prepared by the chair of the meeting and sent to each of the Parties within [14] days after each meeting.
2.16 Each Party will provide the Project Manager with [monthly][quarterly] OR [annual] reports summarising the progress of the Project and the Results, and the Lead Party will ensure that the Project Manager keeps all the Parties informed about the progress of the Project and the Results. A copy of each Party's [monthly][quarterly] OR [annual] report will be circulated to each member of the Steering Committee with the written notice for the relevant meeting.
2.17 Each of the Parties will notify the Project Manager promptly after identifying any Result which it believes to be patentable, and will supply the Project Manager with copies of that Result. Each of the Parties will notify other Results to the Project Manager in the [monthly][quarterly] OR [annual] reports provided under clause 2.16.
2.18 Each Party will, through its representative or his alternate, have one vote in the Steering Committee. Decisions will be taken by a simple majority except where a decision necessitates a change to the Project Plan or a change to the allocation of any funding. In either of those cases, any decision must be unanimous. The chairman will [not] have a casting vote.
2.19 [In addition to his duties under the Funding Conditions,] the Project Manager will:
2.19.1 [be the primary conduit for exchanges of information with the Funding Body];
2.19.2 be responsible to the Steering Committee for the day-to-day management of the Project;
2.19.3 be responsible for the financial administration of the Project[ as required by the Funding Conditions];
2.19.4 be responsible for implementing decisions taken by the Steering Committee;
2.19.5 prepare progress reports[ as required by the Funding Body]; and
2.19.6 monitor the progress of the Project.
2.20 No additional person may become a party to this Agreement without the written agreement of both all of the Collaborator and the Institution then existing parties to this Agreement [and the Funding Body] and unless the additional person, person and all the Collaborator and the Institution then existing Parties to this Agreement execute a Variation Agreement.
Appears in 1 contract
Sources: Consortium Agreement
The Project. 2.1 The Project [will begin on] OR [began on] the Commencement Date and will continue until [the earlier of the withdrawal of the External Funding andFunding,] the completion of the Project Project, or any later date agreed in writing between the Parties, or until this Agreement is terminated in accordance with clause 8 or 9. If this Agreement is entered into after the Commencement Date, it will apply retrospectively to work carried out done in relation to the Project on or after the Commencement Date. This Agreement will remain in full force and effect for the duration of the Project, but a Party may withdraw or may be deemed to have withdrawn from the Project in accordance with clause 8 or 9.
2.2 [The Institution] OR [Each of the Parties] Parties will carry out the tasks allotted to it in the Project Plan, and will provide the human and other resources, Background, materials, facilities and equipment which are designated as its responsibility in the Project Plan. The Project will be carried out under the direction and supervision of [the Principal Investigator] OR [the Collaborator's Supervisorinsert details]. The Project will be carried out at the Location.
2.3 [The Institution] OR [Each of the Parties] Parties will obtain and maintain all regulatory and ethical licences, consents and approvals necessary to allow it to carry out the tasks allotted to it in the Project Plan and will carry out the Project in accordance with all laws and regulations which apply to its activities under or pursuant to this Agreement.
2.4 Each of the Parties will ensure that its employees and students (if any) involved in the Project: observe the conditions attaching to any regulatory and ethical licences, consents and approvals; keep complete and accurate records of all research, development and other work carried out in connection with the Project and of all Results, signed by the people who obtained or made each Result, and countersigned by an employee of that Party who is not a member of the research team but who understands the work; and comply with the Good Data Management Practices.
2.5 Each of the Parties will ensure that its staff and students (if any) (including in the case of the Collaboratoreach Commercial Party, any staff of any Group Company) involved in the Project, when working on or visiting the other Party’s premises, comply with the other Party’s health and safety and security policies and procedures and, when accessing or using the other Party’s information systems, comply with the other Party’s information security policies and procedures.
2.6 [[The Institution] OR [Each of the Parties] Parties will comply with the provisions of Schedule 7. [At any time during the Project Period, the Collaborator [XXX] may require changes to Part 3 [3] of Schedule 7, where such those changes are necessary to ensure that the Project is undertaken in compliance with the Collaborator[XXX]’s applicable policies and procedures.]]
2.7 Although [the Institution] OR [each of the Parties] Parties will use reasonable endeavours to carry out the Project in accordance with the Project Plan, [none of the Institution does not undertake] OR [neither Party undertakes] Parties undertakes that any research will lead to any particular result, nor does it guarantee a successful outcome to the Project.
2.8 [The Institution] OR [Each of the Parties] will provide [the Collaborator] OR [other Party] with [monthly][annual] OR [quarterly] reports summarising the progress of the Project and a copy of all of the Results.
2.9 [The Institution] OR [Each of the Parties] will notify the [Collaborator] OR [other] promptly after identifying any Result which [the Institution] OR [it] believes is patentable, and will supply the [Collaborator] OR [other] with copies of that Result. [The Institution] OR [Each of the Parties] will notify other Results to [the Collaborator] OR [other] in the reports provided under clause 2.8.
2.10 Each of the Parties warrants to the other Parties that it has full power and authority under its constitution, and has taken all necessary actions and obtained all authorisations, licences, consents and approvals, to allow it to enter into and perform this Agreement [and it is not in breach of the Funding Conditions].
2.11 2.9 If a Party agrees to transfer any [biological or chemical] material to any of the other Party Parties in connection with the Project, that transfer will be subject to the terms of a separate Materials Transfer Agreement entered into between the Parties in relation to that material.
2.12 2.10 If the Funding Conditions have not already been accepted by the Parties, this Agreement is conditional on each of the Parties accepting the Funding Conditions within [30] days after the date of the Funding Conditions or offer to provide External Funding.] [2.13 2.11 Each of the Parties will:
2.13.1 2.11.1 if it is a party to the Funding Conditions, comply with its obligations under, and the conditions of, the Funding Conditions;
2.13.2 2.11.2 carry out the Project in accordance with the Funding Conditions; and
2.13.3 2.11.3 notify the other Party Parties in accordance with clause 10.1 immediately if it receives any notice or request from the Funding Body.]
2.12 There will be a Steering Committee made up of one representative nominated by each of the Parties. The Project Manager (initially [insert name]) will be the Lead Party’s representative on the Steering Committee. [The Parties will invite the Funding Body to appoint a representative to the Steering Committee.] The terms of reference of the Steering Committee are set out in Schedule 8, and the Steering Committee will have no authority to amend the terms of this Agreement except as may be expressly set out in those terms of reference.
2.13 Any member of the Steering Committee may participate in meetings of the Steering Committee by tele-conference, video-conference or any other technology which enables everyone participating in the meeting to communicate interactively and simultaneously with each other. The quorum for a meeting of the Steering Committee will be [one representative of each of the Parties] OR [one representative of at least [3] of the Parties], or his alternate, present in person or by tele-conference, video-conference or other technology mentioned above.
2.14 [Insert name](if present at a meeting) or, in his absence, any other individual the members of the Steering Committee may from time to time agree, will chair meetings of the Steering Committee.
2.15 The Parties will ensure that the Steering Committee meets at least every [3] months at venues to be agreed, and in default of agreement at [insert location], or at any other time at the request of any of the Parties. Meetings of the Steering Committee will be convened with at least [21] days written notice in advance. That notice must include an agenda. Minutes of the meetings of the Steering Committee will be prepared by the chair of the meeting and sent to each of the Parties within [14] days after each meeting.
2.16 Each Party will provide the Project Manager with [monthly][quarterly] OR [annual] reports summarising the progress of the Project and the Results, and the Lead Party will ensure that the Project Manager keeps all the Parties informed about the progress of the Project and the Results. A copy of each Party's [monthly][quarterly] OR [annual] report will be circulated to each member of the Steering Committee with the written notice for the relevant meeting.
2.17 Each of the Parties will notify the Project Manager promptly after identifying any Result that it believes to be patentable, and will supply the Project Manager with copies of that Result. Each of the Parties will notify other Results to the Project Manager in the [monthly][quarterly] OR [annual] reports provided under clause 2.16.
2.18 Each Party will, through its representative or his alternate, have one vote in the Steering Committee. Decisions will be taken by a simple majority except where a decision necessitates a change to the Project Plan or a change to the allocation of any funding. In either of those cases, any decision must be unanimous. The chairman will [not] have a casting vote.
2.19 [In addition to his duties under the Funding Conditions,] the Project Manager will:
2.19.1 [be the primary conduit for exchanges of information with the Funding Body;]
2.19.2 be responsible to the Steering Committee for the day-to-day management of the Project;
2.19.3 be responsible for the financial administration of the Project[ as required by the Funding Conditions];
2.19.4 be responsible for implementing decisions taken by the Steering Committee;
2.19.5 prepare progress reports[ as required by the Funding Body]; and
2.19.6 monitor the progress of the Project.
2.20 No additional person may become a party to this Agreement without the written agreement of both all of the Collaborator and the Institution then existing parties to this Agreement [and the Funding Body] and unless the additional person, person and all the Collaborator and the Institution then existing Parties to this Agreement execute a Variation Agreement.
Appears in 1 contract
Sources: Consortium Agreement
The Project. 2.1 The Project [will begin on] OR [began on] the Commencement Date and will continue until [the earlier of the withdrawal of the External Funding and] the completion of the Project or any later date agreed in writing between the Parties, or until this Agreement is terminated in accordance with clause 8 or 9. If this Agreement is entered into after the Commencement Date, it will apply retrospectively to work carried out in relation to the Project on or after the Commencement Date.
2.2 [The Institution] OR [Each of the Parties] will carry out the tasks allotted to it in the Project Plan, and will provide the human and other resources, Background, materials, facilities and equipment which are designated as its responsibility in the Project Plan. The Project will be carried out under the direction and supervision of [the Principal Investigator] OR [the Collaborator's Supervisor]. The Project will be carried out at the Location.
2.3 [The Institution] OR [Each of the Parties] will obtain and maintain all regulatory and ethical licences, consents and approvals necessary to allow it to carry out the tasks allotted to it in the Project Plan and will carry out the Project in accordance with all laws and regulations which apply to its activities under or pursuant to this Agreement.
2.4 Each of the Parties will ensure that its employees and students (if any) involved in the Project: observe the conditions attaching to any regulatory and ethical licences, consents and approvals; keep complete and accurate records of all research, development and other work carried out in connection with the Project and of all Results, signed by the people who obtained or made each Result, and countersigned by an employee of that Party who is not a member of the research team but who understands the work; and comply with the Good Data Management Practices.
2.5 Each of the Parties will ensure that its staff and students (if any) (including in the case of the Collaborator, any staff of any Group Company) involved in the Project, when working on or visiting the other Party’s premises, comply with the other Party’s health and safety and security policies and procedures and, when accessing or using the other Party’s information systems, comply with the other Party’s information security policies and procedures.
2.6 [[The Institution] OR [Each of the Parties] will comply with Schedule 7. [At any time during the Project Period, the Collaborator may require changes to Part 3 of Schedule 7, where such changes are necessary to ensure that the Project is undertaken in compliance with the Collaborator’s applicable policies and procedures.]]
2.7 Although [the Institution] OR [each of the Parties] will use reasonable endeavours to carry out the Project in accordance with the Project Plan, [the Institution does not undertake] OR [neither Party undertakes] that any research will lead to any particular result, nor does it guarantee a successful outcome to the Project.
2.8 [The Institution] OR [Each of the Parties] will provide [the Collaborator] OR [other Party] with [monthly][annual] OR [quarterly] reports summarising the progress of the Project and a copy of all of the Results.
2.9 [The Institution] OR [Each of the Parties] will notify the [Collaborator] OR [other] promptly after identifying any Result which [the Institution] OR [it] believes is patentable, and will supply the [Collaborator] OR [other] with copies of that Result. [The Institution] OR [Each of the Parties] will notify other Results to [the Collaborator] OR [other] in the reports provided under clause 2.8.
2.10 Each of the Parties warrants to the other that it has full power and authority under its constitution, and has taken all necessary actions and obtained all authorisations, licences, consents and approvals, to allow it to enter into and perform this Agreement [and it is not in breach of the Funding Conditions].
2.11 If a Party agrees to transfer any [biological or chemical] material to the other Party in connection with the Project, that transfer will be subject to the terms of a separate Materials Transfer Agreement entered into between the Parties in relation to that material.
2.12 If the Funding Conditions have not already been accepted by the Parties, this Agreement is conditional on each of the Parties accepting the Funding Conditions within [30] days after the date of the Funding Conditions or offer to provide External Funding.] [2.13 Each of the Parties will:
2.13.1 if it is a party to the Funding Conditions, comply with its obligations under, and the conditions of, under the Funding Conditions;
2.13.2 carry out the Project in accordance with the Funding Conditions; and
2.13.3 notify the other Party in accordance with clause 10.1 immediately if it receives any notice or request from the Funding Body.] No additional person may become a party to this Agreement without the written agreement of both the Collaborator and the Institution [and the Funding Body] and unless the additional person, the Collaborator and the Institution execute a Variation Agreement.
Appears in 1 contract
Sources: Collaboration Agreement
The Project. 2.1 The Project [will begin on] OR [began on] the Commencement Date and will continue until [the earlier of the withdrawal of the External Funding andFunding,] the completion of the Project Project, or any later date agreed in writing between the Parties, or until this Agreement is terminated in accordance with clause 8 or 9. If this Agreement is entered into after the Commencement Date, it will apply retrospectively to work carried out done in relation to the Project on or after the Commencement Date. This Agreement will remain in full force and effect for the duration of the Project, but a Party may withdraw or may be deemed to have withdrawn from the Project in accordance with clause 8 or 9.
2.2 [The Institution] OR [Each of the Parties] Parties will carry out the tasks allotted to it in the Project Plan, and will provide the human and other resources, Background, materials, facilities and equipment which are designated as its responsibility in the Project Plan. The Project will be carried out under the direction and supervision of [the Principal Investigator] OR [the Collaborator's Supervisorinsert details]. The Project will be carried out at the Location.
2.3 [The Institution] OR [Each of the Parties] Parties will obtain and maintain all regulatory and ethical licences, consents and approvals necessary to allow it to carry out the tasks allotted to it in the Project Plan and will carry out the Project in accordance with all laws and regulations which apply to its activities under or pursuant to this Agreement.
2.4 Each of the Parties will ensure that its employees and students (if any) involved in the Project: observe the conditions attaching to any regulatory and ethical licences, consents and approvals; keep complete and accurate records of all research, development and other work carried out in connection with the Project and of all Results, signed by the people who obtained or made each Result, and countersigned by an employee of that Party who is not a member of the research team but who understands the work; and comply with the Good Data Management Practices.
2.5 Each of the Parties will ensure that its staff and students (if any) (including in the case of the Collaboratoreach Commercial Party, any staff of any Group Company) involved in the Project, when working on or visiting the other Party’s premises, comply with the other Party’s health and safety and security policies and procedures and, when accessing or using the other Party’s information systems, comply with the other Party’s information security policies and procedures.
2.6 [[The Institution] OR [Each of the Parties] Parties will comply with the provisions of Schedule 7. [At any time during the Project Period, the Collaborator [XXX] may require changes to Part 3 [3] of Schedule 7, where such those changes are necessary to ensure that the Project is undertaken in compliance with the Collaborator[XXX]’s applicable policies and procedures.]]
2.7 Although [the Institution] OR [each of the Parties] Parties will use reasonable endeavours to carry out the Project in accordance with the Project Plan, [none of the Institution does not undertake] OR [neither Party undertakes] Parties undertakes that any research will lead to any particular result, nor does it guarantee a successful outcome to the Project.
2.8 [The Institution] OR [Each of the Parties] will provide [the Collaborator] OR [other Party] with [monthly][annual] OR [quarterly] reports summarising the progress of the Project and a copy of all of the Results.
2.9 [The Institution] OR [Each of the Parties] will notify the [Collaborator] OR [other] promptly after identifying any Result which [the Institution] OR [it] believes is patentable, and will supply the [Collaborator] OR [other] with copies of that Result. [The Institution] OR [Each of the Parties] will notify other Results to [the Collaborator] OR [other] in the reports provided under clause 2.8.
2.10 Each of the Parties warrants to the other Parties that it has full power and authority under its constitution, and has taken all necessary actions and obtained all authorisations, licences, consents and approvals, to allow it to enter into and perform this Agreement [and it is not in breach of the Funding Conditions].
2.11 2.9 If a Party agrees to transfer any [biological or chemical] material to any of the other Party Parties in connection with the Project, that transfer will be subject to the terms of a separate Materials Transfer Agreement entered into between the Parties in relation to that material.
2.12 2.10 If the Funding Conditions have not already been accepted by the Parties, this Agreement is conditional on each of the Parties accepting the Funding Conditions within [30] days after the date of the Funding Conditions or offer to provide External Funding.] [2.13 2.11 Each of the Parties will:
2.13.1 2.11.1 if it is a party to the Funding Conditions, comply with its obligations under, and the conditions of, the Funding Conditions;
2.13.2 2.11.2 carry out the Project in accordance with the Funding Conditions; and
2.13.3 2.11.3 notify the other Party Parties in accordance with clause 10.1 immediately if it receives any notice or request from the Funding Body.] No additional person may become a party to this Agreement without the written agreement of both the Collaborator and the Institution [and the Funding Body] and unless the additional person, the Collaborator and the Institution execute a Variation Agreement.]
Appears in 1 contract
Sources: Consortium Agreement
The Project. 2.1 The Project [will begin on] OR [began on] the Commencement Date and will continue until [the earlier of the withdrawal of the External Funding Funding, and] the completion of the Project Project, or until any later date agreed in writing between the Parties, or until this Agreement is terminated in accordance with clause 8 or 9. If this Agreement is entered into after the Commencement Date, it will apply retrospectively to work carried out done in relation to the Project on or after the Commencement Date. This Agreement will remain in full force and effect for the duration of the Project, but a Party may withdraw or may be deemed to have withdrawn from the Project in accordance with clause 8 or 9.
2.2 [The Institution] OR [Each of the Parties] Parties will carry out the tasks allotted to it in the Project Plan, and will provide the human and other resources, Background, materials, facilities and equipment which are designated as its responsibility in the Project Plan. The Project will be carried out under the direction and supervision of [the Principal Investigator] OR [the Collaborator's Supervisorinsert details]. The Project will be carried out at the Location.
2.3 [The Institution] OR [Each of the Parties] Parties will obtain and maintain all regulatory and ethical licences, consents and approvals necessary to allow it to carry out the tasks allotted to it in the Project Plan and will carry out the Project in accordance with all laws and regulations which apply to its activities under or pursuant to this Agreement.
2.4 Each of the Parties will ensure that its employees and students (if any) involved in the Project: observe the conditions attaching to any regulatory and ethical licences, consents and approvals; keep complete and accurate records of all research, development and other work carried out in connection with the Project and of all Results, signed by the people who obtained or made each Result, and countersigned by an employee of that Party who is not a member of the research team but who understands the work; and comply with the Good Data Management Practices.
2.5 Each of the Parties will ensure that its staff and students (if any) (including in the case of the Collaboratoreach Commercial Party, any staff of any Group Company) involved in the Project, when working on or visiting the other Party’s premises, comply with the other Party’s health and safety and security policies and procedures and, when accessing or using the other Party’s information systems, comply with the other Party’s information security policies and procedures.
2.6 [[The Institution] OR [Each of the Parties] Parties will comply with the provisions of Schedule 7. [At any time during the Project Period, [the Collaborator Lead Exploitation Party] may require changes to Part 3 [3] of Schedule 7, where such those changes are necessary to ensure that the Project is undertaken in compliance with [the Collaborator’s Lead Exploitation Party’s] applicable policies and procedures.]]
2.7 Although [the Institution] OR [each of the Parties] Parties will use reasonable endeavours to carry out the Project in accordance with the Project Plan, [none of the Institution does not undertake] OR [neither Party undertakes] Parties undertakes that any research will lead to any particular result, nor does it guarantee a successful outcome to the Project.
2.8 [The Institution] OR [Each of the Parties] will provide [the Collaborator] OR [other Party] with [monthly][annual] OR [quarterly] reports summarising the progress of the Project and a copy of all of the Results.
2.9 [The Institution] OR [Each of the Parties] will notify the [Collaborator] OR [other] promptly after identifying any Result which [the Institution] OR [it] believes is patentable, and will supply the [Collaborator] OR [other] with copies of that Result. [The Institution] OR [Each of the Parties] will notify other Results to [the Collaborator] OR [other] in the reports provided under clause 2.8.
2.10 Each of the Parties warrants to the other Parties that it has full power and authority under its constitution, and has taken all necessary actions and obtained all authorisations, licences, consents and approvals, to allow it to enter into and perform this Agreement [and it is not in breach of the Funding Conditions].
2.11 2.9 If a Party agrees to transfer any [biological or chemical] material to any of the other Party Parties in connection with the Project, that transfer will be subject to the terms of a separate Materials Transfer Agreement entered into between the Parties in relation to that material.
2.12 2.10 If the Funding Conditions have not already been accepted by the Parties, this Agreement is conditional on each of the Parties accepting the Funding Conditions within [30] days after the date of the Funding Conditions or offer to provide External Funding.] [2.13 2.11 Each of the Parties will:
2.13.1 2.11.1 if it is a party to the Funding Conditions, comply with its obligations under, and the conditions of, the Funding Conditions;
2.13.2 2.11.2 carry out the Project in accordance with the Funding Conditions; and
2.13.3 2.11.3 notify the other Party Parties in accordance with clause 10.1 immediately if it receives any notice or request from the Funding Body.]
2.12 There will be a Steering Committee made up of one representative nominated by each of the Parties. The Project Manager (initially [insert name]) will be the Lead Party’s representative on the Steering Committee. [The Parties will invite the Funding Body to appoint a representative to the Steering Committee.] The terms of reference of the Steering Committee are set out in Schedule 9, and the Steering Committee will have no authority to amend the terms of this Agreement except as may be expressly set out in those terms of reference.
2.13 Any member of the Steering Committee may participate in meetings of the Steering Committee by tele-conference, video-conference or any other technology that enables everyone participating in the meeting to communicate interactively and simultaneously with each other. The quorum for a meeting of the Steering Committee will be [one representative of each of the Parties] OR [one representative of at least [3] of the Parties], or his alternate, present in person or by tele-conference, video-conference or other technology mentioned above.
2.14 [Insert name](if present at a meeting) or, in his absence, any other individual the members of the Steering Committee may from time to time agree, will chair meetings of the Steering Committee.
2.15 The Parties will ensure that the Steering Committee meets at least every [3] months at venues to be agreed, and in default of agreement at [insert location], or at any other time at the request of any of the Parties. Meetings of the Steering Committee will be convened with at least [21] days written notice in advance. That notice must include an agenda. Minutes of the meetings of the Steering Committee will be prepared by the chair of the meeting and sent to each of the Parties within [14] days after each meeting.
2.16 Each Party will provide the Project Manager with [monthly][quarterly] OR [annual] reports summarising the progress of the Project and the Results, and the Lead Party will ensure that the Project Manager keeps all the Parties informed about the progress of the Project and the Results. A copy of each Party's [monthly][quarterly] OR [annual] report will be circulated to each member of the Steering Committee with the written notice for the relevant meeting.
2.17 Each of the Parties will notify the Project Manager promptly after identifying any Result which it believes to be patentable, and will supply the Project Manager with copies of that Result. Each of the Parties will notify other Results to the Project Manager in the [monthly][quarterly] OR [annual] reports provided under clause 2.16.
2.18 Each Party will, through its representative or his alternate, have one vote in the Steering Committee. Decisions will be taken by a simple majority except where a decision necessitates a change to the Project Plan or a change to the allocation of any funding. In either of those cases, any decision must be unanimous. The chairman will [not] have a casting vote.
2.19 [In addition to his duties under the Funding Conditions,] the Project Manager will:
2.19.1 [be the primary conduit for exchanges of information with the Funding Body];
2.19.2 be responsible to the Steering Committee for the day-to-day management of the Project;
2.19.3 be responsible for the financial administration of the Project [as required by the Funding Conditions];
2.19.4 be responsible for implementing decisions taken by the Steering Committee;
2.19.5 prepare progress reports [as required by the Funding Body;] and
2.19.6 monitor the progress of the Project.
2.20 No additional person may become a party to this Agreement without the written agreement of both all of the Collaborator and the Institution then existing parties to this Agreement [and the Funding Body] and unless the additional person, person and all the Collaborator and the Institution then existing Parties to this Agreement execute a Variation Agreement.
Appears in 1 contract
Sources: Consortium Agreement