materials transfer agreement - Melbourne Research - University of ...

2
(c)
(d)
to disclose such information to the recipient Party on a non-confidential
basis;
information which is rightfully known by the recipient Party (as shown by its
written record) prior to the date of disclosure under this Agreement; and
information which is independently developed by an employee of the
recipient Party who has no knowledge of the disclosure under this
Agreement.
Dispute means a dispute between the parties, as referred to in Clause 7.
Intellectual Property means any technical, scientific or intellectual property and
other information whether capable of protection by statute, common law or in
equity including copyright, design rights, trade marks, patents and all rights and
interests of a like nature and any and all papers and documentation relating to
such rights and interests.
Materials includes biological materials, related information and data supplied by
MaterialSupplier as detailed in Schedule 1.
Party means a party to this Agreement.
Research Program has the meaning given in Schedule 1.
Research Program IP means the Intellectual Property which is created,
developed or discovered as a result of conducting the Research Program including
any improvements, derivatives or modifications to the Materials that the University
develops, directly or indirectly while conducting the Research Program or using the
Materials.
Research Period means the period of time between the Commencement Date
and the Completion Date.
1.2 Interpretation:
Headings are for convenience only and do not affect interpretation.
The following rules apply unless the context requires otherwise:
(a)
(b)
(c)
(d)
(e)
(f)
(g)
The singular includes the plural and conversely.
A gender includes all genders.
If a word or phrase is defined, its other grammatical forms have a
corresponding meaning.
A reference to a person, corporation, trust, partnership, unincorporated body
or other entity includes any of them.
A reference to a Clause or Schedule is a reference to a clause of, or a
schedule to, this Agreement.
A reference to an agreement or document (including, without limitation, a
reference to this Agreement) is to the agreement or document as amended,
varied, supplemented, novated or replaced, except to the extent prohibited
by this Agreement or that other agreement or document.
A reference to legislation or to a provision of legislation includes a
modification or re-enactment of it, a legislative provision substituted for it and
a regulation or statutory instrument issued under it.
2. SUPPLY OF THE MATERIALS