IPR

Model Agreements

    

By: Dr. Frederic Erbisch, Director (Retired), Office of Intellectual Property, Michigan State University, USA

   

 

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ARTICLE 11 - INDEPENDENT CONTRACTOR

11.1  Recipient shall be deemed to be and shall be an independent contractor and as such Recipient shall not be entitled to any benefits applicable to employees of Sponsor.

11.2  The parties acknowledges that neither of their employees are employees of the other party and that employees of one party are not eligible to participate in any employee benefit plans of the other party. The parties further acknowledge that neither party nor any of its employees are eligible to participate in any such benefit plans even if it is later determined that any of its employees’ status during the period of this Agreement was that of an employee of the other party. In addition, the parties waive any claims that they may have under the terms of any such benefit plans or under any law for participation in or benefits under any of the other party’s  benefit plans.

11.3  Neither party is authorized or empowered to act as agent for the other for any purpose and shall not on behalf of the other enter into any contract, warranty or representation as to any matter. Neither shall be bound by the acts or conduct of the other.

 

 

 
 

ARTICLE 12 - INSURANCE AND INDEMNIFICATION

12.1  Recipient warrants and represents that Recipient has adequate liability insurance in amounts not less than ___________________ and workers compensation insurance of statutory levels, such protection being applicable to officers, employees, and agents while acting within the scope of their employment by Recipient. Recipient has no liability insurance policy as such that can extend protection to any other person.

12.2  Each party hereby assumes any and all risks of personal injury and property damage attributable to the negligent acts or omissions of that party and the officers, employees, and agents thereof.

 		 

 

 
 

ARTICLE 13 - GOVERNING LAW

This Agreement shall be governed and construed in accordance with the laws of __________________________ and shall be constructed under the laws of __________.

 		 

 

 
 

ARTICLE 14 - ASSIGNMENT

14.1   Except as provided in Article 14.2, this Agreement shall not be assigned by either party without the prior written consent of the parties hereto.

14.2   This Agreement is not assignable by either party to this Agreement

 		 

 

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