(TRANSLATION) Collaborative Research Agreement (Draft) The University of [ ] (the “University”) and [Company Name] (the “Collaborator”) enter into this Collaborative Research Agreement (this “Agreement”) to conduct the collaborative research (the “Collaborative Research”) set out in the Agreement Particulars as follows. (Agreement Particulars) 1. Research Title: 2. Research Purpose: 3. Research Description: 4. Researchers Name Department / Title Role in the Research The The Dispatch of Personnel Y or N 5. Place of Research: 6. Research Period: From _ [MM/DD/YYYY] through [MM/DD/YYYY] 7. Payment of Research Expenses Research Expenses The ¥ [ ] The ¥ [ ] Total ¥ [ ] ¥ [ ] 8. Facility and Equipment Facility Name Equipment Name Specifications Qty The The 9. Period for Confidentiality Obligations regarding Know-How: Until [ ] years after the day immediately following the completion date of the Collaborative Research (or where the research period continues for more than one year, the end of each fiscal year) 10. Period of general Confidentiality Obligations: Until [ ] years after the day immediately following the completion date of the Collaborative Research (or where the research period continues for more than one year, the end of each fiscal year)
11.Ownership of Intellectual Property Rights Relating to Research Results The ― The Sole Ownership (Article 13) 12.The Parties’ rights to the Research Results (including licenses, options) The Royalty-free non-exclusive license for research purposes (Article 15) The Right to implement/license (Article 14, Article 15) (NO FURTHER TEXT ON THIS PAGE)
and the use of the Know-How. Article 2 (Research Title, Etc.) The University and the Collaborator shall conduct the collaborative research set forth in Paragraphs 1 to 3 of the Agreement Particulars (the “Collaborative Research”). Article 3 (Research Period) The research period of the Collaborative Research shall be as set forth in Paragraph 6 of the Agreement Particulars. Article 4 (Researchers) 1. The University and the Collaborator shall each assign the person set forth in Paragraph 4 of the Agreement Particulars as the participants in the Collaborative Research. 2. The University shall accept the Collaborator’s researchers, whom the Collaborator desires to engage in the Collaborative Research in a laboratory of the University as collaborative researchers. 3. The University or the Collaborator may change, add to, or remove the researchers set forth in Article 4.1 with the prior consent of the other party. Article 5 (Allocation and Payment of Research Expenses) 1. The University shall bear the research expenses set forth in Paragraph 7 of the Agreement Particulars, and the Collaborator shall bear the research costs [and research fee] set forth in Paragraph 7 of the Agreement Particulars, respectively. 2. The Collaborator must pay the research expenses [and research fee] set forth in Paragraph 7 of the Agreement Particulars in accordance with the invoice issued by the University by the due date of payment specified in the relevant invoice. 3. If the Collaborator fails to pay the research expenses [and research fee] by the prescribed due date of payment, the Collaborator shall additionally pay delay charges at the rate of five percent (5%) per annum for the outstanding amount on a daily pro-rata basis covering the period from and including the day immediately following the due date for payment up to and including the day of actual payment. Article 6 (Accounting) 1. The accounting procedures for the research expenses set forth in Article 5 shall be conducted by the University. 2. The Collaborator may request the University allows for the inspection of the accounting documents relating to this Agreement. If the Collaborator makes such request for inspection, the University must comply with the same. Provided, however, that if any information of a third party will be disclosed as a result of the inspection or copying of such accounting documents, the