Common use of Visiting Scientists Clause in Contracts

Visiting Scientists. The Parties agree that one or more scientists from Company (each, a “Company Visiting Scientist”) may perform or otherwise participate in Research at Harvard’s facilities, and one or more scientists from Harvard (each, a “Harvard Visiting Scientist”, and together with Company Visiting Scientists, the “Visiting Scientists”) may perform or otherwise participate in Research at Company’s facilities. Company shall provide Harvard with prior written notice of each Company Visiting Scientist that Company intends to have perform or otherwise participate in Research at Harvard’s facilities. Each Visiting Scientist from Company shall execute a Visitor Participation Agreement, in the form attached hereto as Exhibit D), prior to his/her visit. Notwithstanding the terms of the Visitor Participation Agreement or any other provision of this Agreement to the contrary, the Parties hereby agree that if a Company Visiting Scientist conceives and reduces to practice any patentable invention in the performance of the Research Plan during the Term outside of Harvard’s premises and facilities, then he/she shall assign his/her entire right, title and interest in and to such invention to Company. Company shall provide all necessary information and documentation required by the U.S. Department of Homeland Security, if any is required, and shall ensure that its Visiting Scientist has the appropriate visa for his/her visit(s) to Harvard. Each Party will endeavor to apprise the other Party’s Visiting Scientists of any rules, regulations, procedures and policies that may be applicable to the Visiting Scientist’s activities at its facilities. In any event, however, the Visiting Scientist shall comply with all applicable rules, regulations, procedures and policies at all times during the term of this Agreement. Neither Party shall compensate or reimburse the other Party or the other Party’s Visiting Scientist in connection with the Visiting Scientist’s visit(s) under this Agreement. Each Party shall pay and administer all compensation and fringe benefits, if any, due to its Visiting Scientists. Neither Party shall provide housing, meals, travel or any other personal expenses for the other Party’s Visiting Scientists. Instead, all such expenses shall be the responsibility of the Visiting Scientist or his/her employer. Each Party shall provide health insurance for its Visiting Scientists. Each Company Visiting Scientist shall sign and deliver to Harvard, prior to the commencement of his/her visit, the “Acknowledgement of Risk and Release for Non-Harvard Personnel Using Harvard Research and Instructional Laboratory Facilities,” in the form attached hereto as Exhibit E).