Contract for cooperation development of rh-Interferonα-2b project
Contract
for cooperation
development of rh-Interferonα-2b
project
Project
Name:
The
research and development of recombinant human Interferon α-2b
(rh-IFNα-2b)
from
yeast system
Party
A:
Shanghai Wanxing Bio-pharmaceutical Company
Party
B:
Fudan
University
Project
Target:
Using
the technology of rh-IFNα-2b
project from Fudan University, finish the medium-size manufacture and all the
pre-clinical studies, apply and acquire formal approval for the clinical trials
of rh-IFNα-2b.
Project
Development Schedule:
|
1.
|
From
the end of May, 1998 to the end of Jun., 1998: finish the preparations
of
medium-size manufacture of rh-IFNα-2b.
|
| Party B shall provide the engineering cells and the development process to Party A. |
|
2.
|
From
Jul., 1998 to the end of Feb., 1999:
|
|
a.
|
Produce
three batches of rh-IFNα-2b
products at the medium-size manufacture
level
|
|
b.
|
Finish
the quality self-control of rh-IFNα-2b
and send the samples to the official institute for the quality review.
|
|
c.
|
Finish
the animal trials
|
|
d.
|
All
the documents shall be ready for the clinical trials
application.
|
Party
B
is responsible for the up-stream works. All the documents for clinical trials
application shall be prepared by Party A under the assisting of Party B. Party
A
shall authorize related institute to finish the animal trials.
The
expenses for the project research and development and the way to pay
Party
A
shall pay Party B 1 million RMB as compensation
for the research and development of rh-IFNα-2b
project at previous stage. The first part, 0.5 million shall be paid when the
contract is signed by both Parties. The second part, 0.5 million shall be paid
at the end of Feb., 1999.
The
expenses for the cooperation stage shall be paid by Party A according to the
need of the project. After the product is on the market, Party B share the
benefit with Party A. The sum that Party A shall pay Party B is 3% of the sale
amount. The beneficial term is 15 years.
The
belongings of the equipments and materials for the project
development
The
equipments, materials and documents bought by the compensation money from Party
A belong to Party B. The equipments, materials and documents bought by Party
A
for the cooperation research and development of the project belong to Party
A.
Confidentiality
Both
Party A and Party B shall keep the information of rh-IFNα-2b
project confidential. It is not allowed to let out to the third Party without
both sides agreements.
The
responsibility for the risk
If
the
project fails due to unconquerable technical difficulties, the responsibility
shall be taken by both sides. It shall be solved by both side negotiations.
Ownership
of the project results
The
project results from the previous stage are owned by Party B. The issued patents
from this project shall be shared by both sides. The non patent results also
are
also shared by both sides, but Party A holds the dominant position.
Breach
of the contract and the compensation for the loss
Due
to
some reasons, the cooperation project has to be terminated, Party A still need
pay Party B all compensation expenses for the previous stage
studies.
Arbitration
The
dispute shall be solved by both side negotiations. If the dispute can not be
solved by both side negotiations, it shall be submitted to Shanghai Arbitration
Commission.
Validity
This
contract is valid when it is signed by Party A and Party B and the term for
the
validity of this contract is from May, 1998 to Feb., 28, 1999.
Party
A:
Shanghai Wanxing Bio-pharmaceutical Company
Date:
Jun., 08, 1998
Party
B:
Fudan University
Date:
Jun., 08, 1998