for scientific and technical cooperation between

Agreement

for scientific and technical cooperation between

Miaowang Biotechnology Limited Company, China

and Institute of Cell Biophysics, Russian Academy of Sciences, Russia

…………………………………..2012 г

Federal official body of science Institute of Cell Biophysics, Russian Academy of Sciences (ICB RAS), hereinafter referred to as " ICB RAS ", represented by Director, Corresponding Member of RAS, Professor Eugene Eugenievich Fesenko, acting in accordance with the Charter of the ICB RAS, on the one hand, and Miaowang Biotechnology Limited Company, city of Changsha, China, hereinafter referred to as «Miaowang Biotech. Ltd Co», in the person of Director of Miaowang Biotechnology Limited Company, Zhiyuan Zhao, acting under the Charter Miaowang Biotechnology Limited Company, collectively referred to as the" Parties ", entered into this Agreement as follows:

1. General Terms

1.1. This agreement is to promote cooperation in science and technology between the ICB RAS and Miaowang Biotech. Ltd Co.

2. Object of the Agreement

2.1. The subject of this Agreement is the cooperation of the Parties in the field: the development and improvement of science and technology;

2.2. To achieve these goals and objectives of the parties agree to use various forms of joint activities, including:

a) the establishment of joint research groups to conduct research on the overall scientific direction in order to achieve scientific and technological world-class results in the field of cryobiology;

b) the attraction of employees ICB RAS to carry out fundamental and applied research and development Miaowang Biotech. Ltd Co.

c) the attraction of employees Miaowang Biotech. Ltd Co to ​​carry out research and applications ICB RAS;

d) development of joint research projects, joint participation in competitions for grants: Russian Foundation for Basic Research, international funds, and others

d) the formation of joint innovation projects, joint participation in the Russian and international exhibitions;

2.3. The main biophysical, biotechnological and other conditions of the operations that are the subject of the Agreement, will be determined by scientific plans of the Parties.

3. The principles of cooperation

3.1. This Agreement defines the basic principles and directions of cooperation based on reciprocity and does not involve financial obligations and settlement between the Parties. If necessary, such commitments and settlements are determined by additional agreements between the parties.

3.2. This Agreement does not impose any financial obligation on each party. In a joint work, the Parties shall not be liable for the obligations of each other.

3.3. For scientific work under this Agreement, the Parties commit themselves to attracting their own workers a priority;

3.4. The parties commit themselves to strive together to raise funds (training grants, business contracts, etc.) as well as for other material and technical means to achieve the objectives of this Agreement.

3.5. The relationship between the parties are built on the basis of this Agreement, joint projects, grants and contracts, if necessary, on the basis of agreements of civil nature.

3.3. Responsible for implementation of this Agreement are:

ICB RAS – ICB RAS's Senior Research Fellow, PhD, AA Andreev;

by Miaowang Biotech. Ltd Co - Director Miaowang Biotechnology Limited Company - Zhao Zhiyuan

4. Commitments of the parties

4.1. The Parties undertake:

- to take part in the solution of scientific and technical issues of mutual interest;

- to promote the conclusion of the joint government contracts, grants to perform research and development;

- ensure that scientists on both sides with necessary information to carry out research programs and joint research;

- the exchange of results of joint research in areas of interest to both Parties;

- the results of joint research discussed at scientific seminars and joint publications used by mutual agreement of the Parties;

- implement the legal protection of intellectual activity results obtained during the execution of joint civil-legal agreements;

- not to disclose confidential information about the joint activities;

- to take into account interests of the parties in addressing issues related to commercial realization of scientific results obtained during the implementation of joint projects on the basis of agreements concluded between the Parties;

- do not damage the economic and moral interests of the parties.

5. Rights to results of the work

Under the rights to the results of (scientific and technical activities) means:

- exclusive rights to inventions, utility models, industrial designs, selection achievements, integrated circuits, software for electronic computers, data bases;

- right to the results of scientific and technological activities in the protected mode of trade secrets, including a potentially patentable technical solutions and production secrets (know-how).

The rights to the results of scientific and technological activities, obtained by the Parties independently of each other or independently acquired belong to each of the Parties.

The use of results of joint research and other information obtained in carrying out scientific research, as well as issues related to the distribution of intellectual property rights and patenting will be agreed by the Parties, separately in each case by concluding bilateral agreements.

6. Other conditions

This Agreement shall come into force from the date of its signing and is valid for five (5) years.

The Parties shall inform each other promptly of any material changes that affect the execution of this Agreement.

The agreement may be extended, modified or terminated by mutual consent. On the decision to terminate the Agreement Party shall make known the other Party a official letter.

Agreement is in Russian, English and Chinese language in two copies, one copy for each party.

7. Juridical addresses parties

The Federal State Institution of Science Institute of Cell Biophysics Russian Academy of Sciences (ICB RAS)

142290, Pushchino, st. Institutskaya, 3

tel., (4967) 05.09.33, Fax: [phone] e-mail: [e-mail]

From the Federal State Institution of Science Institute of Cell Biophysics,

Russian Academy of Sciences (RAS CSI)

Director, Professor, Corresponding Member. Academy of Sciences

___________________ EE Fesenko

Miaowang Biotechnology Limited Company

410 006 No.421, Fenglingst Road, Changsha, Hunan Province, China

Tel. [phone], Fax. [phone]

e-mail: [e-mail]

From Miaowang Biotechnology Limited Company

Director Miaowang Biotechnology Limited Company

_____________________Zhao Zhiyuan

Дата добавления: 2015-11-04