Free University Agreement

THIS AGREEMENT

This Agreement is made as of the 1st day of January 2050 (the “Effective Date”), by and between Kite University with its principal place of business at 505 Redwood Road, Apt 22, Pineville, GA 30303 (hereinafter "the University"), and Pharma Innovations with its principal place of business at 654 Tranquil Trail, Apt 11, Peaceful Pines, AZ 98765 (hereinafter "the Company").

ARTICLE 1: PURPOSE

The purpose of this Agreement is to establish the terms for collaboration in the joint research and development (R&D) for a novel medication (the “Project”), where both the University and the Company will contribute resources.

ARTICLE 2: DURATION AND TIMEFRAME

This agreement shall take effect on the Effective Date and will end on December 31, 2060, unless extended in writing or terminated earlier as per the provisions contained herein.

ARTICLE 3: RESPONSIBILITIES AND OBLIGATIONS

Both parties will diligently perform their responsibilities and obligations, set out in detail in a separate Project Plan, throughout the duration of the Project.

ARTICLE 4: FUNDING AND PAYMENT

The funding and payment will follow the scheme detailed in the Budget Proposal annexed herewith. Payment due dates will be advised in the billing plan provided by the University to the Company.

ARTICLE 5: INTELLECTUAL PROPERTY

Any Intellectual Property (IP) generated from the Project will be handled as described in the IP clause, agreed upon by both parties within the scope of this Agreement.

ARTICLE 6: CONFIDENTIALITY

Both Parties agree to keep any sensitive information obtained throughout this Project confidential as further detailed in the Confidentiality clause of this Agreement.

ARTICLE 7: TERMINATION

Either party can terminate this Agreement under certain conditions, set forth in the Termination clause of the Agreement.

ARTICLE 8: GOVERNING LAW AND DISPUTE RESOLUTION

This Agreement will be governed by and construed in accordance with the laws of the state of Georgia. The Parties agree to resolve any dispute arising under this Agreement through Arbitration, as detailed in this Article.

ARTICLE 9: ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the Parties concerning the Project and supersedes all prior understandings, agreements, representations, and warranties.

IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the day and year first above written.

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Layla Chandler, Research Analyst
Kite University

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Nova Brown, Operations Manager
Pharma Innovations

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