Paragraph 7 of the Standard Research Agreement provides that, except as required by 35USC200-212 or obligations resulting from co-mingling of funds, The University retains no rights to patents and inventions which may be the subject of negotiation between THE RESEARCH SPONSOR and the inventor(s) and/or the Wisconsin Alumni Research Foundation (WARF).

This agreement confirms the understanding between THE UNIVERSITY INVESTIGATOR, WARF, and THE RESEARCH SPONSOR that THE RESEARCH SPONSOR shall have an opportunity to acquire exclusive rights in and to any such inventions and/or patents that may result from work sponsored by THE RESEARCH SPONSOR under the subject Standard Research Agreement between The University of Wisconsin and THE RESEARCH SPONSOR. It is also understood that best efforts will be taken to avoid any co-mingling of funds or acts giving rise to obligations under 35USC200-212 in carrying out work under the Standard Research Agreement.

Specifically, THE UNIVERSITY INVESTIGATOR and WARF, by their authorized signatures below, agree that, as to any rights acquired by THE UNIVERSITY INVESTIGATOR, alone or with others working with THE UNIVERSITY INVESTIGATOR under the Standard Research Agreement, under Paragraph 7 of the Standard Research Agreement, THE RESEARCH SPONSOR shall be given an opportunity to negotiate license rights either on an exclusive or nonexclusive basis. THE UNIVERSITY INVESTIGATOR agrees to promptly bring any such inventions to the attention of THE RESEARCH SPONSOR so that steps may be taken to establish patent or other appropriate protection. If, after six (6) months from identification of such invention by THE UNIVERSITY INVESTIGATOR, THE RESEARCH SPONSOR has not expressed an interest or has not, after good faith negotiations by the parties, been able to reach agreement on terms and conditions for acquisition of rights, then rights may be offered to third parties; provided, however, if any terms more favorable than those offered to THE RESEARCH SPONSOR are proposed to a third party, then such more favorable terms shall be offered to THE RESEARCH SPONSOR which shall have a first opportunity to accept a license agreement on such more favorable terms within three (3) months of being offered to THE RESEARCH SPONSOR. THE UNIVERSITY INVESTIGATOR also agrees that anyone assisting in work under the Standard Research Agreement will be first required to agree in writing to the terms and conditions of this Standard Patent Agreement, and a copy of such Standard Patent Agreement in writing will be provided to THE RESEARCH SPONSOR.

ACCEPTED AND AGREED TO:

THE UNIVERSITY INVESTIGATOR	WARF
By: ____________________	By: ____________________
Title: _____________________	Title: _____________________
Date: ________________	Date: ________________

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