This Research and Development Agreement is between a company and a contractor who will perform research and development services. In this instance the contractor may have particular expertise or equipment that make it better suited to perform the project while the first company may have certain knowledge or market position that is an important component of such research. This agreement sets out the specific terms of the arrangement including the specific services to be provided, the know-how and data which engaging company will provide to contractor and reports and audits contractor will provide to the engaging company. It also sets out the payment arrangements in connection with the services and the ownership of intellectual property rights. It is imperative that this business transaction be memorialized in writing. In the event of misunderstandings, disagreements or litigation, a well-written Research and Development Agreement will prove invaluable.

This Research and Development Agreement contains the following provisions:

• Parties: Sets out the identities of the engaging company and the contractor;
• Business: Brief descriptions of the business of both company and contractor;
• Services: Sets out in specific detail the services the contractor will provide and the product which will be the end result of the research and development process;
• Payment to Contractor: Sets forth how contractor will be paid (monthly, installments or other payment arrangements);
• Materials: Detailed description of the materials the company will provide including company information, data, know-how and processes;
• Reports and Audits: Contractor shall submit written reports to company and also maintain records of all activities undertaken to perform services including cost estimates, production schedules and expense reports;
• Signatures: Both company and contractor must sign the agreement.

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This attorney-prepared packet contains:

1. Information
2. Research and Development Agreement

State Law Compliance: This form complies with the laws of all states