Uniform Biological Material Transfer Agreement – MTA

Definitions

1. PROVIDER: Organization providing the ORIGINAL MATERIAL. The name and address of this party will be specified in an implementing letter.
2. PROVIDER SCIENTIST: The name and address of this party will be specified in an implementing letter.
3. RECIPIENT: Organization receiving the ORIGINAL MATERIAL. The name and address of this party will be specified in an implementing letter.
4. RECIPIENT SCIENTIST: The name and address of this party will be specified in an implementing letter.
5. ORIGINAL MATERIAL: The description of the material being transferred will be specified in an implementing letter.
6. MATERIAL: ORIGINAL MATERIAL, and PROGENY. The MATERIAL shall not include: (a) MODIFICATIONS, or (b) other substances created by the RECIPIENT through the use of the MATERIAL which are not MODIFICATIONS, PROGENY, or UNMODIFIED DERIVATIVES.
7. PROGENY: Unmodified descendant from the MATERIAL, such as virus from virus, cell from cell, or organism from organism, DNA/RNA duplicated by DNA/RNA supplied by the PROVIDER, purified or fractionated subsets of the ORIGINAL MATERIAL.
8. UNMODIFIED DERIVATIVES: Substances created by the RECIPIENT which constitute an unmodified functional subunit or product expressed by the ORIGINAL MATERIAL. Some examples include: proteins expressed by DNA/RNA supplied by the PROVIDER, or monoclonal antibodies secreted by a hybridoma cell line.
9. MODIFICATIONS: Substances created by the RECIPIENT which contain/incorporate the MATERIAL, and UNMODIFIED DERIVATIVES.
10. COMMERCIAL PURPOSES: The sale, lease, license, or other transfer of the MATERIAL or MODIFICATIONS to a for-profit organization. COMMERCIAL PURPOSES shall also include uses of the MATERIAL or MODIFICATIONS by any organization, including RECIPIENT, to perform contract research, to screen compound libraries, to produce or manufacture products for general sale, or to conduct research activities that result in any sale, lease, license, or transfer of the MATERIAL or MODIFICATIONS to a for-profit organization. However, industrially sponsored academic research shall not be considered a use of the MATERIAL or MODIFICATIONS for COMMERCIAL PURPOSES per se, unless any of the above conditions of this definition are met.
11. NONPROFIT ORGANIZATION(S): A university or other institution of higher education or an organization any nonprofit scientific or educational organization qualified under a nonprofit organization statute. As used herein, the term also includes government agencies.

Terms and Conditions of this Agreement

1. The PROVIDER retains ownership of the MATERIAL, including any MATERIAL contained or incorporated in MODIFICATIONS.

2. The RECIPIENT retains ownership of: (a) MODIFICATIONS (except that, the PROVIDER retains ownership rights to the MATERIAL included therein), and (b) those substances created through the use of the MATERIAL or MODIFICATIONS, but which are not PROGENY, UNMODIFIED DERIVATIVES or MODIFICATIONS (i.e., do not contain the ORIGINAL MATERIAL, PROGENY, UNMODIFIED DERIVATIVES). If either 2 (a) or 2 (b) results from the collaborative efforts of the PROVIDER and the RECIPIENT, joint ownership may be negotiated.

a) is to be used solely for teaching and academic research purposes;
b) will not be used in human subjects, in clinical trials, or for diagnostic purposes involving human subjects without the written consent of the PROVIDER;
c) is to be used only at the RECIPIENT organization and only in the RECIPIENT SCIENTIST's laboratory under the direction of the RECIPIENT SCIENTIST or others working under his/her direct supervision;
d) will not be transferred to anyone else outside the RECIPIENT organization without the prior written consent of the PROVIDER.

4. The RECIPIENT and the RECIPIENT SCIENTIST agree to refer to the PROVIDER any request for the MATERIAL from anyone other than those persons working under the RECIPIENT SCIENTIST's direct supervision. To the extent supplies are available, the PROVIDER or the PROVIDER SCIENTIST agrees to make the MATERIAL available, under a separate implementing letter to this Agreement or other agreement having terms consistent with the terms of this Agreement, to other scientists (at least those at NONPROFIT ORGANIZATION(S)) who wish to replicate the RECIPIENT SCIENTIST's research; provided that such other scientists reimburse the PROVIDER for any costs relating to the preparation and distribution of the MATERIAL.

a) The PROVIDER and/or the PROVIDER SCIENTIST shall have the right, without restriction, to distribute substances created by the PROVIDER through the use of the ORIGINAL MATERIAL only if those substances are not PROGENY, UNMODIFIED DERIVATIVES, or MODIFICATIONS.
b) Under a separate implementing letter to this Agreement (or an agreement at least as protective of the PROVIDER's rights), the RECIPIENT and/or the RECIPIENT SCIENTIST may distribute substances created by the RECIPIENT through the use of the ORIGINAL MATERIAL only if those substances are not PROGENY, UNMODIFIED DERIVATIVES, or MODIFICATIONS.
c) The PROVIDER and/or the PROVIDER SCIENTIST shall have the right, without restriction, to distribute MODIFICATIONS to NONPROFIT ORGANIZATION(S) for research and teaching purposes only.
d) The PROVIDER and/or the PROVIDER SCIENTIST shall have the right, without restriction, to distribute MATERIAL for COMMERCIAL PURPOSES. It is recognized by the PROVIDER that such COMMERCIAL PURPOSES may NOT require a commercial license from the RECIPIENT and the RECIPIENT has no obligation to grant a commercial license to its ownership interest in the MATERIAL. Nothing in this paragraph, however, shall prevent the PROVIDER from granting commercial licenses under the PROVIDER's intellectual property rights claiming such MATERIAL, or methods of their manufacture or their use.
e) The RECIPIENT and/or the RECIPIENT SCIENTIST shall have the right, without restriction, to distribute MODIFICATIONS for COMMERCIAL PURPOSES. It is recognized by the RECIPIENT that such COMMERCIAL PURPOSES may NOT require a commercial license from the PROVIDER and the PROVIDER has no obligation to grant a commercial license to its ownership interest in the MATERIAL incorporated in the MODIFICATIONS. Nothing in this paragraph, however, shall prevent the RECIPIENT from granting commercial licenses under the RECIPIENT's intellectual property rights claiming such MODIFICATIONS, or methods of their manufacture or their use.

6. The RECIPIENT acknowledges that the MATERIAL is or may be the subject of a patent application. Except as provided in this Agreement, no express or implied licenses or other rights are provided to the RECIPIENT under any patents, patent applications, trade secrets or other proprietary rights of the PROVIDER, including any altered forms of the MATERIAL made by the PROVIDER. In particular, no express or implied licenses or other rights are provided to use the MATERIAL, MODIFICATIONS, or any related patents of the PROVIDER for COMMERCIAL PURPOSES.

7. If the RECIPIENT desires to use or license the MATERIAL for COMMERCIAL PURPOSES, the RECIPIENT agrees, in advance of such use, to negotiate in good faith with the PROVIDER to establish the terms of a commercial license. It is understood by the RECIPIENT that the PROVIDER shall have no obligation to grant such a license to the RECIPIENT, and may grant exclusive or non-exclusive commercial licenses to others, or sell or assign all or part of the rights in the MATERIAL to any third party(ies), subject to any pre-existing rights held by others and obligations to the Federal Government.

8. If the PROVIDER desires to use or license the MODIFICATIONS for COMMERCIAL PURPOSES, the PROVIDER agrees, in advance of such use, to negotiate in good faith with the RECIPIENT to establish the terms of a commercial license. It is understood by the PROVIDER that the RECIPIENT shall have no obligation to grant such a license to the PROVIDER, and may grant exclusive or non-exclusive commercial licenses to others, or sell or assign all or part of the rights in the MODIFICATIONS to any third party(ies), subject to any pre-existing rights held by others and obligations to theGovernment.

9. The PROVIDER is free to file patent application(s) claiming inventions made by the PROVIDER through the use of the MODIFICATIONS but agrees to notify the RECIPIENT upon filing a patent application claiming MATERIAL or method(s) of manufacture or use(s) of the MATERIAL.

10. The RECIPIENT is free to file patent application(s) claiming inventions made by the RECIPIENT through the use of the MATERIAL but agrees to notify the PROVIDER upon filing a patent application claiming MODIFICATIONS or method(s) of manufacture or use(s) of the MATERIAL.

11. Any MATERIAL delivered pursuant to this Agreement is understood to be experimental in nature and may have hazardous properties. The PROVIDER MAKES NO REPRESENTATIONS AND EXTENDS NO WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED. THERE ARE NO EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR THAT THE USE OF THE MATERIAL WILL NOT INFRINGE ANY PATENT, COPYRIGHT, TRADEMARK, OR OTHER PROPRIETARY RIGHTS.

12. Except to the extent prohibited by law, the RECIPIENT assumes all liability for damages which may arise from its use, storage or disposal of the MATERIAL. The PROVIDER will not be liable to the RECIPIENT for any loss, claim or demand made by the RECIPIENT, or made against the RECIPIENT by any other party, due to or arising from the use of the MATERIAL by the RECIPIENT, except to the extent permitted by law when caused by the gross negligence or willful misconduct of the PROVIDER.

13. This agreement shall not be interpreted to prevent or delay publication of research findings resulting from the use of the MATERIAL or the MODIFICATIONS. The PROVIDER SCIENTIST agrees to provide appropriate acknowledgment of the source of the MODIFICATIONS in all publications. The RECIPIENT SCIENTIST agrees to provide appropriate acknowledgment of the source of the MATERIAL in all publications.

14. The PROVIDER agrees to use the MODIFICATIONS in compliance with all applicable statutes and regulations, including Public Health Service and National Institutes of Health regulations and guidelines such as, for example, those relating to research involving the use of animals or recombinant DNA. The RECIPIENT agrees to use the MATERIAL in compliance with all applicable statutes and regulations, including Public Health Service and National Institutes of Health regulations and guidelines such as, for example, those relating to research involving the use of animals or recombinant DNA.

i) if termination should occur under 15(a), the RECIPIENT shall be bound to the PROVIDER by the least restrictive terms applicable to the MATERIAL obtained from the then-available resources; and
ii) if termination should occur under 15(b) or (d) above, the RECIPIENT will discontinue its use of the MATERIAL and will, upon direction of the PROVIDER, return or destroy any remaining MATERIAL. The RECIPIENT, at its discretion, will also either destroy the MODIFICATIONS or remain bound by the terms of this agreement as they apply to MODIFICATIONS; and
iii) In the event the PROVIDER terminates this Agreement under 15( c) other than for breach of this Agreement or for cause such as an imminent health risk or patent infringement, the PROVIDER will defer the effective date of termination for a period of up to one year, upon request from the RECIPIENT, to permit completion of research in progress. Upon the effective date of termination, or if requested, the deferred effective date of termination, RECIPIENT will discontinue its use of the MATERIAL and will, upon direction of the PROVIDER, return or destroy any remaining MATERIAL. The RECIPIENT, at its discretion, will also either destroy the MODIFICATIONS or remain bound by the terms of this agreement as they apply to MODIFICATIONS.

16.Paragraphs 6, 11 and 12 shall survive termination.

17.The MATERIAL is provided at no cost, or with an optional transmittal fee solely to reimburse the PROVIDER for its preparation and distribution costs. If a fee is requested by the PROVIDER, the amount will be indicated in an implementing letter. Main Text Ends Here.

RECIPIENT: Kangma-Healthcode (Shanghai) Biotech Co. Ltd.
RECIPIENT SCIENTIST: Rongrong Zhan
RECIPIENT ADDRESS: Building 15, Lane 118 Furonghua Road, Shanghai 201321, CHINA
RECIPIENT TEL: 021-58086922
RECIPIENT EMAIL: customer@healthcodon.com

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Protein Factory Rainbow 5-Color Package -OurProteinFactory

Protein Factory Rainbow 5-Color Package

产品编号

PROTN_DCDN6V00001

价格

￥

372.22

类别

规格

1 x 10 mL RXN + 5 x 10 μL DNA

DNA定制

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Title

世界首创分子生物学课件

The world's first synthetic biology courseware

彩虹5色蛋白合成套装包含5色荧光蛋白，DNA，RNA，Proteinn 3D模型。

Rainbow 5-color protein synthesis package contains 5-color fluorescent proteins, DNA, RNA, Proteinn 3D model.

培养21世纪现代生物学科学家

Cultivate the 21st century modern biology scientists

世界上第一个DNA-to-Protein (D2P) 技术

World First DNA-to-Protein (D2P) Technology

Transcription
Translation
Protein

超过42项专利赋予的D2P技术，把整个中心法则囊括于内，是世界上唯一的直接从ng级DNA合成mg级蛋白质的技术。

With over 42 patents, the full Central Dogma recapitulated inside, ProteinFactory is world only technology to amplify ng DNA into mg Protein.

生物界基本法则

Fundamental laws of biology

遗传法则

Genetic Code

蛋白质工厂

Protein Factory 1.0

更简单省时

Simpler and

time-saving
更高得率

High rate

更有活性

More active
高通量兼容性

High throughput

compatibility

世界最高效之蛋白质合成系统

World Most Efficient Protein Synthesis System

Protein

Factory

VER 1.0

蛋白质工厂是一种复制-转录-翻译偶联的体外蛋白质合成体系，包含DNA扩增、 mRNA转录和蛋白质翻译必需的全部组分。

Protein Factory is an in vitro protein synthesis system with coupled duplication-transcription-translation reactions, containing all necessary components of DNA duplication, mRNA transcription and protein translation.

全新D2P专利技术

仅需要加入水和DNA

Only need to add H2O and DNA

用全新的D2P科技，蛋白质工厂能够快速、简便、高通量地生产mg级的，生物活性的蛋白质。

Powered by patented D2P technology, first in history, ProteinFactory can rapidly, simply and in a high-throughput way to generate miligrams of biofunctional proteins.

解决复杂的蛋白质合成难题

Resolve Challenges of Protein Systhesis

产品基于真核细胞，对于合成糖基化/去糖基化、抗体和细胞因子等复杂蛋白更有优势。

The products are based on eukaryotic cells and have advantages in challenging proteins such as glycosylation/deglycosylation, antibodies, cytokines, etc.

更快速

SUPER FAST

2-3 Hours

Room Temperture

蛋白质工厂包含mRNA转录和蛋白质合成必需的所有组分，只需将DNA模板、反应缓冲液和真核细胞提取物混合，置于室温（20 - 30℃）条件下1-2小时，就能得到目标蛋白，不需要复杂操作和其他设备的辅助，为使用者节省大量时间和精力。

Protein Factory encompasses the full elements for mRNA transcription and protein translation. Just add DNA template, buffer to the product powder, at room temperature (20 - 30℃) , 1 to 2 hours, the target protein will be made. No complicated operations or auxiliary equipment required, save your time and energy.

更有活性

More active

蛋白质工厂试剂盒基于真核细胞，表达的具有生物学活性的蛋白质种类更多，对于合成糖基化/去糖基化蛋白质、抗体、细胞因子、膜蛋白和大分子蛋白质复合物等复杂蛋白更具优势。

ProteinFactory is based on eukaryotic cells, can express biologically active and well-folded proteins with more advantages, including glycosylated/deglycosylated proteins, antibodies, cytokines, membrane proteins, protein complexes and other complicated proteins.