MOU_sample1

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THIS MEMORANDUM OF UNDERSTANDING (MOU) is made this [ ] day of [ ]

2005

BETWEEN

UNIVERSITI SABAH, an institution of higher learning established under the Universities and

University Colleges Act 1971 whose office is at Chancellory Building, Locked Bag No. 2073,

88999 Kota Kinabalu, Sabah (hereinafter referred to as UMS) of one part,whose expression

shall where the context so permits include its successors-in-title and permitted assigns of the other

part.

AND

[ ], a state owned institution of higher education having an address at [

] (hereinafter referred to as [ ]) whose expression shall where the

context so permits include its successors-in-title and permitted assigns of the other part.

UMS and [ ] shall hereafter be collectively referred to as both Parties and reference to

Party shall mean UMS or [ ], as the case may be.

WHEREAS both Parties enter into this MOU to collaborate efforts to establish and develop

academic exchange and co-operation in teaching, training, research and development in

areas as follows:

A. To visit and participate in teaching and research programs;

B. To promote exchange of information and materials of mutual interest;

C. To promote the exchange of scientific materials, publication and information;

D. To promote and facilitate the exchange of research and teaching staff as well as

students;

E. To organize international conferences, cultural and sports ac tivities; and

F. Other forms of co-operation which is to be arranged jointly by both Parties;


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BOTH PARTIES mutually agree to the following:

ARTICLE 1

IMPLEMENTATION

1.1 Both Parties shall establish and develop efforts for purposes of exchange in research,

and commercial program development (including commercial contracts) activities

whenever the opportunity arises.

1.2 Agreements, including, but not limited to commercial contracts made pursuant to

this MOU shall be an integral part of this MOU.

ARTICLE 2

LAWS AND REGULATION

2.1 This MOU is subject to the laws and regulations of their respective countries.

ARTICLE 3

INTELLECTUAL PROPERTY

3.1 Both Parties shall abide by the laws and regulations on intelle ctual property rights of

their respective countries and institutions.

ARTICLE 4

FINANCIAL ARRANGEMENTS

4.1 All expenses including salary, travel, living and varied costs and expenses shall be

determined by the home visitors institution, unless otherwise agreed upon.


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4.2 Any profit arising from this MOU shall be distributed between both Parties the

quantum of which shall be determined by the Parties.

ARTICLE 5

CONFIDENTIALITY

5.1 Both Parties undertake to observe confidentiality towards other Parties not

concerned or connected with this MOU. Any confidential information disclosed to

either Party pursuant to this MOU shall not without prior written consent of the

other Party be disclosed to a third Party or be used for any purpose not expressly

permitted in writing by the other Party.

5.2 The confidentiality provisions apply to all confidential information exchange

including any confidential information exchange in preliminary discussions an d

during negotiations relating to matters within the scope of this MOU.

5.3 For purposes of this MOU, confidential information includes all technical know-

how, financial information and other commercially valuable information in whatever

form including unpatented inventions, trade secrets formulas, graphs, drawings,

designs, tables, flow charts, process charts, biological materials, samples, devices,

models and other materials of whatever description which the disclosing Party

claims is confidential to itself and over which it has full control and include all other

such information that may be in the possession of the disclosing Partys employees

or management.

5.4 The obligation of this confidentiality shall not apply under the following

circumstances:


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a. The Confidential Information was previously known to the Receiving Party

without restriction prior to receipt hereunder as evidenced by the record of

the Receiving Party;

b. The Confidential Information is now or hereafter has become available to the

public in the form of a printed publication or by any other means through no

breach of this MOU;

c. The Confidential Information is subsequently disclosed to the Receiving Party

without restriction by a third Party having lawful right to disclose such

information; and

d. The Confidential Information is required by law to be disclosed.

5.5 Each Party agrees and undertakes that is shall ensure that all the employees, agents

and sub-contractors to whom Confidential Information is divulged are made aware

of and undertake to comply with and comply with the obligations as to the

confidentiality herein contained.

ARTICLE 6

COMMENCEMENT AND DURATION

6.1 This MOU shall commence on the date of its signing and shall remain in effect for a

period of 5 (five) years subject to an annual review, at which both Parties shall by

mutual agreement determine the terms and conditions of any extensions or duration

of this MOU.

6.2 This MOU may be terminated prior to the expiry date by mutual agreement between

both Parties, subject to at least 6 (six) months prior written no tice.


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6.3 Any dispute arising out of the interpretation or implementation of t his MOU shall be

settled amicably by consultation between both Parties in good faith.

ARTICLE 7

RELATIONSHIP BETWEEN THE PARTIES

7.1 This MOU is not intended to be legally binding but it simply expresses the intentions

and understanding between both Parties. This MOU shall form the basis of a

detailed and legally binding agreement to be drafted and executed in the future.

7.2 Any notice relating to this MOU shall be in writing, and shall be sufficiently served in

accordance with Article 8.

ARTICLE 8

NOTICES

8.1 All Notices arising form this MOU shall deemed to have been delivered:

a. in the case of hand delivery, upon written acknowledgement of receipt by an

officer or other duly authorized employee, agent or representative of the

receiving Party;

b. in the case of registered mail, 7 (seven) days after dispatch or upon

acknowledge receipt by the receiving Party, whichever earlier,

c. in the case of facsimile, upon successful completion of the transmission.

8.2 Notices under this MOU shall be addressed to the Parties at the following address:


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For SPECTECH Research group:

Authorized Representative : Chairman

Address : Universiti Sabah

6th

Floor, South Block,

Chancellory Building,

Locked Bag 2073,

88999 Kota Kinabalu,

Tel. No. : 088-320203

Fax. No. : 088-320217

For Faculty of Engineering,

University of

Authorized Representative : Dean

Address : Jakarta 12130

Tel. No. : +

Fax. No.

: +62-21-..

IN WITNESS WHEREOF, the Parties by their authorized agent or representatives have signed

this MOU on this [ ] day of [ ] 2008.


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For UNIVERSITI

VICE-CHANCELLOR )

UNIVERSITI )

)

)

____________________________

Signed in the Presence of :

REGISTRAR )

UNIVERSITI )

) ____________________________

For:

[University] )

)

) ____________________________

Signed in the Presence of :

)

)

) ____________________________

Documents

MOU_sample1