This Agreement is made effective as of the date of last signature by and between the University of Bristol, an Institution incorporated by Royal Charter, whose registered address is Senate House, Tyndall Avenue, Bristol, BS8 1TH, United Kingdom (hereinafter referred to as the University) and Institute for New Generation Computer Technology, with offices at Mita Kokusai Building 21F, 1-4-28 Mita, Minato-ku, Tokyo 108, Japan (hereinafter referred to as ICOT).
WITNESSETH:
WHEREAS, ICOT desires research services in accordance with the scope of work outlined within this Agreement; and
WHEREAS, the performance of such research is consistent, compatible and beneficial to the academic role and mission of the University as an institution of higher education; and
WHEREAS, in consideration of the mutual promises and covenants
contained herein, the parties hereto agree as follows:
The University agrees to perform for ICOT the research activities described in Attachment A hereto, under the direction and supervision of Professor David Warren and Dr Steven Gregory, Co-Principal investigators.
This contract shall become effective on date of last signature, and the research shall be completed by March 31, 1994. This contract shall automatically terminate on said date unless subsequent time extension, supplement, addition, continuation or renewal is mutually agreed upon in writing between the parties.
ICOT agrees to compensate the University for the research services performed under this Agreement in the amount of eighteen million (18,000,000) Japanese yen, one-half payable within thirty (30) days after execution of this Agreement, and one-half after receipt of the Report specified in Article 4 and at the same time before the end of March 1994. Payments will be made by bank transfer to the following account:
National Westminster Bank plc Branch Name: Bristol City Office Sort Code: 56 00 05 Account Name: University of Bristol Income Account Account number: 00097616 Quoting reference: To be advised after signing of Agreement.
The University shall provide a detailed REPORT on the research, as outlined in Attachment A.
The University shall request, in writing, approval of ICOT to purchase equipment to become the property of the University with funds provided under this Agreement.
Whilst the University will use all reasonable endeavors to ensure the accuracy of the research performed and any information given, the University makes no warranty, express or implied, as to accuracy and will not be held responsible for any consequence arising out of any inaccuracies or omissions unless such inaccuracies or omissions are the result of negligence on the part of the University or its servants or agents.
The parties agree and declare that the obligations of the University and its employees shall cease upon delivery of the Report and that no liability whatsoever either direct or indirect shall rest upon them for the effects of any product or process that may be produced or adopted by ICOT or any other party, notwithstanding that the formulation of such product or process may be based upon the findings of the PROJECT.
Neither party shall be liable to the other for any death or injury unless it is caused by the negligence of that party or its representatives, nor shall it be liable to the other for any other loss or damage whatsoever unless it is caused by its willful default or that of its agents.
Each party shall perform its respective responsibility, and responsibility will not be transferred to the third party.
The University agrees to assign the copyright (if any) of the REPORT to ICOT for publication and dissemination of information.
Any notice, offer, acceptance, demand, request, consent or other communication required or permitted under this Agreement shall be in writing. A communication shall be deemed to be properly addressed as follows:
| If to the University: Director of Finance The University of Bristol Senate House, Tyndall Avenue, Bristol, BS8 1TH United Kingdom |
If to ICOT: Manager International Relations Department Institute for New Generation Computer Technology Mita Kokusai Building 21F 4--28, Mita 1-chome, Minato--ku, Tokyo 108 Japan |
There are no understanding, agreements, or representations, oral or written, not specified herein regarding this contract. No amendment, consent, or waiver of terms of this contract shall bind either party unless in writing and signed by all parties. Any such amendment, consent, or waiver shall be effective only in the specific instance and for the specific purpose given. The University and ICOT, by the signatures hereto of their authorized representatives, acknowledge having read and understood this contract, and the University and ICOT agree to be bound by its terms and conditions.
In WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above written.
| The University of Bristol | Institute for New Generation Computer Technology |
| By: Mr Derek Allen@@Date Senior Accountant |
By: Mr Hiroichi Hiroshige@@Date Executive Director |