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Date: {{ $activationDate }}

RESEARCH AGREEMENT

THIS RESEARCH AGREEMENT (the “Agreement”) is entered into on this {{ $activationDay }}{{ $dateSuffix }} {{ $activationMonth }} {{ $activationYear }} by and between:


ALKEM LABORATORIES LIMITED, a company incorporated under the Companies Act, 1956 and having its registered office at “ALKEM House”, Senapati Bapat Marg, Lower Parel, Mumbai– 400013 (hereinafter called “ALKEM” which expression shall, unless repugnant to the meaning or context hereof, be deemed to include its successors and permitted assigns), of the FIRST PART;


AND


DR. {{ $dr_name }} an Indian habitant and a health care professional, presently residing at {{ $address }} and PAN {{ $pan_no }} (hereinafter referred to as the “INVESTIGATOR” which expression shall, unless repugnant to the meaning or context hereof, be deemed to include his/ her successors and permitted assigns), of the SECOND PART.


ALKEM and INVESTIGATOR are collectively referred to as “Parties” and individually as a “Party”.


WHEREAS,


  1. ALKEM is engaged in the business of manufacturing, marketing, selling, distribution and research and development of pharmaceutical products, nutritional food supplements, dietary supplements, proprietary foods etc. in India and in the international markets.

  2. ALKEM is desirous of engaging the INVESTIGATOR for the clinical research data generated on the basis of patients enrolled for a particular study.

  3. INVESTIGATOR has agreed to act accordingly and may enroll subjects/ patients in the Study as per the study protocol.

NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is acknowledged by the Parties and on the terms and conditions as hereinafter set forth, the Parties agree as follows:


  1. ALKEM hereby engages the INVESTIGATOR for the clinical research data generated through enrolment of {{ $patient_count }} patients with respect to the following clinical study (“Services”):


    2. Name of the Study: {{ $study_description }}


  2. The Agreement shall be effective from {{ $effectiveDay }}{{ $effectivedateSuffix }} {{ $effectiveMonth }} {{ $effectiveYear }} and shall remain valid for 1 (one) year from the Effective Date, unless earlier terminated in accordance with the terms of this Agreement. The Parties may renew the Term for such further periods on such conditions as may be mutually agreed between the Parties.


  3. INVESTIGATOR’S OBLIGATIONS

    • INVESTIGATOR agrees to provide clinical research data as per patient enrolment as agreed hereunder and in compliance with all applicable laws, regulations, and ethical standards.

    • INVESTIGATOR shall ensure that all personnel involved in the Study are qualified and trained.

    • INVESTIGATOR undertakes to comply with all applicable laws, rules and regulations and shall not indulge in any act, which constitutes an offence or a corrupt practice under the Indian laws.

    • INVESTIGATOR shall maintain professional integrity and comply with the applicable guidelines and ensure that taking up ALKEM’s assignment does not in any way come in conflict with any code of conduct as applicable on him/her.

    • INVESTIGATOR shall ensure to obtain the prior written consent of the patient whose personally identifiable information, if any, would be used during the term of the Agreement and also ensure to obtain prior written consent from copyright holder for the use of any copyrighted material.



  • ALKEM’S OBLIGATION

    • ALKEM shall pay fees to the INVESTIGATOR as detailed in Annexure I, subject to deduction of taxes as per applicable laws.

    • ALKEM shall provide to the INVESTIGATOR:

      • Accurate details of the Study and brief the INVESTIGATOR on the Study and Services.

      • Timely support for any queries or issues which the INVESTIGATOR may face for the purposes of providing the Services.

  • REPRESENTATION AND WARRANTY

    INVESTIGATOR hereby represents and warrants that:


    • the execution of this Agreement does not violate or conflict with any applicable laws or with the terms and conditions, agreements, regulations or policies which INVESTIGATOR have agreed with or committed to with a third party or a public or government organisation/ institution as an employee or otherwise.

    • the clinical research data of patients being provided under this Agreement is not identical to or a replica of, the data shared with ALKEM under any other agreement or otherwise in the past.

      • INVESTIGATOR further represents and warrants that he/ she:


    • is free to impart all information provided to ALKEM, as a result of his / her consultations and practice etc. without breach of any confidentiality obligation or otherwise, which he / she may have with any such third party.

    • is not engaged in any interference, infringement or passing off actions with respect to the intellectual property rights and / or proprietary rights or related claim vested in any third party.

    • shall execute, or cause to be executed, all such documents and do, or cause to be done all such acts, deeds and things as may be necessary to give full effect to the purpose of and all provisions of this Agreement.

    • shall obtain the necessary approvals and no objections from the INVESTIGATOR’s concerned employer, if required under the employment terms thereof, permitting to provide Services and/or accept honorarium for Services under this Agreement, if applicable.

    • has informed and shall, during the term of the Agreement, inform ALKEM of any potential or actual conflict of interests that may affect the performance of Services hereunder.

    • shall at all times assist the representatives of ALKEM in collecting all necessary documents in accordance with ALKEM’s policy and applicable laws.

    • shall either by himself/ herself or through its affiliated persons, does not hold any position or control or exercise any ability or influence over any matter that can confer any substantial or undue benefit to ALKEM in its business or in the market segment that it operates in.

    • is not prohibited from conducting the Services; accepting the honorarium and has taken the required approvals and/or made required disclosures to his/ her employer prior to providing the Services.

  • OWNERSHIP RIGHTS

    • INVESTIGATOR confirms that in the course of providing the Services, any and all information, analyses, reports, or ALKEM’s marketed products or products proposed to be marketed by ALKEM, developed, generated or compiled by the INVESTIGATOR “Study Data”, shall be the property of ALKEM and shall be delivered to ALKEM upon request or upon expiry or earlier termination of this Agreement.





  • It is agreed and confirmed between the Parties that ALKEM shall own all intellectual property rights (including without limitation trademarks, copyrights and rights in confidentiality) in the Study Data or otherwise generated, created, developed under or pursuant to this Agreement.

  • The Study Data shall be kept confidential by INVESTIGATOR on the same terms as the Confidential Information as set out below. INVESTIGATOR shall not issue, release or disclose any information concerning the Services provided under this Agreement without prior review and written approval by ALKEM.

  • COMPLIANCE WITH LAW

    • The Parties agree to comply with all such applicable laws and regulations in exercising their rights or performing their obligations under this Agreement including abiding with all anti-bribery laws.

    • INVESTIGATOR acknowledges that conducting the Study and the conditions mentioned under this Agreement are permitted under applicable laws, guidelines and regulations, as amended and updated from time to time. However, in the event of any new laws, guidelines or regulations providing any new clarification which may warrant change/annulment of this Agreement, ALKEM shall be free to do so, in order to abide by the new laws, guidelines or regulations. INVESTIGATOR shall not hold ALKEM liable for any damages, financial or otherwise, which may result because of the above stated reasons.

  • INDEMNITY

    INVESTIGATOR shall indemnify and hold harmless ALKEM and its directors, officers, employees from and against all claims, proceedings, costs and damages suffered by ALKEM arising out of or in connection with the Services provided by the INVESTIGATOR under this Agreement.


  • CONFIDENTIALITY

    • INVESTIGATOR shall be bound to maintain secrecy and confidentiality about all information and particulars shared by ALKEM or otherwise gathered by him/her during the course of this Agreement (collectively, the "Confidential Information").

    • INVESTIGATOR, as the receiving party agrees not to disclose the Confidential Information to any person unless he / she has received prior written authorization from ALKEM. Additionally, upon termination or expiration of this Agreement for any reason or upon the request of ALKEM, he / she shall promptly return to ALKEM all originals and copies of documents or other materials constituting or containing Confidential Information.

    • INVESTIGATOR shall not at any time during or after the termination of this Agreement, divulge, or allow to be divulged, to any person, any Confidential Information of ALKEM.

  • TERMINATION

    This Agreement may be terminated with a written notice of 1 (one) month served by ALKEM upon the INVESTIGATOR. ALKEM shall not be under any obligation to disclose the reasons for such termination to the INVESTIGATOR.


  • CONSEQUENCES OF TERMINATION

    Upon expiry or termination of this Agreement, INVESTIGATOR shall immediately cease to act as INVESTIGATOR under this Agreement and shall forthwith return all the documents and other material in his/ her possession. Upon failure to do so, INVESTIGATOR shall be liable for breach of this Agreement. The expiry or termination of this Agreement shall be without prejudice to any rights, which have already accrued, to either of the Parties under this Agreement.


  • GOVERNING LAW AND DISPUTE RESOLUTION

    The construction, validity and performance of this Agreement shall be governed in all respects by Indian Laws and all disputes and litigation arising in any way out of or affecting this Agreement shall be subject to the exclusive jurisdiction of the court of law at Mumbai, Maharashtra.


    		•



  • MODIFICATIONS

    Any modifications of and amendments to this Agreement shall be effective only if made in writing and signed by duly authorized representatives of both the Parties.


  • AUTHORIZATION OF USE AND DISTRIBUTION

    The INVESTIGATOR hereby grants Alkem and its affiliates the irrevocable, perpetual, worldwide, and royalty-free right to record, use, reproduce, modify, distribute, and publicly display any content created through his/ her participation with ALKEM in any program. This covers all uses, including for marketing, promotion, education, commercial purposes, or any other lawful activity, in any media format, including digital and print, and through any distribution channels. The INVESTIGATOR understands that this consent allows ALKEM to use the content as it sees fit without further compensation. The INVESTIGATOR may withdraw this consent at any time via notice, but such withdrawal will not affect uses of the content made prior to notice.


  • COMMUNICATION CONSENT

    By virtue of this Agreement, the INVESTIGATOR allows ALKEM to reach out to him/ her for any further company-related communications via digital medium.


    • The Parties hereto have duly executed this Agreement as of the date below written.

    ALKEM LABORATORIES LIMITED

    DR.- {{ $dr_name }}

    Sign & Seal :

    sign

    Sign & Seal :       /docusign_sign_here/

    Name : {{ $bu_name }}

    Name : {{ $dr_name }}

    Date : {{ $activationDate }}

    Date :

    ANNEXURE I

    Payment Terms :
    • Fees to be paid to INVESTIGATOR per patient per study is INR {{ $doctor_perpatient_amount }}.
    • The total amount to paid to INVESTIGATOR for this study is INR INR {{ $doctor_amount }}.
    • The amount shall be paid upon completion of the assignment.
    • Payment shall be subject to taxes, as applicable.
    Additional Terms,
    if any