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Research Service Agreement

Research Service Agreement Template for Netherlands

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Key Requirements PROMPT example:

Research Service Agreement

"I need a Research Service Agreement for a pharmaceutical company engaging a Dutch university to conduct clinical trials on a new drug compound, with work starting March 2025 and including strict data protection and publication embargo provisions."

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Document background
The Research Service Agreement is essential for organizations engaging in contractual research activities within the Netherlands. This document is typically used when one party (the service provider) agrees to conduct specific research activities for another party (the client) in exchange for compensation. It addresses crucial elements required under Dutch law, including intellectual property rights, data protection under GDPR, confidentiality provisions, and quality standards. The agreement is particularly important in regulated industries and academic collaborations, where clear delineation of rights, responsibilities, and deliverables is essential. It must comply with Dutch civil law requirements while incorporating industry-specific regulations and research integrity standards.
Suggested Sections

1. Parties: Identification and details of the contracting parties

2. Background: Context of the research arrangement and purpose of the agreement

3. Definitions: Definitions of key terms used throughout the agreement

4. Scope of Services: Detailed description of the research services to be provided

5. Term and Timeline: Duration of the agreement and key milestone dates

6. Payment Terms: Financial arrangements, including fees, expenses, and payment schedule

7. Intellectual Property Rights: Ownership and usage rights of research results and pre-existing IP

8. Confidentiality: Protection of confidential information and research data

9. Data Protection: GDPR compliance and data handling requirements

10. Obligations of Service Provider: Responsibilities and commitments of the research provider

11. Obligations of Client: Responsibilities and commitments of the client

12. Research Standards: Quality standards, methodologies, and compliance requirements

13. Publication Rights: Terms regarding publication of research results

14. Warranties and Representations: Standard warranties regarding capacity and capability

15. Limitation of Liability: Limits on liability and indemnification provisions

16. Termination: Conditions for early termination and consequences

17. Force Majeure: Provisions for unforeseen circumstances

18. General Provisions: Standard boilerplate clauses including notices, amendment, and assignment

19. Governing Law and Jurisdiction: Choice of law and dispute resolution mechanisms

Optional Sections

1. Human Subjects Protection: Required when research involves human participants, including ethical guidelines and informed consent

2. Equipment and Facilities: Include when specific research equipment or facilities are provided by either party

3. International Compliance: Required for cross-border research activities

4. Background IP License: Include when parties need to license existing IP for the research

5. Insurance Requirements: Specific insurance obligations beyond standard coverage

6. Quality Assurance: Detailed quality control procedures for regulated industries

7. Security Requirements: Include for sensitive research requiring specific security measures

8. Environmental Compliance: Required for research with environmental impact

9. Subcontracting: Include when portions of research may be subcontracted

Suggested Schedules

1. Schedule 1 - Research Specification: Detailed description of research methodology, objectives, and deliverables

2. Schedule 2 - Price and Payment Schedule: Detailed breakdown of costs, payment milestones, and invoicing procedures

3. Schedule 3 - Timeline and Milestones: Detailed project timeline, key milestones, and delivery dates

4. Schedule 4 - Key Personnel: List of key researchers and their qualifications

5. Schedule 5 - Background IP: Inventory of relevant pre-existing intellectual property

6. Schedule 6 - Technical Requirements: Specific technical specifications and requirements

7. Schedule 7 - Compliance Requirements: Regulatory and ethical compliance requirements

8. Schedule 8 - Data Management Plan: Procedures for data collection, storage, and handling

9. Appendix A - Required Forms: Standard forms and templates to be used during the research

10. Appendix B - Safety Protocols: Safety procedures and emergency protocols

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Linkedin in social icon imageX social icon image
alex.den.21@genieai.co
Relevant legal definitions
Agreement
Background IP
Confidential Information
Client
Deliverables
Effective Date
Foreground IP
Force Majeure Event
Good Research Practice
Intellectual Property Rights
Key Personnel
Materials
Milestones
Personal Data
Project
Research Data
Research Protocol
Research Results
Research Services
Service Provider
Service Fee
Specifications
Term
Third Party
Working Day
Project Manager
Quality Standards
Research Facility
Research Team
Schedule
Technical Information
Background Technology
Completion Date
Data Protection Laws
Improvements
Methodology
Publication
Records
Regulatory Requirements
Site
Study
Test Results
Timeline
Work Product
Clauses
Scope of Services
Payment Terms
Intellectual Property Rights
Confidentiality
Data Protection
Research Standards
Quality Assurance
Publication Rights
Warranties
Liability Limitation
Indemnification
Force Majeure
Term and Termination
Dispute Resolution
Governing Law
Assignment
Subcontracting
Insurance
Compliance with Laws
Record Keeping
Audit Rights
Personnel
Equipment and Materials
Health and Safety
Environmental Compliance
Research Ethics
Change Control
Notices
Amendments
Entire Agreement
Severability
Third Party Rights
Research Timeline
Deliverables
Progress Reports
Background IP License
Research Results
Conflict of Interest
Security Requirements
Export Control
Relevant Industries

Life Sciences

Biotechnology

Pharmaceuticals

Information Technology

Environmental Sciences

Healthcare

Agriculture

Chemical Industry

Engineering

Materials Science

Energy

Social Sciences

Market Research

Medical Devices

Artificial Intelligence

Sustainable Technology

Relevant Teams

Legal

Research & Development

Compliance

Intellectual Property

Business Development

Scientific Affairs

Contract Administration

Quality Assurance

Data Protection

Innovation

Commercial

Grants Administration

Relevant Roles

Research Director

Legal Counsel

Contract Manager

Chief Scientific Officer

Research Project Manager

Head of R&D

Compliance Officer

IP Manager

Business Development Manager

Principal Investigator

Chief Technology Officer

Research Coordinator

Quality Assurance Manager

Data Protection Officer

Innovation Manager

Scientific Director

Research Administrator

Commercial Director

Grant Manager

Industries
Dutch Civil Code (Burgerlijk Wetboek): Primary legislation governing contracts and obligations in the Netherlands, particularly Book 6 on general contract law and Book 7 on specific contracts
General Data Protection Regulation (GDPR): EU regulation on data protection and privacy, crucial for handling research data and personal information
Dutch Personal Data Protection Act (Wet bescherming persoonsgegevens): National implementation of data protection rules, supplementing GDPR
Dutch Copyright Act (Auteurswet): Governs copyright protection for research outputs and creative works
Dutch Patents Act (Rijksoctrooiwet): Regulates patent rights and protection of inventions that may result from research
Higher Education and Research Act (Wet op het hoger onderwijs en wetenschappelijk onderzoek): Relevant if research involves higher education institutions or academic research
Dutch Working Conditions Act (Arbeidsomstandighedenwet): Ensures proper working conditions for researchers and staff involved in the project
Dutch Competition Act (Mededingingswet): Relevant for ensuring research collaboration doesn't violate competition laws
Medical Research Involving Human Subjects Act (WMO): Applicable if the research involves human subjects or medical research
Code of Conduct for Research Integrity: Dutch national guidelines for ensuring research integrity and ethical conduct
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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