For the purposes of these terms and conditions ECACC shall mean the Microbiological Research Authority acting through its operating division “The European Collection of Animal Cell Cultures”.

1. The Recipient hereby confirms that he/she is authorised to receive, for and on behalf of his/her employer, the cell lines itemised overleaf (the “Cell Lines”) and that these terms and conditions shall be binding upon said employer.
2. The Recipient shall use the Cell Lines, and any progeny, derivatives or products thereof (collectively “Derivatives”) for research purposes only. Notwithstanding the foregoing, in no event shall the Cell Lines or Derivatives be directly or indirectly applied to human subjects.
3. Unless otherwise agreed by ECACC, the Cell Lines and Derivatives shall not be incorporated into any service or product for sale, or utilised in the commercial provision or production of any service or product for sale.
4. The Recipient shall not distribute the Cell Lines or Derivatives within their organisation unless the individuals receiving the same are bound by these terms and conditions. The employing organisation of the Recipient shall not distribute the Cell Lines or Derivatives to any affiliated or associated organisations without ECACC’s prior written consent.
5. As between Recipient and ECACC, all rights of ownership over the Cell Lines and Derivatives, and all intellectual property rights subsisting therein, shall vest in ECACC and no licence is granted to the Recipient except that specified in Clause 2.
6. ECACC shall have no liability to the Recipient in the event that the Cell Lines and/or Derivatives infringe any intellectual property right of a third party and all warranties relating thereto whether express or implied, by statute or at common law, are hereby excluded.
7. The Recipient shall indemnify ECACC, and the original depositors of the Cell Lines with ECACC, against all loss, actions, costs, claims, demands, expenses and liabilities which ECACC or the said depositors may incur, either at common law or by statue, in respect of death or personal injury or in respect of any loss or destruction of or damage to property (except to the extent that the foregoing is as a result of any negligence on the part of ECACC) which occurs in connection with the Recipient’s use of the Cell Lines and/or Derivatives (or that of the Recipient’s employer, where the Recipient is an individual).
8. The Recipient shall abide by all applicable governmental and regulatory regulations and guidelines when handling and using the Cell Lines and Derivatives, and shall ensure that he/she, and any colleagues and/or employees handling or using the same, is technically qualified to do so and are not under any restrictions in relation thereto.
9. The Recipient shall indemnify ECACC against any and all loss, actions, costs, claims, demands, expenses and liabilities incurred by ECACC and/or the aforesaid depositors, by reason of any breach of these terms and conditions.
10. In any publication making reference to the Cell Lines and or Derivatives, due acknowledgement shall be given of the source of the Cell Lines (quoting ECACC’s catalogue reference number) and that accurate reference is made to the work of the original depositor.
11. The above terms and conditions shall constitute a contract between ECACC and the Recipient made in England and governed by English law.
12. In addition to the above terms and conditions, ECACC may impose further terms and conditions upon the supply of a particular Cell Line. Should ECACC seek to do so, ECACC shall provide Recipient with details of these additional terms and conditions either upon request for, or receipt of, an order from the Recipient. Such additional terms and conditions shall, upon acceptance by the Recipient, and in addition to those terms and conditions set out above, be deemed to be incorporated into the relevant supply contract.