Master Alliance Provisions Guide (MAPGuide)

CARB-X Portfolio Company Agreement Template

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Section B: General Terms and Condition

17. Press Releases

a. Any press release directly relating to CARB-X, or this Project will be coordinated in advance with the Managing Entity. Portfolio Company will provide the CARB-X Communications Team ( and CARB-X Alliance Lead with advance copies of all press releases related to the Project at least five (5) days before release. These requirements shall survive termination or expiry of this Agreement and shall continue in force for two years after the termination or
expiration of this Agreement.

b. All BARDA support shall be acknowledged in all such press releases substantially as follows: “This project has been funded in whole or in part with Federal funds from the Department of Health and Human Services; Office of the Assistant Secretary for Preparedness and Response; Biomedical Advanced Research and Development Authority; Antibacterials Branch, under
Agreement number 75A50122C00028.”

c. See also Attachment 5 (Other Funder Terms and Conditions).

Section C: CARB-X Special Terms and Conditions

Article VI. Intellectual Property

6.01 Portfolio Company Use of the CARB-X Logo

(a) For the limited purposes of the Portfolio Company’s participation in CARB–X relating to the Project, the Portfolio Company shall be permitted to use the following logo (the “Logo”) for the period of the Term (or for a longer period, if agreed between the Parties), subject to the Portfolio Company’s full performance of the terms and conditions of the Agreement and PROVIDED THAT the Portfolio Company shall cease to use the Logo where the conditions set out at subsections (i) and (ii) below apply:

(i) Managing Entity determines, in its sole discretion, that use of the Logo is either no longer accurate or appropriate, in any way misrepresents the Portfolio Company’s participation, or for any reason reflects negatively on Managing Entity or Managing Entity’s other partners, collaborators, sponsors or grantees;; or

(ii) Managing Entity, Funders, or NIAID request that the use of the Logo is discontinued.

(b) Any other use of the CARB-X name, its Logo, service marks or trademarks, or any of its other distinguishable marks, whether registered or not, shall be limited to those granted by the express, written permission of Managing Entity. Those to whom such permission is granted must agree that Managing Entity shall remain the final arbiter of the use of the mark or Logo.

6.02 CARB-X Use of Portfolio Company Logo

The Portfolio Company hereby grants Managing Entity and the institutions represented on the CARB-X Governing Board permission and the right to use the Portfolio Company’s corporate logo (and other artwork as agreed to by the Parties), for presentations, CARB-X internal and external websites, and other reasonable promotional and reporting uses relating to the Project during the Term (or for a longer period, if agreed between the Parties).

Attachment 5: Other Terms and Conditions

Bill and Melinda Gates Foundation (“Foundation”)

PUBLICITY: As a supplement to the requirements detailed in Section B, Article 17 (Press Releases):

Foundation prior approval is required for (a) press releases or other public announcements regarding this Agreement; and (b) any other public use of the Foundation’s name or logo. Portfolio Company must submit advance copies to CARB-X Communications Team ( 5 days before issuance to allow time for CARB-X coordination with Foundation to obtain necessary approvals.

Portfolio Company and Portfolio Company’s subgrantees, subcontractors, contingent workers, agents, or affiliates may not state or otherwise imply to third parties that the Foundation directly funds or otherwise endorses their activities.

Federal Republic of Germany Represented by the Federal Ministry of Education and Research (“BMBF”)

Use of Logo: In the case of publications and public relations measures by the Portfolio Company, e.g. on the internet or at fairs or presentations, the logo of BMBF preceded by the words “SPONSORED BY THE” must be given due prominence. All use of BMBF logo must be coordinated through CARB–X in the normal course of press releases and publications (see Section B, Articles 16-17).