Exhibit 10.63
RESEARCH COLLABORATION AGREEMENT
— INVENTIONS AND MATERIALS —
This Agreement, effective as of September 21, 2005 (the “Effective Date”), is between the University of
Massachusetts Lowell (“UML” or “Institution”), a public institution of higher education of the Commonwealth of
Massachusetts, and MFIC Corporation, a Delaware corporation (“Sponsor”),
WHEREAS: UML has identified Sponsor’s proprietary Microfluidizer® processor and Microfluidizer®
Mixer/Reactor technology as a potentially important sizing and reaction process component to its
nanomanufacturing initiative,
WHEREAS: UML desires to evaluate this premise via research and development using Microfluidizer
equipment,
WHEREAS: MIFC desires to evaluate their Microfluidizer® materials processor and Microfluidizer®
Mixer/Reactor technologies for nanomanufacturing opportunities,
THEN: Institution and Sponsor hereby agree to this Research Collaboration Agreement as defined by
the following terms:
1. Definitions .
1.1. “ Confidential Information ” means confidential or proprietary information furnished by one party
(the “Disclosing Party”) to the other party (the “Receiving Party”) in connection with the performance of the
Research Project, provided that the information is specifically designated as confidential. Confidential Information
includes, without limitation, trade secrets, know-how, inventions, technical data or specifications, testing methods,
and research and development activities.1.2. “ Indemnitees ” means either Institution and its trustees, officers,
faculty, students, employees, and agents and their respective successors, heirs and assigns of Sponsor and its
directors, officers, employees, and agents and their respective successors, heirs and assigns.
1.3. “ Inventions ” means any potentially patentable or copyrightable innovation based on the
Research Results, which is conceived during the term of this Agreement by employees of Institution or Spo