MTA Ancillary Agreement: Vanderbilt-Cerulean

Please consult the UBMTA for definitions of ORIGINAL MATERIAL and
RECIPIENT regarding this transfer of the ORIGINAL MATERIAL.

By agreeing to this ancillary agreement, the RECIPIENT acknowledges
the following:

The ORIGINAL MATERIAL may contain Cerulean fluorescent protein, which
is covered by certain issued (7,351,537) and pending patents owned by
the Vanderbilt University.

RECIPIENT understands that the ORIGINAL MATERIAL is experimental in
nature and may have hazardous properties. Vanderbilt University MAKES
NO REPRESENTATIONS AND EXTENDS NO WARRANTIES OF ANY KIND, EITHER
EXPRESSED OR IMPLIED. THERE ARE NO EXPRESS OR IMPLIED WARRANTIES OF
MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR THAT THE USE
OF THE ORIGINAL MATERIAL WILL NOT INFRINGE ANY PATENT, COPYRIGHT,
TRADEMARK, OR OTHER PROPRIETARY RIGHTS.

In the event of any conflict between this Ancillary Agreement and the
UBMTA, this Ancillary Agreement shall take precedence.