Document e1MOkXMQe90e8bD8xJX1N7bb4

July 26, 1949 Dr*. S . Lenher, " ' \ 1- . I . Du Pont de Nemours and Co., Du Pont Building, Wilmington 98, Delaware. ' ' ' ' " . Dear Doctor Lenher: : At long last I have been able to put together the terms of an agreement, which, so far as I am able to see> covers the situation presented by the relationships of this Laboratory and your Company in an adequate manner. I send you four copies of this as I have drawn it up, with the idea that you will have an opportunity to present it to several of your associates for consideration, but not necessarily with the idea that the document is ready for execution by your people in its present form. I have not consulted an attorney in drawing up the agreement nor have I submitted it to be passed on by the University authorities* It seemed probable to me that your people would wish to look at it rather carefully and perhaps to change its phraseology in spots, or, perhaps, even to make certain additions or deletions. It seems a reasonable expression of my attitude and that of the University, and therefore I am quite confident that any changes which do not violate the rights of the University in the matter will meet with formal approval of the Board of Directors of the University. I have Included certain specific sums, In relation to the program of fundamental research, on the basis of my own feeling as to what might well be an appropriate share of your Company^ interest In a program of fundamental research which we have planned in skeleton outline, and which we think will cost very nearly $100,000.00 per year to carry on. You may want more details on this matter, and I should be prepared to supply them in due course. Perhaps it will suffice at this time to say that I have set aside a sizable space in whichi at present, we are planning to Install a large respiratory chamber. The design of this has been worked out, and the details of it are in process of being engineered., I trust we shall have it well under way In construction by .September 1, although it appears that there may be some delay in the delivery of certain items of necessary material; This room is planned to be of suffi cient size to house one or more experimental subjects during seven hours of the 8-hour working day, during which time the subject will carry on office work or simple laboratory work. The r o o m l s ' equipped with a lock, in which there will he a double locker and a shower. Into this room we expect to Introduce an atmosphere 0003220 Dr. S. Lenher - (5) * July 2(3, 1949 to be defrayed, as they are at the present time, on the basis of a quarterly invoice for services rendered I see no other vay in which items of this sort can be handled without a certain amount of lost motion on your part and ours. Present practice has been satisfactory from our viewpoint, and it has been advantageous, in that it has permitted your people to have a considerable latitude and flexibility. It so happens that I shall be out of Cincinnati on a trip that combines professional activities with a vacation, from August 1 , until August 22 or therabouts. For this reason if there should * be any points in the present agreement which create serious obstacles it might do ju3t as well if you were to telephone me on Thursday or Friday of thi3 week. On the other hand, if the agreement is essentially satisfactory, I would suggest that you draw it up in what would seen to you to be a final form, have It executed at your end and then forward it to. my office. On my return I shall have it dealt irith by the Board as promptly as possible, with the idea of having it dated at or near September 1. I regret that I have been delayed so long in bringing this matter to its present state, but I. dare say.you will realize that the past several weeks since I last saw you have been rather hectic. As a matter of fact, there have been so many small difficulties in connection with the completion of our new Laboratory wing, that I shall be very 3low indeed in considering any further physical expansion of our facilities. With kindest personal regards, Cordially yours, BAK ef Enc. Bober t 'A. 'ienoe, 'M D * , / - 0003221 ACaBE^NEERr sjade this firstday of SoptoRbes* XS&9# bstvcen B. I* m ?om m m m w s m > z o w m z * a m n m & t i m . oa^mxzo m & cl&ting mer tbo Xsvs ci* iho Slai of Pelavamo, vita ita principal place of business at Vilatatston* Xtelawore hoveUsafter c&Xlc "EuPcut,n aad ta miwszTn <S zXMZmmt* CiacoaMtl orno, heroia* aftor calic "tiw University i* ii n i 2 s s s h VlIiStiS ibe Ualvoidtp bas a uait S* ei^aoiae rcseareh liaewn os tv? Eettcriag aabomtory iheidcarter calic th '` A b o m t o r y 1*)# vhicfc bas liod bs-oa oe x p c v t m m la t bygiottic pisblaa rclaung to tho mmifactute* distribuiion aadt uoe of tetsoatayl lea on otte* causaical pi-ouoto associatoci vith tetraet&srl Xco ia tij prepasatim of an.i-Ueicaaat proucts foe use la noter fuels# and oleo ta iaciliuo for ta caouot I" f l M aveotlsatlona ass fundasaeaial .scalca la -elatlon to thea i^glecio probi# and bii;BAS # bufoat.dee1res to aval! itsolf of professiooal ad vico aad &uldaao, fresa tiae to ti# la Ui uld-e&aid i^eieai- m i t ere, aal wisiroo i.o o&ll ypoa Oie &al*0 2'atos<y# froa timo t u b o # for analptioal m oUser iaveatigative eta diagnosti services, and Sus-iSer vie&eo to support aa& mintala fuesamuial resoarcb as to tbe pbdology aa tossioXogy of the absopriioa of leod coeapoua bp auinan blas, xs cf ti ftm'iii* w m x s m m . m z m r m c e t ro:Tii, il il aissn . (X) lue leboi-auary sitali givo advice cui asolatane, vlthla l liait of ito facilitiez and la coapatibility vita ita prsent eoatraetuai and profiena! 'sr.>oiiblIitis# and hall K? 0003222 N6526.01 / -f / 2* conduci picnic invcstigatIona .la tic saaufaotarigg pianta 02? a th n o i a or operatlos o r Ou reni to m ag Gt upoa eia-renily && fo n o ibi and &imble ttsstt hall b ' {2i l Laboratori almi! carry ut etcaree and.investi- Lattone osa tao pijyelQlGgy and tOKlcologjr et lead accorpile in . accodano vith a program# iba scope and approx issate cast of vhicb* as Urnae relate to Uu Pont* c M X l b subjeot to a g r m t afc nter vals or co y m r or a w i bat noi leso* ruoti tudios oa& lavestig&tieas citali &o carriod out nitida, tfe limita of tm a vailabi fcilities of u*& iabomto?,|p* bui *-1 furtila* faciliti i o 1cjuired i n o rd c r to apio ? iti b e n i fcnovn m tb c tS s and pro cecui'o o r io - en l a r g o t i c s c o p o o t i c i n v e s t i g a t i v e pro gno si* th rie. and ixe facili "ics Esay bo amplific ut tao pene or Da Pont by trainai agrment of ~>..u partim sbercio* O ) ;he &verni ty s&all bave full and complete re s po n s i** .iiiiy o' servios raadered enfi carpite ofaae-go ot planning and co n d u ci .Lag th . i n v e s t i r t i ve program # and a l l s c l e r e o i l o s t a f f or tic Laboratori eogaged la suca aettviiioe bali be at all titses .tacer i t a s o le s u p e rvis i n and cout s o l* C^) ih Laboratori d a l l bato tbo righi to dissesnate l'or th pulsile gaos th inforsmtieo atotaUMd fcy ito ot observaiions and investigalo* f) la ih conduci. of ite verte under- tu agreement-# Use Laboratory agre! iaj lo preparo f u l l and com plete re po rta o f e l a in ve s * tigationa* m to previde comprehensivo reporte 013 long* tara, &v e s t I g n i losas# i n ae o o rd a n co vitti t h p r o g r e s s o f th vo ris and# i n any case# u t aam aal interm i o . . f. (b) To furnish the manuscrixito of all public reports and scientific publications of investigative vork under this agreement to Du .out fox* crl licit and suggestion# prior to tijoir issuance* icj To maintain as confidential all trade inforsiation given .it confidentially by Du Pent in eeekifsg advice and assistance and. ;s' providing, ccasoereial or cpcwetieottl or- bac^gr-otsnS for hygienic investigations* idj To realtor ooaplet accounts at regular intervals asjd in any case annually* of all receipts f-o b Du .Pent# and of all eK-pendilures saade la tb prosecution of th vor& agreed upon. . ioj To Ila.lt its csRpeaditure in tae prosecution of the oerk uacier this a&reoaeat over any speoifled period not loss tt sn ,} year in duration# so as nos to ex a mta&ily agreed upon for use during the specified period if; io , " *uek* ay sutss renaining ai th end of th specifici peried or e u texoimiio& of itile i^roeiaent ai- to oppio ihea as instructcd by Do Font. ('.'.} The nause of th Oniversi ty or of th laboratori or of aay neta&es*# affi cor- or caployee of th University or Laboratori oliali not bc used in a&y advertising matte? ut asy tics durine th progress of th warfe or tboreafi?* ' (7; Dcpoyts of ti Lahoratory soicntlfle publicatlens or pi-jctoetatic copie ti-sereof* m y he uoed by Du ioni ae cvideac of facto atabilened by th vari*. . (8) The tei of tiri agreement siali ccraaonoc on reptesaber , 19&9? and diali terminate e Xtomnbor 31# 194;# provided * honovar# tbat said tona ubali he xeneved auteacatioally ai that tiei and fresa. et 0003224 m- - V * year la year thereafter, vi ih each s*a<3ifications a the parties easy agree upon in vritiag, unless either party hereto aliali, at least three D ) awnths prior to assy assagai xmivereary Cate, gite u r l t t m notice to the other party of its snteotloa to taarnt&aui the soee at the u n d o f such anniversary * C2) *2 sorvio m of consultation -assi assistance referred to in paragraph I of this agr@e*sifc shall fee rendered to 2>u Font at their cost to the Laboratory, as detertesac by conventional accounting ^pooedm*e, based upon the applicable proportion of the cssspeasatim of individuals rendering suoli service, plus traveling expense vben incurred, plus to pertinent overhead expense at t m operation of the laboratory* Itemized accounts of the coat of such r.<?ivice all bo furnished to Du Font at Quarterly intervals - ( lv ; t h e c o a t o f the progrsa of physiological ansi' toxi* ' l o g i c a l i n v e s t i g a t i o n , referred to i n xaia-gra p u 2 of t h i s a gre c o &u t jr not exceed -llrv-r r .;durili,/ ts period enslag INscscohcr 31, no s* v> > , Ahi.ov d u rin g t h e y e a r t l i i c l i a t i a t i o a o f co po n &l t e r e s on tho pati of the ftoratory Cor the purposes of comlucilng this vork under this agreesaeaf shall continuo mitcmticaXXy until the , agreest shall have boon saodified in ite t-enas in aocor&inae v u n paragraph 2, or until it elmi! m m been t M & a o t e d T m sua of snail be payable at the jus oS execution of this agree* neat. thereafter the proportional sua due under the terns of this aerecneat shall be paid in ad vesce'at the beginning of ash Quarter of the year*. ., Clli This agrecaeas m y not be assigned, in vugIg or in part, by either party, without the written constat of the.other party M* I. Bu Font e ei&ours &n co* W L w l t f o* dacteoatl 'Hu?m*g& its Boentt'or Bireotoi** Sg-- ... Cisaii-eau vTerE