Centre for Australian National Biodiversity Research

AGREEMENT

for the establishment and operation of the

CENTRE FOR PLANT BIODIVERSITY RESEARCH

and AUSTRALIAN NATIONAL HERBARIUM

between the Director of National Parks and Wildlife and

Commonwealth Scientific and Industrial Research Organisation

THIS AGREEMENT is made on 22 November 1993

BETWEEN

THE DIRECTOR OF NATIONAL PARKS AND WILDLIFE, a body corporate established by the National Parks and Wildlife Conservation Act, 1975 ("NPWS")

AND

COMMONWEALTH SCIENTIFIC AND INDUSTRIAL RESEARCH ORGANISATION, a body corporate established by the Science and Industry Research Act, 1949 ("CSIRO")

WHEREAS:

A. The Parties wish to establish an unincorporated joint venture to encourage and pursue the performance of co-operative research in the field of plant biodiversity and to create an enhanced herbarium capability.

B. The Parties have agreed to carry out the joint venture under the name "The Centre for Plant Biodiversity Research and Australian National Herbarium".

C. The Parties have agreed between themselves that the activities of the Centre are to be regulated upon the terms and conditions set out in this Agreement.

NOW IT IS AGREED AS FOLLOWS:

Table of Provisions

Title page, introduction and signature blocks

Part A: Introduction

1. Definitions and Interpretation

Part B: Establishing the Centre

2. Establishment of Joint Venture
3. Objectives of the Centre
4. Major Covenants
5. Term of the Centre
6. Location of Activities and Access

Part C: Organising the Centre

7. Management Structure
8. Composition of the Board
9. Functions and Powers of the Board
10. Director
11. Deputy Director
12. Secretary
13. Advisory Committee
14. Executive Committee

Part D: Managing the Resources

15. Budgeting
16. Contributions
17. Centre Agent and Account
18. Separate Accounting of the Parties
19. Assets

Part E: Research and Training

20. Programs
21. Seconded Personnel

Part F: Outcomes and Results

22. Background Intellectual Property
23. Centre Intellectual Property
24. Commercialisation of Centre Intellectual Property
25. Equity in the Centre

Part G: Protecting the Research

26. Confidentiality
27. Publications and Public Announcements

Part H: Allocation of Risk

28. Mutual Indemnities
29. Insurance

Part I: Changing or Terminating the Relationship

30. Retirement and Expulsion
31. Assignment
32. New Members
33. Termination
34. Sub-contracting
35. Change of Status

Part J: Conflicts and Differences of Opinion

36. Conflict of Interest
37. Settlement of Disputes
38. Arbitration

Part K: Other Matters

39. Force Majeure
40. Clause Severance
41. Waiver
42. Governing Law
43. Notices
44. Entire Agreement
45. Amendments

Table of Schedules

Schedule A Contributions
Schedule B Premises and Equipment
Schedule C Seconded Personnel
Schedule D Activities and Programs
Schedule E Budgets
Schedule F Performance Indicators

IN WITNESS WHEREOF the Parties have executed this Agreement on the date set out above.

SIGNED for and on behalf of     )
THE DIRECTOR OF NATIONAL        )
PARKS AND WILDLIFE by its duly  )
authorised officer              )
                                )
Dr Peter Bridgewater            )
                                )
in the presence of              )
				
____________________            )
                                )
Prof. Derek Anderson [Witness]  )


SIGNED for and on behalf of     )
COMMONWEALTH SCIENTIFIC         )
AND INDUSTRIAL RESEARCH         )
ORGANISATION by its duly        )
authorised officer              )
                                )
Dr John Stocker                 )
                                )
in the presence of              )
                                )
____________________            )
                                )
Prof. Derek Anderson [Witness]  )