RESEARCH COLLABORATION AGREEMENT BETWEEN SÃO PAULO RESEARCH FOUNDATION AND THE NATIONAL COMMISSION FOR SCIENTIFIC AND TECHNOLOGICAL RESEARCH
The São Paulo Research Foundation (FAPESP) established by Law nº 5.918, of October 18th, 1960, with headquarters at Rua Pio XI, 1500, Alto da Lapa, São Paulo, SP, enrolled in CNPJ/MF under nº 43.828.151/0001-45, herein represented according to article 11, “a” of Law nº 5.918, combined with its General Rule approved by Decree nº 40.132, of May 23, 1962, represented by its President, Prof. Dr. JOSÉ GOLDEMBERG, in the exercise of the powers delegated by Act of the Governor of the State of São Paulo, published in the Official Gazette of the State, of August 22nd, 2015, hereinafter referred to as “FAPESP”; and the National Commission for Scientific and Technological Research (CONICYT), with headquarters at Moneda 1375, Santiago, herein represented by its Executive Director CHRISTIAN HUMBERTO NICOLAI ORELLANA, appointed by Decree Nº 97/2015 of the Ministry of Education of Chile, hereinafter referred to as “CONICYT” and both hereinafter referred to as “Parties”:
CONSIDERING the importance of promoting cooperation in scientific and technological research between Chile and the State of Sao Paulo, Brazil, wishing to strengthen this cooperation on the basis of equality and mutual benefit;
CONSIDERING the need to strengthen the links between the scientific communities of both countries and also to encourage new forms of collaboration between their research centers;
CONSIDERING that the Parties value seeking opportunities for cooperation with other countries and / or regional partnerships;
WISHING to promote initiatives for collaboration in scientific research and technological development in priority areas of interest to both Parties, fostering bilateral cooperation;
Agree as follow:
Through this Cooperation Agreement, the Parties accept to develop and strengthen their cooperation in the fields of science, technology and innovation, in accordance with its own programs and those jointly approved.
SINGLE SUB-CLAUSE: This collaboration will take place through the development of projects and activities that form an integral part of the scientific, technological and innovation programs of cooperation covered by this instrument, which will be defined by the Parties, subject to their internal guidelines.
The Parties will promote their collaboration, according to their international obligations and their domestic laws, in accordance with their available budgetary funds through:
a) Exchange and support to experts, researchers and specialists on issues of common interest, in the framework of joint research projects, technological and innovation;
b) Development of joint and coordinated scientific research projects, technological innovation;
c) Organization of conferences, workshops, seminars and scientific meetings on topics of interest to both countries;
d) Organizing missions with participation of professional, technical and / or entrepreneurs working in areas of common interest;
e) Development of joint studies in areas of common interest;
f) Promote the development of groups or networks of cooperation;
g) Information exchange on researchers that could serve as project evaluators; and
h) Any other modality of scientific and technological cooperation in which the Parties convene.
FIRST SUB-CLAUSE: In addition to the above mechanisms, the Parties may carry out cooperation through instruments or programs of each institution.
SECOND SUB-CLAUSE: The Parties shall identify research opportunities of common interest to support.
THIRD SUB-CLAUSE: The activities mentioned in Clause Two could be developed in all areas of knowledge.
IMPLEMENTATION OF PROGRAMS
The necessary actions for the planning and implementation of the programs carried out under this Agreement shall be established by the exchange of written communications between the Parties, in accordance with its internal regulations. action These actions will be considered accepted by the other Party, once received express communication of their consent.
EVALUATION OF RESEARCH PROPOSALS
Regarding joint calls, each Party will elaborate their admission guidelines and application requirements, accordingly to their current regulations and in agreement with the other Party regarding the terms of the call. Each Party, will receive and review joint research proposals submitted by its national research teams. Following the evaluation of national proposals by each Party, a ranking will be created according to the score obtained in the evaluation process and to be agree with the other Party. The Parties will jointly decide on the proposals to be supported or awarded.
In the case of bilateral activities involving the use of biodiversity, the Parties shall comply with the provisions of their national legislation and international conventions in this area, which are binding for Chile and the Federative Republic of Brazil.
The Parties agree that if the cooperative activities on the occurrence of this Agreement generate products of commercial value and intellectual property rights, these shall be governed by the applicable national laws of each country and international conventions on intellectual property which both countries are signatories, as well as by the terms and conditions set forth herein.
FIRST SUB-CLAUSE: The intellectual property rights on any product that can occur in connection with cooperation activities developed with the funds transferred under this Agreement shall belong to the institutions that develops it, which will be specified in each case in the agreement for that purpose sign by such institutions, with the knowledge of the Parties to this Agreement.
SECOND SUB-CLAUSE: Participation in results of the commercial exploitation of the protected product, including the assumption of the transference of exploitation rights to third parties or the allocation and terms of exercising a joint ownership, will be defined by a joint agreement between the institutions that own the intellectual property rights, taking into account the relevant contributions of the Parties.
THIRD SUB-CLAUSE: Scientific publications and other means of dissemination of research supported by this Agreement must acknowledge the support provided by the Parties and the same recognition shall be given to its relevant foreign counterpart.
FINANCING PROGRAMS AND PROJECTS
Each Party shall provide the financial means to ensure the implementation of specific work programs, projects or cooperative activities, according to their national rules and regulations and according to their budget disposal, whereas each Party will assume the funding of research teams from their respective regions.
The Parties shall finance the costs of their respective collaborators and representatives in administrative tasks, including visits to the other Party´s country (international and local transport in the host country, food and housing).
JOINT STEERING COMMITEE
The Parties shall appoint a Joint Steering Committee responsible for the coordination, including the amount of funding and periodicity, implementation and monitoring of the activities of this instrument, as well as negotiations and exchanges of correspondence required by the Agreement, in accordance with internal administrative procedures of the Parties.
SINGLE SUB-CLAUSE: Both Parties accept to establish a Joint Steering Committee to oversee and carry out the responsibilities under this clause, as well as to immediately inform the other Party of any change or replacement regarding the members of this Committee.
PROHIBITION OF EMPLOYMENT
Visiting fellows / experts / researchers in the framework of joint activities under this Agreement, shall not participate in activities not related to their mission. No job correlation will be established between visiting scholars / experts / researchers and hosting and funding institutions. Nor it can consider that the host institution or funding institution substitute the origin, labor and subordination effects.
The personnel assigned by each of the Parties to carry out cooperative activities under this Agreement, shall continue under the direction and dependence of the institution to which they belong, so that no labor relation will be created with the other Party, which shall not be considered a substitute or joint employer.
DURATION AND EXTENSION
This Agreement shall remain in force for a period of five (5) years from the date of its signature, without prejudice to the date of full processing of the final administrative act by which this agreement is approved, in accordance with the deadline provided for the execution of the object and can be extended automatically by means of an amendment, by a proposal to be presented with at least thirty (30) calendar days prior to the completion of its effectiveness, on the basis of specific reasons for the extension.
This Agreement may be amended by mutual consent of the Parties, by negotiations conducted through correspondence.
SINGLE SUB-CLAUSE: The eventually agreed modifications shall be effective by the signing of an Addendum (s) and shall enter into force on the date of signature of the instrument by both Parties, without prejudice to the date of the last administrative act approving the corresponding modification agreement.
IMPLEMENTATION AND MONITORING
The Parties shall pursue technical and financial supervision of the cooperative activities under this Agreement within its validity under each Party´s rules and regulations.
SINGLE SUB-CLAUSE: Each year the Parties shall submit a report on the activities implemented under the present Agreement, integrating the data and the results of the activities performed.
Any notice to be served on either of the Parties by the other shall be made in writing and shall be sent to the following addresses:
Rua Pio XI, 1500 – Alto da Lapa
CEP 05468-901 – São Paulo / SP – Brasil
Att.: Scientific Director
Att.: Programa de Cooperación Internacional
TERMINATION OF THE AGREEMENT
Either Party, at any time, may terminate this Agreement by written notice to the other Party, with at least 60 (sixty) days from the date on which it is intended that the activities are closed.
SINGLE SUB-CLAUSE: Termination of this Agreement shall not affect the completion of cooperation activities approved or under implementation, for which purpose the Parties shall maintain in their budget allocations for them, for the period of execution.
Any dispute arising from the interpretation or application of this Agreement shall be resolved by the Parties by mutual agreement through direct negotiations or by correspondence and its resolution shall be recorded in writing.
This instrument supersedes any previously signed effects; this without prejudice to the proper conclusion of the activities that have been formalized during the term of these.
Signed in _____________________ on _______________________ in three original copies, one in English, one in Spanish and one in Portuguese being equally authentic texts.
FOR the NATIONAL COMMISSION FOR SCIENTIFIC AND TECHNOLOGICAL RESEARCH (CONICYT)
FOR the SÃO PAULO RESEARCH FOUNDATION (FAPESP)