rijk/verdrag/overeenkomst-tot-oprichting-van-de-square-kilometre-array-observatory/BWBV0006802

titel	bwb_id	type	status	datum_inwerkingtreding	bron	citeertitel
Overeenkomst tot oprichting van de Square Kilometre Array Observatory	BWBV0006802	verdrag	geldend	2021-01-15	https://wetten.overheid.nl/BWBV0006802	Overeenkomst tot oprichting van de Square Kilometre Array Observatory

Overeenkomst tot oprichting van de Square Kilometre Array Observatory

Artikel 1

For the purposes of this Convention and its Protocols:

a) a) “SKAO” means the Square Kilometre Array Observatory; b) b) “SKA” means the Square Kilometre Array radio telescope facility; c) c) “SKA Project” means the global effort to build, maintain, operate and ultimately decommission the SKA; d) d) “SKA-1” means the initial phase of the SKA Project; e) e) “Headquarters Country” means the State in which the SKAO global headquarters is located; f) f) “Host Country” means a State in which the SKA Project is hosted; g) g) “Member” means a State or an international organisation that is a party to this Convention; h) h) “Associate Member” means a State or an international organisation that is not a party to this Convention and which is admitted to the SKAO in accordance with Article 6, paragraph 3; i) i) “Fair Work Return” is identified to have been achieved when the cumulative value of the goods, works and services provided by a Member through the procurement process, broadly reflects the financial contribution committed by that Member; j) j) “Official Activities” means all activities undertaken pursuant to the Convention including the SKAO’s administrative activities; k) k) “Staff” means members of staff of, or secondees to, the SKAO; and l) l) “Funding Schedule” means a schedule that prescribes financial contributions, and terms and conditions, of Members and Associate Members for the construction and operation of the SKAO.

Artikel 2

1.

The SKAO is hereby established as an international organisation with legal personality. It shall have such capacities as may be necessary for the exercise of its functions and fulfilment of its purposes, including:

a) a) To contract; b) b) To acquire and dispose of immovable and movable property; and c) c) To institute and be a party to legal proceedings.

2. The Headquarters Country shall be the United Kingdom of Great Britain and Northern Ireland, and the global headquarters of the SKAO shall be at Jodrell Bank.

3. The SKAO shall conclude agreements with the Headquarters Country and Host Countries concerning the hosting of the SKAO and the SKA Project. Such agreements shall be approved by unanimous vote of the Council.

Artikel 3

1. The purpose of the SKAO shall be to facilitate and promote a global collaboration in radio astronomy with a view to the delivery of transformational science. The first objective of this global collaboration shall be the implementation of the SKA Project.

2. Subject to a decision by the Council, the SKAO may commence, or contribute to, other projects, beyond the SKA Project, that are related to radio astronomy science, technology and their applications. Participation by Members and Associate Members in such other projects shall be optional.

Artikel 4

1. All Members shall grant the privileges and immunities as set out in the Protocol on Privileges and Immunities of the Square Kilometre Array Observatory, which shall be annexed to (Annex A), and form an integral part of, this Convention.

2. All privileges and immunities are provided for the sole purpose of facilitating the Official Activities of the SKAO and delivery of its objectives.

Artikel 5

1. The SKA Project shall be designed to be capable of transformational science, with a combination of sensitivity, angular resolution, and survey speed far surpassing current state-of-the-art instruments at relevant radio frequencies.

2. The SKA Project shall be delivered in phases, beginning with SKA-1, with the active intent to proceed to subsequent phases.

3. SKA-1 shall be hosted in Australia and the Republic of South Africa. The components of SKA-1 to be located in each Host Country, and components of the global headquarters of the SKAO to be located in the Headquarters Country, shall be described in a technical document to be approved by unanimous decision of the Council.

4. Subsequent phases of the SKA Project shall commence following approval by decision of the Council. Participation in the construction of such subsequent phases shall be optional. Financial contributions towards the implementation of a subsequent phase shall be determined in accordance with the Financial Protocol of the Square Kilometre Array Observatory.

Artikel 6

1. The Parties to this Convention shall be the Members of the SKAO. Membership shall be open to States and international organisations.

2. The Council may decide, by unanimous vote, to admit new Members into the SKAO in accordance with this Convention and on such terms as it determines. When the Convention enters into force for that State or international organisation according to Article 19, paragraph 4, it shall become a Member and shall be bound by the terms determined by the Council.

3. The Council may decide, by unanimous vote, to admit Associate Members to the SKAO on such terms as it determines. Such terms shall ensure that Associate Members do not enjoy benefits equivalent to those of Members. Associate membership shall be open to States and international organisations.

4. The Council may decide, by unanimous vote, to invite other entities such as States, international organisations, and institutions, to cooperate with the SKAO. The SKAO may enter into agreements and arrangements with them to this effect. These agreements and arrangements require the approval by decision of the Council.

Artikel 7

The SKAO shall consist of the Council and a Director-General assisted by Staff.

Artikel 8

1. The Council shall be the governing body of the SKAO. Each Member shall be represented on the Council by up to two representatives, one of whom shall be the voting representative who shall be authorised to act and vote on its behalf. Representatives may be assisted by advisers.

2. The Council shall be responsible for the overall strategic and scientific direction of the SKAO, its good governance, and the attainment of its purposes. It shall have all necessary and proper authority to discharge effectively its responsibilities.

3.

In addition to the functions set forth elsewhere in this Convention, the Council shall:

a) a) Appoint the Director-General and approve the appointment of other senior staff, as required in accordance with the Staff Regulations; b) b) Approve the policies, rules, and regulations of the SKAO, including with regard to scientific, technical, financial and administrative matters, as well as access to the SKA and its data; c) c) Approve the budget and supervise expenditure and financial activity; d) d) Appoint auditors; e) e) Approve and publish the audited annual accounts; f) f) Approve and publish annual reports; and g) g) Take further measures, as necessary for the functioning of the SKAO.

4. For any meeting, convened either in person or remotely, and for any decision of the Council a quorum of two-thirds of Members shall be required. Members not eligible to vote shall not be considered part of the quorum.

5. Each Member shall have one vote in the Council, unless otherwise specified.

6. Decisions by the Council shall be taken by a vote of a two-thirds majority, unless otherwise specified.

7. In determining the unanimity or majorities provided for in this Convention or the Financial Protocol of the Square Kilometre Array Observatory, account shall not be taken of a Member which is absent, is not participating in the vote, abstains or has no right to vote.

8. The choice of the Headquarters Country and each Host Country may be amended, subject to Article 15, after a unanimous vote of the Council.

9. For projects approved in accordance with Article 3, paragraph 2, Members shall not have the right to vote unless they have agreed to make a financial contribution.

10. Subject to the terms of this Convention, the Council shall determine its own Rules of Procedure.

11. The Council shall elect a Chairperson and Vice-Chairperson for a term of office of two years. The Chairperson and Vice-Chairperson may not be elected more than twice.

12. The Chairperson shall convene the meetings of the Council in accordance with its Rules of Procedure. The Council shall meet as and when required, but not less than once per year.

13. The Council shall establish a Finance Committee on which every Member shall be represented. The Council shall establish such other committees as may be necessary to accomplish the purpose of the SKAO. The Council shall define the mandate and membership of such committees.

Artikel 9

1. The Council shall appoint a Director-General for a fixed period and may terminate the appointment at any time in accordance with Staff Regulations to be approved, by decision, by the Council. The Director-General shall act as the chief executive officer of the SKAO and act as its legal representative. The Director-General shall report to the Council.

2.

The functions of the Director-General shall be to:

a) a) Exercise project, operational and financial authority as provided by the Council; b) b) Submit an annual report to the Council; c) c) Submit budget estimates to the Council; d) d) Submit audited annual accounts to the Council; e) e) Attend Council meetings in a consultative capacity unless the Council otherwise decides; f) f) Be responsible for general management of SKAO; g) g) Be accountable for health and safety; and h) h) Perform all other duties as delegated by the Council.

3. Subject to Article 8, paragraph 3 (a), the Director-General shall be assisted by such scientific, technical, and administrative staff as the Director-General may consider necessary within the limits authorised by the Council. Such staff shall be engaged and dismissed by the Director-General in accordance with the Staff Regulations.

4. The Director-General and Staff shall respect the international character of the SKAO and perform their duties in the sole interests of the SKAO.

Artikel 10

1. The SKAO shall conduct its financial affairs in accordance with the Financial Protocol of the Square Kilometre Array Observatory, which shall be annexed to (Annex B), and form an integral part of, this Convention.

2. Members and Associate Members shall make financial contributions in accordance with Funding Schedules that have been approved by the Council in accordance with the Financial Protocol of the Square Kilometre Array Observatory.

3. The Funding Schedules may be amended in accordance with the Financial Protocol of the Square Kilometre Array Observatory.

4. Members and Associate Members shall have shares in the SKA Project proportional to their cumulative committed financial contributions to the SKA Project.

Artikel 11

1. The SKAO shall have an Intellectual Property Policy, approved by the Council by unanimous vote. Any amendment by the Council of the Intellectual Property Policy shall require a two-thirds majority, except for those provisions that have been identified in the policy as requiring unanimity to be amended.

2. The policy shall ensure that intellectual property is managed to minimise intellectual property-related risk and cost to the SKAO.

3. The policy shall define the basis on which any entities that participate in projects undertaken by the SKAO are able to exploit, beyond the scope of the SKA, any innovations that arise from their participation.

4. The Council may decide to grant access to foreground intellectual property through the grant of non-exclusive, worldwide, royalty-free, perpetual, and irrevocable sub-licences to SKA contributors, under which they will be permitted to use those innovation and work products, subject to obtaining appropriate licences under existing background intellectual property rights and third party intellectual property rights, for SKA Project purposes and other non-commercial research and education purposes, provided that such sub-licences should not cover activities undertaken by sub-licensees in competition with the owner of the foreground intellectual property.

Artikel 12

1. The primary objective of procurement shall be to acquire successfully the goods, works and services required to deliver the SKA Project through financial contributions, whether cash or in-kind contributions or a combination of both, while effectively managing risk.

2. A Procurement Policy shall be approved by the Council by unanimous vote. Any amendment by the Council of the Procurement Policy shall require a two-thirds majority, except for those provisions that have been identified in the policy as requiring unanimity to be amended.

3. Procurement shall be implemented based on principles of Fair Work Return, equity, transparency and competitiveness.

Artikel 13

1. The SKAO shall conduct its operations in accordance with the Operations Policy, as approved by the Council by unanimous vote. Any amendment by the Council of the Operations Policy shall require a two-thirds majority, except for those provisions that have been identified in the policy as requiring unanimity to be amended.

2. Access to time on SKA telescopes and other SKA resources shall be in accordance with the Access Policy, as approved by the Council by unanimous vote. Any amendment by the Council of the Access Policy shall require a two-thirds majority, except for those provisions that have been identified in the policy as requiring unanimity to be amended.

3. The SKAO will operate on the principle that Members’ and Associate Members’ access is proportional to their share in the project, except as decided by unanimous vote of the Council.

Artikel 14

Any dispute arising between Members or between a Member, or Members, and the SKAO with regard to the interpretation or application of this Convention which cannot be settled by negotiation shall, at the request of any of the parties to the dispute, be referred to the Permanent Court of Arbitration under the relevant Arbitration Rules of the Permanent Court of Arbitration, unless the parties to the dispute have agreed to another mode of settlement.

Artikel 15

1. Any Member wishing to propose an amendment to this Convention and its Protocols shall notify the Director-General of its proposal. The Director-General shall promptly circulate any such proposals to all Members. Following a subsequent period of at least three months the Chairperson shall convene a meeting of the Council at which it shall consider whether to adopt and recommend the amendment to Members.

2. Amendments adopted and recommended by the Council shall enter into force for all Members after all Members have accepted them in accordance with their own domestic requirements. Such amendments shall enter into force thirty days after the last notification of acceptance of the proposed amendment has been received by the depositary.

Artikel 16

1. Ten years after the date this Convention enters into force any Member may at any time withdraw from this Convention, by giving written notice of its withdrawal to the depositary. Withdrawal shall be allowed on the condition that the withdrawing Member has fulfilled its obligations, unless the Council decides to waive such obligations.

2. A withdrawing Member shall remain liable for all direct and contingent obligations to the SKAO to which it was subject on the date the withdrawal notice was received by the depositary, until the point at which the withdrawal becomes effective. So long as the withdrawing Member has fulfilled its obligations, withdrawal shall become effective twelve months after the withdrawal notice was received, unless the Council decides that earlier withdrawal should be permitted.

3. A withdrawing Member shall have no claim on the assets of the SKAO or on the amount of the financial contributions it has already made. A withdrawing Member shall not incur any new liability for obligations resulting from operations of the SKAO effected after the date on which the withdrawal notice is received by the depositary.

Artikel 17

1. The Council may decide, by a unanimous vote, to terminate this Convention at any time. Termination shall not take effect until such time as the SKAO’s obligations to the Host Countries, including in relation to the decommissioning of the SKA, have been discharged. Once discharged, the Council shall decide the date upon which termination will take effect. Upon termination, the SKAO shall be dissolved and cease to exist as an International Organisation. Any assets shall be liquidated and any proceeds distributed among Members pro rata to the contributions they have made since becoming Members.

2. Any outstanding liabilities incurred by SKAO shall be borne by Members pro rata to, and to the extent of, the financial contributions they have been required to provide the SKAO since becoming Members as at the time of the decision to terminate. In case that the obligations or liabilities incurred by SKAO exceed total funds then available to SKAO, the Council shall, by unanimous decision, seek to increase each Member’s contribution for such obligation or liability.

Artikel 18

When the Council decides that a Member has failed to fulfil its obligations arising out of this Convention, including the payment of financial contributions, it shall be called upon by the Council to rectify the failure. If the said Member does not respond to the Council’s request in the time imparted to it, the Council voting rights of that Member shall be automatically suspended. The other Members of the Council may decide to take such other action as they consider appropriate in the circumstances, which may include a unanimous decision of the other Members of the Council that the Member ceases to be a Member of the SKAO.

Artikel 19

1.

This Convention shall be open for signature in Rome on 12 March 2019 and thereafter with the Depositary from 13 March 2019 for all States listed below:

Australia

The People’s Republic of China

The Republic of India

The Italian Republic

The Kingdom of the Netherlands

New Zealand

The Portuguese Republic

Kingdom of Sweden

Republic of South Africa

United Kingdom of Great Britain and Northern Ireland

2. This Convention shall be subject to ratification, acceptance or approval by the States listed in paragraph 1 in accordance with their domestic requirements. It shall enter into force thirty days after the date on which instruments of ratification, acceptance or approval have been deposited by Australia, the Republic of South Africa, United Kingdom of Great Britain and Northern Ireland and two other signatories.

3. This Convention is open to accession by States not listed in Article 19, paragraph 1, and international organisations, subject to Article 6, paragraph 2.

4. For any State or international organisation that deposits its instrument of ratification, acceptance, approval or accession subsequent to the entry into force of this Convention, this Convention shall enter into force thirty days following the date of deposit of its instrument of ratification, acceptance, approval or accession.

Artikel 20

1. The Government of the United Kingdom of Great Britain and Northern Ireland shall be the depositary for this Convention.

2.

The depositary shall:

a) a) Notify signatories and Members of each signature and the date thereof, and the date of entry into force of this Convention; b) b) Notify signatories and Members of each deposit of instruments of ratification, acceptance, approval or accession and the date of entry into force of the Convention for that State or international organisation; c) c) Inform the Members of the dates of notifications of acceptance and of the date of the entry into force of an amendment; d) d) Inform the Members of the date of a withdrawal notice and of the date the withdrawal takes effect; e) e) Inform the Members of the date of termination of the Convention; and f) f) Inform the Members of a decision of the Council, in accordance with Article 18, that a Member ceases to be a Member of the SKAO and of the date that decision takes effect.

3. Upon the entry into force of this Convention, the depositary shall register it with the Secretariat of the United Nations in accordance with Article 102 of the Charter of the United Nations.