MEMORANDUM OF UNDERSTANDING GOVERNING THE ACTIVITIES OF THE INTERNATIONAL SUGARCANE BIOMASS UTILIZATION CONSORTIUM (ISBUC)
(As amended 17 November 2006)
In view of the heightened interest in using sugarcane biomass for the production of fuels, chemicals and added-value products, the prospect of collaborative research needs to be considered. A wide range of research opportunities and options are involved, and collaboration could help to bring commercial opportunities to fruition more rapidly.
The rationale for ISSCT to get involved in this venture follows ISSCT objectives of encouraging interchange of technical information and promoting cooperative research and development. The particular roles relate to promoting progress through collaboration and pooling of ideas and information, avoiding duplication, leveraging joint activities to increase the research funds available and serving as a central organization for administrative and communication purposes. ISSCT is seen to also have a role to play in keeping a technical focus rather than a commercial bias which excludes some members.
This document is based on the experience of the International Consortium of Sugarcane Biotechnology. The fundamental difference, in this case allows for the International Sugarcane Biomass Utilization Consortium to include not just research organizations, but also companies and interested institutions.
2. Scope and area of activity.
The area of activity will cover the use of whole cane biomass to obtain additional value from the sugarcane crop, as well as the integration of such new activities into sugarcane enterprises. The emphasis will be on attempting to establish new viable commercial ventures for the sugarcane industry. It will not concern itself with existing by-product activities e.g. board production, furfural manufacture, unless the incorporation of such activities within a Biorefinery context helps to achieve financial viability.
The intention is to develop processes which benefit all sugar industries. This suggests a focus on commercially viable large-scale utilization of biomass for the production of fuels and chemicals. Niche areas of research with limited benefit to the members will not be given high priority.
Although the provision of adequate supplies of cane is assumed, there is considerable scope in the broader context to breed new canes which maximize biomass production and not just sugar. Nonetheless the development of new varieties will not be a part of this endeavor, except to the extent that new varieties impact on processing. However, trash collection and agronomic practices that affect biomass processing will be included in the scope. It is proposed that the activities of this consortium be communicated to relevant cane production groups within ISSCT.
3. Terms and conditions of agreement
The International Sugarcane Biomass Utilization Consortium (ISBUC) is an informally organized partnership of research organizations and companies, from countries around the world. These organizations use the ISBUC cooperatively to develop and freely share biomass utilization information. The ISBUC accomplishes this by identifying research needs, soliciting project proposals from scientists that it adjudges capable of fulfilling those needs, and then collaboratively funding sponsored biomass research.
Because of the need to provide for the free exchange of information and technology among their scientists involved in the utilization of sugarcane biomass, the members agree to cooperate in a research effort in sugarcane biomass exploitation with the goal of developing viable biomass utilization enterprises suitable for the areas of interest of the participants. This understanding is made in full recognition of other working agreements between and among the various organizations involved.
The object of an agreement is to provide and document a mechanism whereby members of this group can freely exchange information.
It is mutually agreed among member participants:
- That they can freely exchange data, unpublished reports, telephone conversations, facsimile transmissions, computer disks, charts, photographs and primers related to the effort in sugarcane biomass utilization.
- That all material exchanged is proprietary and will not be published or transmitted to other individuals or groups outside this alliance without permission of the originating organization. Appropriate acknowledgement of the contributions of the other participants and organizations is expected. Breach of confidentiality could lead to expulsion from the Consortium.
- That material to be published by an organization that undertakes research or development activities under the auspices of the ISBUC will be circulated in draft form to all others, allowing a minimum of one month prior to submitting material for publication. Members have the option of requesting that publications are not made within a particular time period, but not longer than one year.
- That they will conduct at least one meeting a year to review progress and plan future joint efforts, at a time and place approved by the majority of participants. Other meetings of ISBUC may be held as required with the approval of a majority of the membership.
- That the petition by other organizations to participate will be by amendment based on the consent of the current members, based on a two-thirds majority.
- That this agreement will become effective on 1 January 2007 and will continue for five years, when it must be considered for renewal, revision or termination. Member organizations will be allowed to withdraw at any time upon written notification to all members.
- That all the members agree to pay annual dues of US$1 000 (suggested) for routine expenses associated with the running of ISBUC. Any surpluses will be used for research to further the objectives of ISBUC.
Success of the ISBUC depends on the goodwill attempt of every member to participate fully by providing resources and information for the common good. If these conditions are agreeable to any given organization then they may make a petition to join the ISBUC. It is proposed that two classes of membership be established:
- Research members. A condition for the ISBUC to accept an organization into the consortium is that the applying organization makes a commitment to operate or develop an in-house biomass utilization program in order to realize returns on the investment in the ISBUC and thus make a contribution to the ISBUC's general goals.
- Supporting members. Companies and other organizations may also be accepted as supporting members. They should be prepared to contribute to the program in terms of guiding the directions taken, evaluating the research done and as appropriate sponsoring research or participating in soliciting research funds through grant proposals. They have a role to play in providing in-kind support, which can be leveraged in the pursuit of grant funding.
Membership is maintained by continued payment of annual dues and by participation in at least one of two consecutive business meetings. Attempts will be made to set meeting dates well in advance, preferably including meetings at ISSCT Congresses and Workshops.
Applications for joining the ISBUC are considered at the annual business meeting of the Consortium. The existing membership will wish to meet and interview representatives from the petitioning organization to determine whether they feel they can work effectively together towards the goals of the ISBUC. An organization wishing to learn more about the ISBUC and how it operates may be invited to attend as an observer at a business meeting of the ISBUC.
Existing commercial agreements of members with any organizations that have confidentiality associated with them must be declared. It is anticipated that in most cases these agreements can be respected, but this would need to be agreed with the membership before joining.
5. Research Agreements
A memorandum of agreement between a "Sponsor", and a "Research Provider", should be drawn up for each project. Details of a draft memorandum are included in the Appendix.
It is anticipated that most of the work will be pre-competitive but provision for intellectual property (IP) has to be part of the research agreements.
Projects may arise as proposals from research providers, or ISBUC may after deliberations decide to request from suitable research providers concept proposals for funding.
Projects proposed for funding should be posted on the organization's web site 120 days ahead of the next scheduled business meeting. All pre-proposals will be voted on by members, and if a majority agrees that it go forward as it is or with modification, it will be considered at the next business meeting. The final proposal shall be posted 60 days before the business meeting.
The research provider of an ISBUC project is expected to provide each sponsoring member an annual written report of progress during the course and at the conclusion of the project. In addition, the research provider is expected to present oral reports at every annual meeting for the duration of the project.
6. Financial commitment
It is proposed that members contribute US$ 1 000/year and commit to financial support for a period of 5 years. This will be used to cover the running costs of the consortium and any surplus funds will be put towards research or the costs associated with grant requests. The costs and budget will be discussed at annual business meetings and the members may decide to change the membership fees by common consent.
Those who wish to join at a later date may be required to pay an up-front buy-in fee, which will be determined by existing members, based on the considered value created by the Consortium. Thereafter they will pay the going membership fee per year.
While there will not be a requirement on members to sponsor research, it is proposed that the commitment to the Consortium of all members be evaluated each year, to assess the involvement of time, money and resources into the Consortium's activities. Members who do not undertake any research themselves (mainly Supporting Members) are expected to provide financial sponsorship of some of the research projects undertaken by the Consortium. Only members that participate in funding research projects will have access to the results of those projects.
Until such time as deemed necessary by the membership, there are no officers except for a representative of one of the members who serves as the corresponding secretary and another who serves as the treasurer. These positions are maintained by nomination and election at the annual meetings of even-numbered years. The terms of office are for two years coinciding with the annual meetings. A webmaster for the ISBUC website is essential and will also be formally appointed.
8. Need for a constitution
It is intended that members abide by this memorandum of understanding and that a constitution will not be necessary. This may become necessary at a later date to cope with issues such as members' rights and the termination of the organization.
17 November 2006
Draft Research Agreement
International Sugarcane Biomass Utilization Consortium (ISBUC)
The Sponsor will provide financial support in the total amount of $__________ to be used by ____________________(insert the Research Provider(s))
to support research on Project ________ for the ____________________(insert the project title)
under the direction of ________________________________________(Insert name of PI as well as title, organization and location)
, and project leader ________. Payment schedule is attached.
To defray a portion of the general and prepaid costs incurred in conducting this research, the rate of _________% of the total direct costs will be allocated to the reimbursement of indirect costs. In the event the agreement is renewed, or extended for subsequent periods, the current US federally audited indirect cost rate will be used. Such indirect or general costs include, but are not limited to, such expenses as utility costs and the costs of operating and maintaining existing equipment and facilities.
A plan of work and budget estimate forms part of this agreement. The project leader may make shifts among items of expenses when required to accomplish objectives of the planned research.
The Research Provider will expend these funds as needed for labor, travel, and other operating costs in connection with the research.
This fund will be administered through the "____________________ (name of research provider)
". The project leader, with the concurrence and approval of his Director, will render written reports (quarterly, semi-annually, or annual as mutually decided upon) of the results of the investigations and a current financial management report direct to the Sponsor with a copy of the transmittal letter and report to the Director.
The Research Provider reserves the right to publish the results of the investigations supported by this grant as it may deem desirable. Acknowledgement of the support received from the ISBUC and the individual Sponsors will be made in such publications. The sponsor may ask for publication to be delayed by up to one year under special circumstances.
IP in general conceived by the Research Provider employees during the course of the research conducted under this agreement shall be the property of the Research Provider. Any discoveries by Sponsor's employees, or patents, products or patents pending that belong to the Sponsor remain the sole property of the Sponsor. The Sponsor will be granted a nontransferable, royalty-free license to any invention or discovery conceived during the course of the research project.
This agreement shall be effective __________ (date)
and shall terminate__________(date)
, but it may be renewed annually or otherwise modified or revised upon the written consent of both parties. It is understood that final acceptance of this grant is subject to confirmation by (whomever has authority over the research provider &/or the sponsor).