Avoiding Misunderstanding in Collaborative Digital ProjectsAvoiding Misunderstanding in Collaborative Digital Projects

Presentation by Brenda Campbell, Images Canada Project Manager

OLITA: Digital Odyssey, Toronto, May 12th, 2006

Presentation by Brenda Campbell, Images Canada Project Manager

OLITA: Digital Odyssey, Toronto, May 12th, 2006

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1. Collaborative Digital Projects

• Partnerships form the basis of collaborative digital projects

• Typically, institutions pool resources to digitize collections and host them in a searchable database on the Web

• One partner will act as administrator and host the database on a central server while other partners contribute to the project

• These projects require a clear understanding or form of agreement to avoid costly delays, misunderstanding, conflicts and disputes

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2. Types of Agreements

• Memorandum of Understanding:- agreement between partners for a limited duration- can be quite specific and detailed or general in nature - usually drawn up by your legal department

• Contribution Agreement:- similar to MOU - often between a funding agent and organization receiving funds

• Letter of Agreement:- between institutions for a specific, short-term project - less formal than MOU

• Project Annex:- document added to a general, long term MOU- details specific work to be accomplished in short-term

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3. MOU’s Should Include:

• Project Responsibilities- clearly defines who will provide what- establishes roles such as administration, management, technical support, etc.- good idea to also include clause to cover unexpected tasks (ex. …other related duties, as required and appropriate…” )

• Project Costs- who will pay for which service or product?

• - state any limitations

• Project Approvals- who needs to sign-off on text, images, database, etc. before launch?

• Dispute Resolution- how will conflicts be handled?- will a third-party be involved?

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3. MOU’s Should Include: (continued)

• Copyright- who is responsible for copyright clearance of contributed digital objects?- what are the terms of use for the digitized content?-will each partner have their individual copyright statement on the host site?- will there be a common copyright statement for all contributors to the project?- will there be a pre-authorized license for reproduction?

• Duration and Termination- how long will this agreement be in effect?- what is the process to terminate this agreement?- how often should it be reviewed?

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4. Images Canada MOU & Project Annex

• Initial MOU:- was specific agreement between National Library of Canada and its inaugural partners- required signatures of National Librarian and chief administrator of each partner- duration was 2 years

• Current MOU and Project Annex:- revised to provide a general MOU with a term of 5 years- addition of a yearly project annex which is very specific and detailed- project annex can be signed at the director level for partners and covers additions to a long-term project

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5. Images Canada MOU

• General agreement between Library and Archives Canada and its partners for collaboration on the development of Images Canada

• Provides general framework for cooperation• Lists collaborative activities but stipulates that these may be

limited depending on funding and resources• Limits responsibilities for costs incurred by partners• Provides for consultation as means of conflict resolution• Duration of agreement is 5 years• Termination with 3 months written notice• Limitation of legally binding obligations

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6. Annual Project Annex

• Provides specific terms and conditions for continued collaboration between LAC and its Images Canada partners

• Defines the scope, establishes the roles and responsibilities of each partner

• Limits the costs of the partnership

• Clearly establishes the approval process

• Sets out the specifics relating to copyright of the digital objects contributed to the project

• Establishes the means of dispute resolution

• Provides term of one year, termination notice of 30 days

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7. Conclusion

• It is well worth the time and effort to develop a memorandum of understanding or letter of agreement which will clearly establish the roles, responsibilities and limitations for your collaborative digital project.

• Effective MOU’s can help partners in digital projects avoid costly mistakes and possible litigation by clearly defining the framework and boundaries of their partnership.