Memorandum of Understanding Tweed Shire Council
And
Margaret Olley Art Trust
Memorandum of Understanding
This document represents an MOU between
Tweed Shire Council
and
Margaret Olley Art Trust
Description of collaborating organisations
Tweed Shire Council (“Council”) is the local government authority for the Tweed local area and manages and operates the Tweed River Art Gallery.
The Margaret Olley Art Trust (“the Trust”) is the trustee of the Margaret Olley collection.
Objectives and scope
The Margaret Olley Art Trust intends to honour the express wish of the late Margaret Olley that her studio and elements of her home and collections be re-created in a suitable venue.
The Trust intend that the Tweed River Art Gallery be the repository of a large number of works, including works in progress, ephemera, correspondence and the like currently in the possession of the Margaret Olley Estate (“the collection”).
Council will construct a purpose-built extension to the Tweed River Art Gallery and to operate and manage the re-creation of the home and studio of the late Margaret Olley, to be known as the Margaret Olley Centre (“the project”).
The purpose of this Memorandum of Understanding (MOU) is to outline the general principles of the collaboration between Council and the Trust to complete the project in a mutually respectful and responsible manner to honour the express wish of the late Margaret Olley.
The nature of the collaboration
The collaboration between the Trust and Council will proceed under this MOU whereby the Trust will provide a portion of the costs associated with the project and Council will manage and undertake the operational requirements to complete the project.
The parties will work cooperatively to ensure the project is delivered in accordance with the terms of this MOU.
The Parties agree to work collaboratively to:
(a) build and maintain their working relationship
(b) identify opportunities to work in partnership to eliminate duplication of effort and support the successful completion of the project.
The terms of the MOU
This MOU commences when both parties have signed the Agreement.
This MOU will be reviewed as required to ensure it continues to meet the needs of both organisations. Its terms may be varied by mutual agreement in response to changes in either party’s requirements, legislative and policy changes, changes in business processes or other significant factors impacting on the performance of either party during the MOU.
Organisation and management of the MOU
Each party shall provide written advice to the other party of completion of each milestone, as described herein as a record of the actions agreed between the parties.
All communications between Council and the Trust will be between the principal contacts as nominated herein.
Each party is to ensure that all communications between the parties is recorded and made available to other members of the Trust and Council when reasonably requested.
Council responsibilities
• The principal contact for Council is: Susi Muddiman, Art Gallery Director Tweed River Art Gallery
Tweed Shire Council
• Council will provide written advice in relation to the completion of each milestone, as listed:
• Commencement and completion of the cataloguing and packing of collection
• Finalisation of architectural design
• Lodgement of development application for the extension
• Obtaining approval to development application for the extension
• Commencement of construction of the extension
• Completion of the construction
• Commencement of placement of collection within the extension
• Completion of placement of collection
Trust responsibilities
• The principal contact for the Trust is: Philip Bacon AM
• The Trust will provide written advice in relation to the completion of each milestone, as listed:
• Provide Council with a cheque in the sum of $1,000,000 in favour of Council to be applied to the costs of development and construction of the extension
• Do all things necessary to obtain Federal Government Department of Regional Australia, Regional Development and Local Government funding in the sum of
$1,000,000 including the lodgement of the application form and providing all necessary information in support of the application, with the advice of Council and its officers
• Provide Council with the funds obtained from the Federal Government funding as described above when the funds are received by the Trust
• Provide Council with a catalogue and images of any artworks, both completed and in-progress as soon as feasible, which will form part of the completed Margaret Olley Art Centre
• Assist the museum Project Co-ordinator when reasonably required during the cataloguing and packing of the collection
• Provide access to the current location of the collection to the Project Co-ordinator at all reasonable times until the packing has been completed
• Provide assistance to Council during the installation of the collection within the completed Margaret Olley Centre where required
• Provide any information or assistance required throughout the project when reasonably requested by Council
Resources and facilities
Upon completion of Margaret Olley Art Centre, the ownership of the collection will pass to the Margaret Olley Art Centre at Tweed River Art Gallery in perpetuity.
Council will provide all necessary expertise required to obtain development consent and to construct the extension and to acquire the land necessary for the project.
The Trust will provide all necessary support and advice to Council in relation to the handling of the collection.
Financial arrangements
The Trust will provide the sum of $2,000,000 in total, comprised of the $1,000,000 gift and the supplementary Federal Government funding of $1,000,000.
Council will cover all costs in relation to all actions necessary over and above the monies described above to complete the project.
Each party will cover its own costs in relation to the preparation, negotiation and signing of this MOU.
Insurance
Council shall maintain its own public liability insurance and any other insurance it considers necessary to cover the collection from the commencement of the cataloguing and transit, storage and display in the Margaret Olley Centre for the duration of the MOU.
Communication and exchange of information
All communications, written, electronic and verbal are to be treated as commercial in confidence and both parties acknowledge that all information in relation to the collaborative project and this MOU shall be treated as commercial in confidence between them.
In the event that any commercial in confidence information is required to be disclosed to any other person then the party seeking to disclose the information will obtain the other party’s written agreement before disclosure is made to any other person excepting where the information is to be provided to other members of the Trust and members of the executive and officers of Council involved in the project.
Marketing and publicity
All marketing and publicity in relation to the project are to be agreed upon between the parties to this MOU.
All proceeds from the marketing and sale of any products emanating from the project by Council are to be held and applied to the costs of management and maintenance of the Margaret Olley Centre. Where such proceeds exceed these costs then the residue of the proceeds may be utilised for the benefit of the Tweed River Art Gallery and the Margaret Olley Art Centre.
Settlement of disputes
(a) If any dispute arises at any time between Council and the Trust as to any matter in connection with this MOU then either party shall give notice to the other in writing of such dispute.
(b) At the expiration of fourteen (14) days after delivery of such notice unless such dispute shall have been settled it shall be submitted to arbitration by an arbitrator nominated by the chapter administrator for the time being of the chapter specified in Item 13 of the schedule of the Institute of Arbitrators Australia.
Review and evaluation
This MOU will be reviewed as required to ensure it continues to meet the needs of both organisations. Its terms may be varied by mutual agreement in response to changes in either party’s requirements, legislative and policy changes, changes in business processes or other significant factors impacting on the performance of either party during the MOU.
The parties shall meet in a mutually convenient location on an annual basis, and when reasonably required, when either party makes a written request to the other party to meet giving at least 14 days notice of the purpose, time and location for any intermediate meetings.
General
The Trust acknowledges that Council is the consent authority for the development application for the project. Nothing in this MOU shall be construed as a fetter upon the exercise of the consent authority’s statutory duties and compliance in relation to the development application.
No action taken in signing this MOU shall be used as a means to transfer liability in any form from one party to the other unless agreed between the parties.
In the event that any of the milestones described in this MOU cannot be achieved, for any reason, temporarily or permanently, the affected party shall give written notice to the other party describing the milestone, the actions taken to achieve the milestone and the outcome.
The parties shall determine between them the impact on the project and the steps to be taken by either party to achieve the milestone to ensure the completion of the project.
Effective dates and signatures
Date:
……… ……….
Philip Bacon AM Mike Rayner
For Margaret Olley Art Trust General Manager
Tweed Shire Council
