Agreement between FAPESP and NUS Versão em português

Cooperation Agreement for Research Between São Paulo Research Foundation And National University of Singapor

This Cooperation Agreement for Research (Agreement) is made on by and between the SÃO PAULO RESEARCH FOUNDATION, 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 n° 40.132, of May 23, 1962, represented by its President, Prof. Dr. Marco Antonio Zago, 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 September 29th, 2018, hereinafter referred to as FAPESP, and the NATIONAL UNIVERSITY OF SINGAPORE, established under the laws of Singapore and having its registered office at 21 Lower Kent Ridge Road, Singapore 119077 and represented by Senior Deputy President and Provost, Prof. Ho Teck Hua, hereinafter referred to as NUS:

WHEREAS FAPESP and NUS shall hereinafter be referred to individually as a Party and jointly as the Parties;

CONSIDERING the importance of promoting cooperation in basic scientific research between Singapore and the State of São 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;

WISHING to promote initiatives collaboration in scientific research and technological development in priority areas of interest to both parties, fostering bilateral cooperation;


AND NOW It is hereby Agreed as follow:

1. Purpose

Through this Agreement, the Parties shall implement scientific and technological cooperation between researchers from NUS, Singapore and from the universities and research centers in the State of São Paulo, Brazil, through the funding of joint research projects undertaken by NUS and a university or research center in the State of São Paulo, Brazil.


2. Methods of Collaboration

The Parties shall promote such collaboration whilst observing their international obligations and domestic laws and other existing regulations through mechanisms such as:

a) Implementation of joint research projects on issues of common concern or of mutual interest and benefit, including exchanging knowledge and results;

b) Organization of scientific and technological seminars, specialized workshops, symposia and other scientific meetings of mutual interest, to promote interaction between the Parties and research groups relevant to both Parties, with the goal of identifying future areas for cooperation;

c) Activities of scientific exchange that will help prepare the ground for the development of cooperative research projects between the research teams from the State of São Paulo, Brazil and from NUS, Singapore, including but not limited to, scientific exchange visits, workshops and bilateral scientific seminars; and

d) Hosting delegation meetings and other non-scientific workshops as may be necessary to facilitate collaboration in research between the Parties’ researchers.

3. Areas

Areas of interest for collaboration envisaged under this Agreement can be specified jointly by the Joint Steering Committee (as defined in Section 4b), in the calls for research proposals.

4. Implementation

a) In establishing methods of collaboration pursuant to Section 2 above, the Parties shall do so in accordance with the scholarly relevance and the national legislation in Brazil and in Singapore, respectively, and subject to each Party’s budget availability.

b) A Joint Steering Committee shall be formed to drive and initiate the activities envisaged under this Agreement. The Parties shall each appoint 1 (one) representative to serve on a Joint Steering Committee responsible for the continuation of this Agreement and for overseeing, facilitating and implementing call for joint proposals to solicit proposals for joint research projects (Call for Proposals). The Call for Proposals shall support joint research projects, each involving researchers from NUS and researchers from the State of São Paulo, Brazil (the Partnering Universities or Research Centers; where Partnering Universities and Research Centers may collectively be referred to as the Partnering Institutions, or each a Partnering Institution).

c) Each Party shall receive and consider the joint proposals that contribute to the basis for a joint research projects to be undertaken by the 2 (two) Partnering Institutions, with 1 (one) research team from each Partnering University or Research Center. The joint proposal shall be deemed a joint submission by the respective pair of research teams. Each joint proposal shall be duly signed by the Principal Investigators of the Partnering Institutions and shall be submitted to NUS by the NUS Principal Investigator and to FAPESP by the Principal Investigator of the other Partnering University or research center. The Parties shall review the joint proposals according to its own criteria and rules. After each Party’s review of the joint proposals, the Parties shall decide and agree on joint proposal(s) that will be supported under the Call for Proposals.

d) The Parties may establish joint procedures for the submission and review of the joint proposals as well as procedures for the Joint Steering Committee to determine which joint research project(s) shall be approved for support under the respective Call for Proposal. Such approved research project shall hereinafter be referred to as the Collaborative Research Project.

e) All Collaborative Research Projects to be undertaken shall be the subject of separate research collaboration agreements between the relevant Partnering Institutions, and each Partnering University or Research Center shall be responsible for the management and progress of the research allotted to it and in accordance with the terms contained in the research collaboration agreement.

5. Funding

a) For each Collaborative Research Project, in the absence of any specific agreement to the contrary, NUS shall be responsible for the funding of research teams from Singapore and FAPESP shall be responsible for the funding of the research teams from the State of São Paulo, Brazil; in all cases, each Party shall provide funding according to its respective national rules and regulations and budget availability.

b) The amount of funding necessary to support the Collaborative Research Projects shall be defined by the Joint Steering Committee in each Call for Proposals. Additionally, FAPESP and NUS may agree to each commit seed funding of no more than USD 20,000 (Twenty Thousand) every 2 (two) years towards travel expenses to the research teams of the institution in the State of São Paulo, Brazil and of NUS respectively.

6. Intellectual Property

a) The Parties agree that when the actions taken by virtue of this Agreement result in products of commercial value and intellectual property rights, they will be regulated by the respective Partnering Institution’s policies, by the respective Parties’ policies and the national legislation and international conventions in force. The Parties agree that the principles outlined in this Section 6 below shall generally apply to all intellectual property used in or resulting from the Collaborative Research Projects.

b) All intellectual property held by a Party or a Partnering Institution which it may disclose or introduce to the other Party or Partnering Institution in connection with this Agreement or the Call for Proposals and all materials in which such intellectual property is held shall remain the property of the party introducing or disclosing it.

c) In the case of any intellectual property developed as a result of the Partnering Institutions’ participation in a Collaborative Research Project (the Project IP), the relevant parties shall establish an agreement regarding the terms with respect to the ownership, use, protection and exploitation of the Project IP, taking into account the relevant contributions of the parties to the development of the Project IP.

d) The Partnering Institutions shall each be entitled to use any Project IP, scientific results and findings from the respective Collaborative Research Project for its internal, research, development, academic and non-commercial purposes including collaborative research projects carried out by it with any third party, without requiring the consent of the other Partnering Institution.

7. Term and Termination

a) This Agreement shall be valid for a period of 5 (five) years from the date of its signing and may be extended by mutual agreement between the Parties in a written amendment to this Agreement.

b) Either Party may terminate this Agreement by a 6 (six) months’ advance written notice.

c) In the event of termination, the Parties shall agree on how to conclude the actions in progress as at the date of notification of termination by either Party.

d) The termination of this Agreement shall not affect the implementation of the Collaborative Research Projects and any other projects and programs made pursuant to this Agreement which are already approved or which have already started prior to such termination, in which case the Parties shall keep their budget for the Collaborative Research Projects, as well as the other projects and programs during the term of their validity.

8. Communications

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

(b) NUS:

National University of Singapore

21 Lower Kent Ridge Road

Singapore 119077


Attention: Prof. Chen Tsuhan, Deputy President (Research and Technology)

9. Modifications

This Agreement may be amended in writing at any time by mutual consent of the Parties and made official by Addenda.

10. General

a) Each Party shall bear its own administration costs of and incidental to and be responsible for its contribution to the preparation and implementation of the Call for Proposals, unless otherwise jointly decided and agreed in writing.

b) The Parties understand that all financial arrangements under this Agreement will depend on the availability of funds and resources of the Parties and subject to the applicable laws and regulations of their respective countries.

c) The Parties are committed to undertake their respective obligations including funding research under this Agreement in a professional and ethical manner consistent with generally accepted practice.

d) This Agreement shall be governed by and construed in accordance with the laws of England. The Parties agree that this Agreement is formed in good faith, so that any dispute arising in relation to its interpretation, implementation, execution and compliance shall be resolved jointly by them at the least senior level appropriate by consultation and negotiation and shall be in writing. Any dispute which cannot be resolved by amicable discussions between the Parties shall be referred to the President of FAPESP and the Senior Deputy President & Provost of NUS or their nominees for resolution whose joint decision shall be final and binding and not subject to appeal by either Party.

e) Neither Party may:

i. use the name, logo or any identifying marks of the other Party; and

ii. publish any news releases, publicity, advertisements or marketing materials, or make any references, statements, announcements or denial or confirmation in any medium concerning all or any part of the discussions under this Agreement, without the express written permission of the other Party. Notwithstanding the generality of the foregoing, the Parties may notify third parties of the fact that this Agreement is in effect.

f) This Agreement sets forth the entire understanding between the Parties regarding its subject matter and supersedes any prior or contemporaneous written or oral understanding of the Parties.

g) Neither Party (the Limiting Party) shall, except in the case of death or personal injury caused by its negligence or in the case of its fraudulent misrepresentation or in other circumstances where liability may not be so excluded or limited under any applicable law, be liable to the other Party in contract, tort, negligence, breach of statutory duty or otherwise for loss of profit, use, anticipated savings, goodwill, reputation or opportunity, other economic loss, in each case whether direct or indirect, or any consequential or indirect loss or damage, costs or expenses incurred or suffered by such other Party as a result of any breach by the Limiting Party of the terms of this Agreement.

h) This Agreement shall be executed in 2 (two) original copies in English and Portuguese languages, both texts being equally authentic. In the event of any inconsistency, conflict or ambiguity between the terms of the English version of the Agreement and the Portuguese version of the Agreement, the English version is the original language and shall be the prevailing and binding version, and the Portuguese version is the translation for information purposes only.

Signed in São Paulo, Brazil on January 2, 2019.


Page updated on 04/29/2019 - Published on 04/29/2019