Memorandum of Understanding between the BBC and the Open Knowledge Foundation

This Memorandum of Understanding (“MOU”) is made on 25 November 2013

between:

The British Broadcasting Corporation a public corporation established by Royal Charter under the laws of England and Wales whose principal office is situated at Broadcasting House, Portland Place, London W1A 1AA (“the BBC”);

and

The Open Knowledge Foundation, a non-profit organisation whose principal office is situated at St John’s Innovation Centre, Cowley Road, Cambridge, CB4 0WS (hereafter “Parties” or “Party”, as appropriate)

  1. Background

1.1 The BBC is the largest broadcasting corporation in the world. Its mission is to enrich people’s lives with programmes that inform, educate and entertain. Its Archives include written documents, moving images and audio content.

1.2 The Open Knowledge Foundation is a nonprofit organization that promotes open knowledge, including open content and open data.

  1. Purpose

2.1 This MOU describes the nature and scope of the Parties’ intended collaboration. It will advance the BBC’s Public Purposes (as set out in its Charter and Agreement) and advance the Partner’s strategic objectives.

2.2 The purpose of this MOU is to enable the Parties to enter into a non-exclusive, non-legally binding, collaborative relationship for the purpose of furthering their common interests. The Parties intend to evolve a model of best practice, which may in time lead to opportunities to work with other public institutions throughout the UK.

2.3 The relationship is intended create over the medium term, and in the context of the UK’s audiovisual and broadcast heritage, an innovative approach to making archive content and assets universally available across the UK and to developing a viable approach to the management (including rights management), storage and distribution of archive material and related assets. It will contribute to the development of world-class digital content and infrastructure within the UK’s knowledge economy and the more efficient use of public sector resources.

2.4 The separate custodianship, accreditation and identities of the Parties’ assets including any Archive collections will be clearly maintained at all times.

  1. Governance

3.1 For the implementation of the areas for collaboration, listed in the Annex to this MOU, the Parties will be represented by a Steering Group to establish the framework for discussions and the appropriate discussion groups to propose collaboration on chosen projects.

3.2 The Steering Group will meet on a regular basis to review progress of evolving work-streams and report progress to the Chief Executive Officer of the Open Knowledge Foundation and the Director of Strategy and Digital of the BBC. Its specific responsibilities will include: administration, follow-up and final quality assurance of decisions; supervision of progress on any timescales agreed for implementation; transmission of any reports required by the Parties; co-ordination of any proposed announcements or other public relations activity, for prior approval by the Parties.

  1. Confidentiality & Publicity

4.1 The Parties will keep confidential any confidential information (which is identified orally or in writing, or which should reasonably by supposed to be confidential) provided by either Party, and each Party agrees not to use such information except to meet the purpose of this MOU or by law. These obligations of confidentiality will not apply to information that: (i) becomes public other than through disclosure by the receiving party; (ii) is received from a third party under no duty of confidence; (iii) is independently developed; or (iv) that the receiving party possesses without any restrictions as to disclosure prior to receiving it from the disclosing party.

4.2 Neither Party shall make any public statement in relation to this MOU without the prior written consent of the other.

  1. Freedom of Information

Each Party acknowledges that the BBC is subject to the requirements of the Freedom of Information Act 2000, and the Open Knowledge Foundation agrees that it shall assist and cooperate with the BBC to enable compliance with these information disclosure requirements.

  1. Duration of the MOU

6.1 The collaboration between the parties under this MOU will continue in being for an initial period of 24 months from the date of signing by both Parties. At the end of that period, this MOU will renew automatically for further periods of 6 months (a “Renewed Period”), unless either Party wishes to terminate it, and shall in any event expire on 24 November 2018.

6.2 Either Party may, by giving 3 months prior written notice, terminate the collaboration recorded under this MOU at any time during a Renewed Period.

6.3 The scope of this MOU may, by mutual agreement in writing at any time during its period of validity, be:

• expanded if new or further areas for potential collaborative activity are

• reduced if any of the areas for potential collaboration are not pursued.

  1. MOU Not Legally Binding

7.1 This MOU is not intended to create any legally binding relationship between the Parties, save that the obligations set out in paragraphs 4 and 5 shall be binding and enforceable against each Party by the other.

7.2 Subject to paragraph 7.1, any areas for collaboration already identified or which might come into existence during the validity of this MOU shall not in any way be legally binding upon the Parties.

7.3 The Parties are free at any time to enter into a separate collaboration agreement in respect of any activities arising from this MOU, if they agree that such an arrangement would be appropriate. In such event, the parties will work together in good faith to evolve any such agreement to their mutual satisfaction.

  1. Costs

The Open Knowledge Foundation and the BBC are equal Parties to this MOU and to the extent that costs are incurred in the administration of the MOU, each Party shall bear their own costs. Any potential agreements, projects or actions remain subject to each Party’s available resources, funding and applicable operating parameters and approvals (such as competition legislation and regulation, fair trading regulation, procurement and governance policies).

  1. Third Parties

For the avoidance of doubt, both Parties are free to enter into separate Memoranda of Understanding and other agreements with third parties. identified; or

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The British Broadcasting Corporation The Open Knowledge Foundation

Annex

AREAS IDENTIFIED FOR POTENTIAL FUTURE COLLABORATION

1. Supporting and Developing the Open Internet and the Open Web

The Parties will discuss ways in which they can collaborate to support and develop the principles and practice of an Internet and World Wide Web based on open standards, accessible to all and support the publication of material under the Open Definition.

2. Metadata

The Parties recognise the increasing demand for information and data and metadata about collections and archives of all types, whether digital or not, to be published freely and in the public domain. The Parties will work towards ensuring interoperability of data in order to: reduce duplication of effort; provide for the description and retrieval of archive content assets; and develop a common vocabulary for audience-facing metadata, including but not limited to, the expression of rights.

3. Digitisation

The Parties will discuss open standards for the creation, storage and distribution of digital assets including but not limited to sound and audiovisual material, computer files, code and digitised documents, with a view to influencing the stewardship of digitised cultural heritage, with a particular focus on issues facing UK archives.

The Parties will discuss and share knowledge on complex technical issues in order to reach consensus concerning the understanding and approach to long term storage and retrieval of digital assets and associated metadata and establish best practice models.

4. Access to Archives

The Parties will discuss a unified approach to expanding access for the general public to digitised cultural assets with a view to making them available to the fullest extent possible and delivering a consistently high-level of experience for users wherever and however collections are accessed.

5. A Modern Rights Framework

On the mutual understanding that a common approach to rights and rights management, where appropriate, offers the prospect of opening up collections to which access is currently restricted because of the complexity of rights issues and the cost of rights clearance, the Parties will discuss common goals and objectives, and work closely with third-party rights holders around the development of approaches to rights and their management that can enhance access.

6. Digital Skills

The Parties will discuss ways to raise user confidence in using digital assets through the potential development of common and predictable interfaces, with particular consideration for under-served users, and the provision of equivalence of access for users of all ages, abilities etc.