NGDA Node Agreements NDIIPP Partner Meeting July, 2008 Tracey Erwin

NGDA agreements to date  Content Provider Agreement  Completed August 2007  Exhibit B (authorized users, authorized uses, management of materials by custodian)  Node agreement  Procedure Manual

Rationale behind node agreement  Indemnify each node against mistakes made by the other node(s)  Craft agreements that requires few changes Handle needed changes with updates to procedure manual rather than changes to node agreementHandle needed changes with updates to procedure manual rather than changes to node agreement  Don’t try to anticipate future legal changes (we will abide by current applicable law)

Node agreement  Agreement to obligations in NGDA Procedure Manual  similar to 2 part structure of Depositor agreement and Exhbit B  Responsibilities and definition of a Content Collection Node  Governance Structure  Responsibility of Members  Indemnification of other nodes  Discontinuance of a node  Applicable law (will follow laws of California)

Procedure Manual  Rules for manual  NGDA Governance structure  Communication between nodes  Meeting frequency  How new nodes are identified  How new nodes join (vetting)  How nodes depart  Acquisition of content

Web address  To view the Content Provider Agreement and Exhibit B  Research -- Rights and Responsibilities