Master Alliance Provisions Guide (MAPGuide)

Fiocruz – AstraZeneca, COVID-19 Technological Order Agreement

  • Business model | Governance

3. Contracting Parties Obligations

3.1 – IV – [the Contracting Parties will] refrain from practicing acts that interfere in the Contractor’s administration, such as:

a) not allowing or giving rise to acts of subordination, hierarchical bonds, accountability, application of sanctions and direct supervision of the Contractor’s employees;

b) not exercising the power of command over the employees of the Contractor, reporting only to the representatives or persons responsible thereof, except when the object of the Agreement requires direct notification for the execution of specific tasks previously described in the Agreement;

c) not directing the hiring of people to work for the Contractor or in any subcontractors;

d) not promoting or accepting the deviation of the Contractor’s workers’ functions, through the use of such workers in activities other than those provided for in the contractual Object and in relation to the specific function for which the worker was hired;

e) not considering the Contractor’s employees as occasional employees of the the actual Contracting Parties, especially for the purpose of granting daily allowances and transport tickets;

f) not setting the amount of the Contractor’s workers’ compensation to provide the services, except in specific cases in which professionals with a higher qualification/experience are needed than those who, on the market, are paid the basic salary of the category, as long as they are justified; and

g) not granting the Contractor’s workers the typical rights of public servants, such as recess, optimal day off point, among others.

4. Contractor Obligations

4.1 [The contractor will]:

II – be responsible for the distribution, control and supervision of Contracctor’s human resources allocated for the execution of the Agreement, and the provision of services does not create any employment relationship between Contracting Parties and Contractor’s employees, prohibiting any relationship between them that characterize personality and direct subordination

6. Steering Committee

6.1 The Steering Committee will have the function of administering, monitoring and auditing the relationship of the Parties and the fulfillment of contractual obligations. In addition, it will be the role of the Steering Committee to review claims related to the amendment of the Agreement, including the RD&I Project, which, if approved, should be formalized in an amendment to be signed between the Parties, except in the cases provided for in clause 2.5 of this Agreement.

22. Applicable Law and Jurisdiction

22.2 The Parties undertake to observe the principle of good faith and to use their best efforts to reach an amicable solution as a definitive resolution of any suit, controversy or dispute related to this Agreement. If an amicable solution is not reached, the Federal Court of Justice, Judiciary Section of the State of Rio de Janeiro, City of Rio de Janeiro is elected to settle any disputes arising from this Agreement, under the terms of item I or article 109 of the Federal Constitution.