1.1
The EFC and EFCPP&OA have a long standing relationship of mutual support, assistance and co-operation which forms an important part of the history of the EFC, and which will play an important role in the future of the EFC.
The purpose of this Memorandum is to articulate the agreed position between the EFC and EFCPP&OA in respect to various arrangements of mutual interests of both parties to ensure that these arrangements continue to operate in the future irrespective of the structure or management of the organisations at any given time.
2.1
The EFC agrees to provide the following benefits and considerations to the EFCPP&OA:
2.1.1
The continuation of the EFC Past Players Foundation Trust, established in 2004, which allows the Trustees of the Trust to allocate monies to EFCPP&OA members in the event that they are suffering mental, physical and/or financial difficulties that effects their normal living standards. The Trust is subsidized on a yearly basis from profits generated by the Dick Reynolds Club (DRC). The Trust is required on a permanent basis for EFCPP&OA members and is to be continually maintained irrespective of whether the DRC generates enough income to enable topping up of funds drawn down to the current level of $50,000 per annum or the actual base balance determined from time to time. The EFCPP&OA have committed to increasing the base of this fund by $50,000 over a five year period (2016–2020) which together with income derived from the DRC Golf Day each year over the same period should see the base of the fund reach around $150,000. It is agreed that once the benchmark has been reached, income obtained through the EFCPP&OA/DRC Golf Day will be provided to the EFCPP&OA to be used to assist in the provision of ongoing paid administrative support to the Association. It is further agreed that the Trustees of the Trust are to be an EFC Board member and an executive of the EFCPP&OA.
2.1.2
The provision of up to 60 seats at home game venues free of charge for any financial EFCPP&0A member who applies for one. The seats are to be issued to EFCPP&0A members at the time they apply for renewal of their EFC membership tickets for each season, and strictly applies only to EFCPP&0A members and not members of their family.
2.1.3
The provision of 4 double invitations to each EFC Chairman’s home match function and 2 double invitations to each Essendonians home match function to allow past players to enjoy a day at the football. Where practical and appropriate, past players can be invited to be presented with their Debut Jumpers at these functions.
2.1.4
Invitations to EFCPP&OA financial members for EFC special events at the total discretion of the EFC.
2.1.5
Former EFC Chairmen/Presidents, CEO’s/General Managers, and their partners to be invited to all EFC functions.
2.1.6
Payment of the drink bill at the EFCPP&OA Annual Dinner.
2.1.7
Assistance with the mail-out of EFCPP&OA material to members.
2.1.8
Assistance with the printing and photocopying of EFCPP&OA related material for members.
2.1.9
Provision of a facility for the EFCPP&OA for its own use at either the EFC Napier Street complex or as part of the redevelopment of the “Hangar” at the Tullamarine complex for the purpose of meetings, small functions and display of memorabilia etc.
2.1.10
The EFC to supply EFCPP&OA with up to 6 entry/seating tickets for each home game on request. This enables the EFCPP&OA Inc to encourage past players living outside the metropolitan area or visiting from interstate to attend EFC games on an invitation basis.
2.1.11
The EFC to provide a minimum of 4 entry/seating tickets for all games played interstate each season. This enables the EFCPP&OA to invite financial members living interstate to attend these games and feel as though they are still part of the club. Where practicable and appropriate, past players to be invited to attend EFC arranged functions held during interstate trips including the potential to dine with players and coaches on the evening prior to these games or with supporter groups of the Club.
2.1.12
To encourage EFCPP&OA members to become EFC members, a discount of 10% to be made available to financial EFCPP&OA members on EFC membership packages.
2.1.13
The EFC to ensure at least 6 currently listed EFC players are available to participate in the EFCPP&OA/DRC Annual Golf Day.
2.1.14
The EFC to nominate an individual who can make decisions on any issues raised by either the EFC or EFCPP&OA that is not specifically included in this MOU.
2.1.15
The EFC Board to invite the EFCPP&OA President to attend one Board meeting annually to provide a short presentation on Association activities.
3.1
The EFCPP&OA Website is now incorporated as part of the EFC Website
3.1.1
The EFC agrees to complete the transfer of the EFCPP&OA Website to the EFC Website. It also agrees to provide reasonable levels of technical support and assistance in a timely manner to further develop and maintain the EFCPP&OA part of the website.
3.1.2
The EFCPP&OA is very aware of the legal responsibilities of the EFC particularly in relation to such things as logos, sponsorships, marketing, fund raising and intellectual property, etc and guarantees that it will not utilize its part of the EFC website to seek sponsorship, develop marketing opportunities or use any intellectual property belonging to the EFC or AFL that would in any way conflict with the existing arrangement without express written approval of the EFC.
3.1.3
Further, the EFCPP&OA undertakes that it will not produce or use any material that would conflict with any strategies or management practices of the EFC.
3.2
Future Planning Document “ON TARGET
The EFCPP&OA seek support from the EFC in respect to aspects of it’s “On Target” strategic planning document that directly involve the club, including but not limited to:
3.2.1
Where practical, include members of Coterie groups and club Sponsors in the Top Mark Network, a network of Essendon people who have agreed to supply a wide range services to EFCPP&OA members.
3.2.2
Assist in supplying information that enables the EFCPP&OA to expand its membership base to include Associate members, particularly in respect to Reserve Grade players who do not qualify as members due to not playing 20 or more Reserve games and Under 19 Grade players;
3.2.3
Potential inclusion of current players as Associate members of the EFCPP&OA;
3.2.4
Further development of our social media opportunities;
3.2.5
Significant involvement with the planning, development, implementation and operation of the Hall of Fame; and
3.2.6
Further development of merchandising and memorabilia opportunities.
4.1
This MoU shall remain in effect for five years from the effective date or until terminated by either party with thirty (30) days written notice.
4.2
This MoU may be extended for a further period as may be agreed in writing by the Parties.
5.1
This MoU shall not give rise to any financial obligation by one Party to the other than those specified in this MoU.
6.1
Each Party shall undertake to observe the secrecy of confidential information received from or supplied to the other Party during the implementation and life of this MoU.
6.2
For purposes of this MoU, “confidential information” means any information whether prior to or hereinafter disclosed by a Party (the Disclosing Party) to the other Party (the Receiving Party) of this MoU involving technical, business, marketing, policy, know-how, planning, project management and other information, data and/or solutions in any form, including but not limited to any information which is designated in writing to be confidential or by its nature intended to be for the knowledge of the Receiving Party or if orally given, is given in the circumstances of confidence.
6.3
Both Parties agree that the provisions of this Clause shall continue to be binding between the Parties notwithstanding the termination of this MoU
7.1
Any difference or dispute between the Parties concerning the interpretation and/or implementation and/or application of any of the provisions of this MoU shall first be settled amicably through mutual consultation between the Parties with the EFC being the final arbiter.
8.1
The Parties agree that this MoU represents the mutual understanding of the Parties and is not intended nor shall be deemed to be a contract and shall not give rise to any rights and liabilities under a contract.
8.2
Nothing contained herein shall be construed so as to constitute a joint venture partnership or formal business organization of any kind between the Parties or so to constitute either Party as the agent of the other.
8.3
The Parties acknowledge that this MoU does not in any way give rise to any right or permission to use or to be associated with each Party’s intellectual property.
2.1
The EFC agrees to provide the following benefits and considerations to the EFCPP&OA:
9.1
Either Party may request in writing a revision, variation or amendment of this MoU.
9.2
Any such revision, variation or amendment agreed to by the Parties shall be in writing and shall form part of this MoU.
9.3
Such revision, variation or amendment shall come into force on such date as may be determined by the Parties.
9.4
Any revision, variation or amendment shall not prejudice the implementation of any project, activity or co-operation arising from or based on this MoU before or up to the date of such revision, variation or amendment.
3.1
The EFCPP&OA Website is now incorporated as part of the EFC Website
10.1
Each Party reserves the right for any reason to suspend temporarily, either in whole or in part, the implementation of this MoU which suspension shall take effect immediately after notification has been given to the other Party.
10.2
Notwithstanding sub-clause 9.1, should any other event occur which hinders or restricts the implementation of this MoU, the Parties shall use their best endeavors to agree upon such action, as may be necessary and equitable, to remove the cause of such event.
11.1
Every notice, request or any other communication required or permitted to be given pursuant to this MoU shall be in writing and delivered personally or sent by registered or certified post or via air mail or via courier or facsimile or by e-mail (which shall be acknowledged by the other Party) to the Parties at their address and facsimile number as stated below
On behalf of the Essendon Football Club
Chairman
Mr Lindsay Tanner
Chief Executive Officer
Mr Xavier Campbell
On behalf of the Essendon Football Club Past Players & Officials Association Inc
President
Mr Barry Capuano
Secretary
Mr David Collins