[committee] Fwd: Fw: MOU for UCC

[Alex Dawson]

I'm not even a law student, but I'll give you my two cents here:

UCC does not exist in a vacuum. UCC is part of the Guild, which is part of The University of Western Australia. Our assets are their assets, under our control. The easiest way to prevent conflict around this issue are to ensure that neither party outside the UCC is never required to exercise control, and we do this through compromise.

But, we can't see the future, which is presumably why the Guild wants these conditions. I agree with them, but I also agree that UCC should not make a knowingly unenforceable agreement, and I urge UCC to do anything necessary to make them work. You mention there are some ways to achieve the Guild's objectives - I suggest you work on them.

Regards,
Alex.

On 10/05/2011, at 11:28 AM, Daniel Axtens wrote:

> Firstly, my apologies to committee for being so tardy on this issue. I should also point out that, whilst a law student, I am not a lawyer.
> 
> (As I've mentioned on #committee,) I'm not particularly happy with this agreement for 3 main reasons:
> 
> 1. I'm not sure if the acts of an unincorporated association can bind an incorporated association, even if the incorporated association is the successor of the unincorporated one.
> 
> 2. AFAICT, despite the Guild's assertions, they are *not* incorporated under the Act, and a quick search on the Australian Business Register confirms this.[1] (They are actually incorporated under the University of Western Australia Act 1911.) As such, we couldn't legally give them the money anyway[2] - we'd be signing an agreement that is thus actually trying circumvent the Act. 
> 
> 3. On a less hard and fast sort of point, I believe that signing an agreement we know is invalid and unenforceable, is unethical, immoral and possibly illegal, especially knowing that the Guild believes it to be valid and enforceable.[3]
> 
> Finally, there are other ways of achieving the guild's desires without making poor agreements. These have been canvassed on #committee, but I am happy to develop on them  if anyone wants.[4]
> 
> Thus ends the main rant. 
> 
> While I'm at it, here begins the second rant. 
> 
> We do not have a divine right to incorporate. If the Guild does not want us to incorporate, that is their call and we have to either abide by it, or sever our ties with them (which would kill the club). Putting conditions on our incorporation is not 'blackmail' or 'extortion', regardless of our opinions on the reasonability or otherwise of the conditions. 
> 
> Furthermore, no matter how unreasonable the guild has been, is, or will be, we are not for that reason excused from our moral, ethical and legal responsibilities. Even if the guild want to be difficult, it is not open to us to take advantage of that inadvertence or stupidity to get our way. Even if we perceive that the guild is not playing by the rules or playing fair, we are not thereby excused from following the rules and playing fair ourselves.
> 
> Finally, if we want to work with the guild, it would be nice if we accepted that they're no more intrinsically evil than we are. Maybe if we assumed good faith until we had overwhelming evidence to the contrary, we could get more done. The guild is protecting their legitimate interest in keeping money at UWA: is that really so terrible?
> 
> Thus ends the second rant.
> 
> Night/morning all.
> [DJA]
> 
> [1] http://goo.gl/yonCf which lists it as an "Other Unincorporated Entity"[5]. Compare PLUG: http://goo.gl/pc90r
> 
> [2] the Act requires that money be distributed to another body incorporated under the act.
> 
> [3] It's at this point I would customarily make a joke about the ethical standards, or lack thereof, held by engineers and lawyers. 
> 
> [4] just not at 2:22 in the morning.
> 
> [5] I'm aware this is not the same as statutory corporation, which would be what I would expect. I put this down to the ABR website not supporting it: see http://goo.gl/b7rdE (Although I question why it wouldn't be listed as a State Gov't Company. Maybe the guild mis-registered it. But I digress.[6])
> 
> [6] Look, a doubly nested footnote! Hi [SZM]!
> 
> On 09/05/2011, at 9:20 PM, Matt Didcoe wrote:
> 
>> Some concern was expressed that this Memorandum of Understanding
>> between UCC and the Guild had not already been forwarded, soooo in an
>> effort to appear as transparent and inclusive as possible, please find
>> a copy attached.
>> 
>> Committee are reviewing it thoroughly now and debating bits and pieces
>> and your valued opinions are sought before we make the final sign off.
>> 
>> Regards,
>> Matt Didcoe [MRD]
>> Vice President (2011)
>> mattman at ucc
>> 
>> ---------- Forwarded message ----------
>> From: Bob Adamson <bob at ucc.asn.au>
>> Date: Sun, Apr 24, 2011 at 1:47 PM
>> Subject: Fw: MOU for UCC
>> To: committee-only at ucc.asn.au
>> 
>> 
>> Here is the draft MOU. Sorry it took so long, Rachel had to resend it
>> to me as I didn't receive it the first time.
>> 
>> [BOB]
>> <University Computer Club and UWA Guild.docx>
>