1.   There shall be a European distributed research infrastructure called the ‘International Centre for Advanced Studies on River-Sea Systems’, hereinafter referred to as ‘DANUBIUS’.

2.   DANUBIUS shall have the legal form of a European Research Infrastructure Consortium (ERIC) under Regulation (EC) No 723/2009 and be named ‘DANUBIUS-ERIC’.

3.   DANUBIUS-ERIC shall be operational in DANUBIUS-ERIC member countries, as well as in other countries where it has concluded relevant agreements.

4.   DANUBIUS-ERIC shall have its statutory seat in Murighiol, Tulcea County (Romania).

1.   The main objective and task of DANUBIUS-ERIC is to establish and operate a pan-European distributed research infrastructure to facilitate and contribute excellent science on the continuum from river source to sea; to offer state-of-the art research infrastructure; and to provide the integrated knowledge required to sustainably manage and protect River-Sea Systems. DANUBIUS-ERIC shall be supported by the DANUBIUS Partners, who shall provide major scientific equipment or sets of instruments, research facilities, resources and related services to the DANUBIUS Components and through them to Users, enabling the conduct of top-level research in their respective fields.

2.   To this end, DANUBIUS-ERIC shall provide an effective governance framework, coordinate and harmonize the activities carried out by the DANUBIUS Components in relation to river-sea systems. In particular, it shall undertake and coordinate the following activities:

a)	subject to the access policy, provide a single point of access for applications to use the DANUBIUS Components;

b)	facilitation of relevant European and international research programmes and projects;

c)	mobilisation of relevant knowledge, build research capacity and encourage mobility of researchers to increase the European intellectual potential and lead international research on river-sea systems;

d)	development of technology, standards and protocols to advance studies in fresh, ground and coastal, marine and transitional water systems;

e)	build collaboration and synergies with other research infrastructures in Europe and worldwide;

f)	use of the DANUBIUS research infrastructure and expertise in support of research on river-sea systems worldwide;

g)	enter into agreements with third parties in order to achieve its objective and carry out its tasks; and

h)	any other related activity that promotes the achievement of DANUBIUS-ERIC main objectives and task.

3.   DANUBIUS-ERIC, through its Components, shall provide effective access to facilities, services, advice and data to promote and drive interdisciplinary research and innovation across river-sea systems. For this purpose, DANUBIUS-ERIC may enter into Service Level Agreements which sets out the terms and conditions on which DANUBIUS Components shall provide resources and services to the DANUBIUS-ERIC, to other DANUBIUS Components and to Users.

4.   DANUBIUS-ERIC shall pursue its main task on a non-economic basis, however it may carry out limited economic activities, provided that they are closely related to its main task and that they do not jeopardize the achievement thereof. Any income generated by these limited economic activities shall be used by DANUBIUS-ERIC to further its main objectives and task.

1.   DANUBIUS-ERIC shall exist for an indefinite period of time.

2.   The winding up of the DANUBIUS-ERIC shall require a decision by the General Assembly in accordance with Article 17(6)(c).

3.   Without undue delay and in any event within ten working days of the winding up decision, the DANUBIUS-ERIC shall notify the European Commission of its decision.

4.   Assets remaining after payment of DANUBIUS-ERIC debts shall be apportioned among the members in proportion to their annual accumulated contribution to DANUBIUS-ERIC over the last five consecutive years prior to winding up.

5.   Without prejudice to Article 4, liabilities remaining after winding up, shall be apportioned among the members in proportion to their accumulated annual contribution to DANUBIUS-ERIC, as set out in Annex 2, not exceeding the amount of one average annual contribution in the last five consecutive years prior to the year when the decision to wind-up DANUBIUS-ERIC was taken.

6.   Within ten days after the closure of the winding-up procedure, DANUBIUS-ERIC shall notify the European Commission thereof.

7.   The DANUBIUS-ERIC shall cease to exist on the day on which the European Commission publishes the appropriate notice in the Official Journal of the European Union.

1.   DANUBIUS-ERIC shall be liable for its debts.

2.   The members shall not be jointly liable for the debts of DANUBIUS-ERIC.

3.   The financial liability of the members for DANUBIUS-ERIC’s debts shall be limited to their respective annual contribution to DANUBIUS-ERIC.

4.   DANUBIUS-ERIC shall take appropriate insurance to cover the risks specific to its activities.

1.   Subject to any contract between DANUBIUS-ERIC and Users, intellectual property rights created, obtained or developed by Users shall be owned by those Users.

2.   Subject to any contract between DANUBIUS-ERIC and a DANUBIUS Partner, intellectual property rights created, obtained or developed by a DANUBIUS Partner shall be owned by the DANUBIUS Partner.

3.   Subject to any contract between DANUBIUS-ERIC and a DANUBIUS Component, intellectual property rights created, obtained or developed by a DANUBIUS Component shall be owned by the DANUBIUS Component.

4.   Intellectual property rights created, obtained or developed by DANUBIUS-ERIC shall be owned by DANUBIUS-ERIC.

5.   DANUBIUS-ERIC shall adopt a policy on intellectual property rights, for approval by the General Assembly.

1.   DANUBIUS-ERIC shall be a facilitator of research and shall, as a general rule, apply open science and open access principles to research data as further developed in the DANUBIUS-ERIC’s IPR and Data policies.

2.   DANUBIUS-ERIC shall, as a general rule, encourage Users to make their research results publicly available or publish in peer-reviewed scientific literature, to present at scientific conferences, as well as in other media, social or otherwise, targeted at larger audiences (including without limitation the general public, the press, citizen groups and for education purposes).

3.   DANUBIUS-ERIC shall use several channels to reach the target audiences, including web portal, newsletter, workshops, presence in conferences, articles in magazines, daily newspapers and any other relevant media.

1.   DANUBIUS-ERIC shall maintain secure, fair and transparent procedures to provide access to DANUBIUS Components and services to Users.

2.   DANUBIUS-ERIC shall adopt an access policy, for approval by the General Assembly.

1.   The activities of DANUBIUS-ERIC shall be evaluated every five years by an independent panel, composed of international experts of the highest quality, appointed by the General Assembly.

2.   The expert panel shall evaluate DANUBIUS-ERIC activities, scientific and strategic orientation as well as the operation of the DANUBIUS Components. Special attention shall be given to the fulfilment of User requirements.

3.   The results of the evaluations shall be reported to the General Assembly.

1.   DANUBIUS-ERIC employment policy shall be governed by the laws of the country in which staff is employed or usually carry out their activities.

2.   Vacant positions at DANUBIUS-ERIC shall follow a transparent, non-discriminatory procedure and respect the principles of equal opportunity, subject to applicable labour laws.

1.   DANUBIUS-ERIC shall adopt its own procurement rules, to be approved by the General Assembly.

2.   The procurement rules shall respect the principles of transparency, non-discrimination and competition.

3.   Purchases made by the DANUBIUS Partners, intended exclusively for use by the DANUBIUS Components for the purpose of fulfilling the objective and tasks of DANUBIUS-ERIC, shall be awarded and organised in accordance with the procurement rules of DANUBIUS-ERIC.

1.   The following entities may become members of DANUBIUS-ERIC or may become observers of DANUBIUS-ERIC without voting rights:

a)	Member States of the European Union;

b)	Associated Countries (within the meaning of Regulation (EC) No 723/2009);

c)	third countries other than associated countries;

d)	intergovernmental organisations.

2.   Member States and associated countries shall hold jointly the majority of the voting rights in the General Assembly. The General Assembly shall determine any modification of voting rights that are necessary to ensure that DANUBIUS-ERIC complies at all times with this requirement.

3.   Any member or an observer referred to in paragraph (1)(a)-(c) may be represented by one or more public entities, including regions or a private entity with a public service mission, of its own choosing and appointed according to its own rules and procedures. Each member or observer shall inform the General Assembly of any change of its representing entity, of the specific rights and obligations which have been delegated to it or of any other relevant change.

4.   The members and the observers as well as their representing entities are listed in Annex 1. Annex 1 shall be kept up to date by the Director General or any other person appointed by the Director General.

1.   Entities referred to in Article 11(1), wishing to become members of DANUBIUS-ERIC shall submit a written application to the Chairperson of the General Assembly. Such application shall describe how the entity will contribute to DANUBIUS-ERIC objectives and task described in Article 2 and how it will fulfil the obligations referred to in Article 14(2) and 14(3).

2.   Entities referred to in Article 11(1) who wish to contribute to DANUBIUS-ERIC but are not yet in a position to join as members may apply for an observer status. Applicants shall submit a written application to the Chairperson of the General Assembly, which shall describe how the applicant will contribute to DANUBIUS-ERIC objectives and tasks described in Article 2 and how it will fulfil the obligations referred to in Article 15(2) and 15(3).

3.   Where the General Assembly votes in favour of admitting an applicant as an observer, it shall be admitted as an observer for a three-year period. Observers may apply once for a two-year extension of their observer status. In exceptional cases the General Assembly may accept and approve further extensions of an observer status, in which case, the General Assembly may also set higher annual contributions for that specific observer.

1.   A member may withdraw its membership at any time upon at least 12 months prior written notice to the Chairperson of the General Assembly. Withdrawal will come into effect after a minimum five-year period of membership and at the end of the next financial year in which a notice of withdrawal has been given, namely 31 December of the following year.

2.   An observer may withdraw at any time upon 6 months prior written notice to the Chairperson of the General Assembly. If notice is served by 30 June in any year, withdrawal will come into effect at the end of the same financial year in which notice has been given, namely 31 December. If notice is served after 30 June in any year, withdrawal will come into effect at the end of the next financial year in which notice has been given, namely 31 December of the following year.

3.   The General Assembly may terminate membership or an observer status if any of the following conditions are met:

a)	the member or the observer is in serious breach of one or more of its obligations or the conditions of membership or observer status under these Statutes; and,

b)	the member or the observer has failed to rectify such breach within a period of six months after it has received notice of the breach; and,

c)	the member or the observer had been given an opportunity to present its position to the General Assembly before a decision is made.

4.   Members and observers shall continue paying their membership or observer fees and fulfil all other obligations to DANUBIUS-ERIC activities until withdrawal or termination comes into effect. They shall neither have the right to restitution or reimbursement of any contributions made, nor the right to lay any claim to the assets of DANUBIUS-ERIC.

5.   The General Assembly may decide to suspend a member’s voting rights if that member is 12 months or more in arrears of meeting its obligations under Article 21(1), until contributions have been paid in full.

6.   Notwithstanding Article 13(1) and Article 13(2), members and observers rereferred to in Article 11(1)(b) and (c), may withdraw from DANUBIUS-ERIC following changes in Regulation (EC) No 723/2009 that would materially affect their rights and obligations in relation to DANUBIUS-ERIC. Such changes are considered to materially affect their rights and obligations where they imply or impose on that specific member or observer:

a)	increased fees (including higher annual contributions or decommissioning costs);

b)	fewer voting rights compared to other members or observers referred to in Article 11(1)(a);

c)	requirements contrary to applicable law referred to in Article 29 of these Statutes or to the national law of the affected member or observer, provided such national law was enacted more than a period of 6 months prior to the change of the Regulation (EC) No 723/2009;

d)	remove the right to be represented in the General Assembly or other committees; or change their rights related to representation or use of the facility.

The affected member or observer (which is not a Member State), may withdraw from DANUBIUS-ERIC upon 6 months prior written notice to the Chairperson of the General Assembly.

1.   Members shall have a right:

a)	to appoint representing entities;

b)	to attend and vote at the General Assembly, with the exception of voting on decisions regarding that member’s termination of membership or suspension of voting rights;

c)	for its research community to access the facilities, services and activities offered by the DANUBIUS Components, subject to DANUBIUS-ERIC Access Policy;

d)	to elect and be elected to the governance bodies of DANUBIUS-ERIC through its representatives;

e)	to host a DANUBIUS Component;

f)	to any other benefit or right set out in the implementing rules.

2.   A member shall:

a)	provide the annual membership contribution in accordance with Annex 2;

b)	appoint at least one, but not more than three, official representatives to the General Assembly;

c)	empower its representatives attending the General Assembly with full authority.

3.   A member is also expected to:

a)	promote the adoption of relevant standards and tools in the operation of DANUBIUS-ERIC;

b)	provide the necessary technical infrastructure and resources for DANUBIUS-ERIC operations and support the DANUBIUS Components that it hosts;

c)	promote uptake of DANUBIUS-ERIC coordinated data and services among researchers in their country and promote user feedback and requirements;

d)	support its national DANUBIUS Partner or Partners and DANUBIUS Components that it hosts to allow them to discharge their obligations as may be defined within a Service Level Agreement or a similar agreement with DANUBIUS-ERIC.

1.   Observers shall have a right:

a)	to appoint representing entities;

b)	to attend the meetings of the General Assembly, without voting rights;

c)	for its research community to access the facilities, services and activities offered by the DANUBIUS Components, subject to DANUBIUS-ERIC Access Policy;

d)	to elect and be elected to the governance bodies of DANUBIUS-ERIC through its representatives, but without voting rights in such governance bodies;

e)	to any other benefit or right set out in the implementing rules.

2.   An observer shall:

a)	provide the annual observer contribution in accordance with Annex 2;

b)	fulfil any other obligation negotiated between the respective observer and DANUBIUS-ERIC as agreed by the General Assembly.

3.   An observer is also expected to:

a)	promote the adoption of relevant standards and tools in the operation of DANUBIUS-ERIC;

b)	promote uptake of DANUBIUS-ERIC coordinated data and services among researchers in their country, and promote user feedback and requirements.

1.   DANUBIUS-ERIC shall comprise the following bodies:

a)	the General Assembly;

b)	the Director General;

c)	the Scientific Advisory Committee; and

d)	the Research Infrastructure Committee.

1.   The General Assembly shall be the governing body of DANUBIUS-ERIC and shall be composed of representatives of the members and observers of DANUBIUS-ERIC. Each member shall have one vote with all votes being of equal value. Members abstaining from voting, or whose voting rights have been suspended, shall be counted as absent with no effect on the quorum required to constitute the meeting under paragraph 5.

2.   Representatives to the General Assembly may be accompanied by up to two experts per delegation with the sole purpose of advising the delegation.

3.   The General Assembly shall elect a Chairperson and a Vice-Chairperson amongst the representatives of the members for a two-year term, renewable for the same period, twice. The Vice-Chairperson shall substitute the Chairperson in his/her absence, resignation, inability to act or in cases of conflict of interest which cannot be otherwise resolved. With their elections the Chairperson and, when acting as a substitute, the Vice-Chairperson, become supra-parte and leave their delegations. The member from which the Chairperson or Vice Chairperson originates shall have the right to nominate another representative instead.

4.   The General Assembly shall be convened by the Chairperson at least once per calendar year and shall be responsible for the overall direction and supervision of DANUBIUS-ERIC, including the strategic orientation and structure of the DANUBIUS Components.

5.   Subject to Article 11(2), a meeting shall be quorate if at least two thirds of members are represented at the meeting. If the required quorum is not met, the Chairperson shall convene another meeting, following a new invitation with the same agenda, not sooner than 14 calendar days later. Subject to Article 11(2), the second meeting shall be quorate if at least 50 % of the members are represented at the meeting.

6.   The following matters shall require approval of the General Assembly by unanimous vote of the members present:

a)	amendment of the Statutes of DANUBIUS-ERIC;

b)	changes of more than 4 % to the amount or calculation of contributions by a member or observer.

c)	winding up of DANUBIUS-ERIC in accordance with Article 3;

d)	termination of a membership or observer status.

7.   The following matters shall require approval of the General Assembly by a two thirds majority of the votes of the members present:

a)	setting the level of annual membership and observer contribution;

b)	changes of up to 4 % in the amount or calculation of contributions by a member or observer.

c)	approval of the annual budget and annual accounts;

d)	approval of the annual activity report;

e)	approval of the annual work plan;

f)	approval of a five years strategy and financial plans;

g)	adoption or amendment of the implementing rules;

h)	election of a Chairperson and a Vice-Chairperson from among the members following nominations;

i)	appointment and dismissal of the Director General;

j)	appointment and dismissal of representatives to the committees listed in Article 16(1)

k)	acceptance of new members and observers and renewal of an observer status;

l)	establishment and elimination of advisory committees;

m)	approve or remove a DANUBIUS Component;

n)	setting the level of contributions by a member or observer who is an intergovernmental organisation.

8.   All other decisions of the General Assembly shall require a simple majority of the votes of the members present.

9.   The General Assembly shall adopt its own rules of procedure, which may include a possibility to adopt decisions by a written procedure, subject to these Statutes.

1.   The Director General of DANUBIUS-ERIC shall be appointed by the General Assembly. The Director General shall be employed by DANUBIUS-ERIC and shall be the legal representative of DANUBIUS-ERIC.

2.   The Director General shall carry out the day-to-day management of DANUBIUS-ERIC and be responsible for the implementation of the decisions by the General Assembly, including annual work plan and yearly budget as well as five years strategy and financial plan. The Director General shall actively contribute to the community building and fostering external relations and strategic partnerships.

3.   The term for the Director General appointment shall be five years. The General Assembly may renew the term once for the same period.

4.   The Director General shall be based at the DANUBIUS-ERIC Headquarters. It shall carry out its activities in accordance with the terms of reference for the Director General.

5.   The terms of reference for the Director General shall be approved by the General Assembly.

1.   The General Assembly shall establish an independent Scientific Advisory Committee, whose representatives shall be appointed by the General Assembly.

2.   The Scientific Advisory Committee shall report to the General Assembly.

3.   The rules of procedure for the Scientific Advisory Committee shall be approved by the General Assembly.

4.   The Scientific Advisory Committee shall:

a)	monitor scientific quality of the activity of DANUBIUS-ERIC and the DANUBIUS Components;

b)	provide feedback and make recommendations on actions to improve the effectiveness of DANUBIUS-ERIC and DANUBIUS Components outcomes in the scientific community with a view to further develop DANUBIUS-ERIC’s scientific activities;

c)	provide feedback in relation to DANUBIUS-ERIC’s scientific output and science strategy, as may be requested by the General Assembly;

d)	review the research conducted under the DANUBIUS-ERIC and the DANUBIUS Components with respect to the tenets of Responsible Research and Innovation as well as ethical issues and provide recommendation accordingly.

1.   The General Assembly shall establish a Research Infrastructure Committee, composed of representatives from the various DANUBIUS Components, which shall include three representatives and three deputies from the Supersites, along with one representative and one deputy from each of the other DANUBIUS Components.

2.   The Research Infrastructure Committee shall report to the General Assembly.

3.   The rules of procedure for the Research Infrastructure Committee shall be approved by the General Assembly.

4.   The Research Infrastructure Committee shall:

a)	be convened by the Director General and meet at least once a year;

b)

be consulted by the Director General for all general matters including drawing up proposals for the General Assembly in establishing and modifying annual work plans related to the DANUBIUS Components to ensure consistency, quality, coherence and stability of the services offered, coordinate procedures, tools and practices, procurements, and make proposals to the General Assembly to improve the quality and efficiency of the services.

1.   Annual cash contributions shall be paid by members and observers in accordance with the principles set out in Annex 2.

2.   The resources of DANUBIUS-ERIC may also include the following:

a)	research and other grants;

b)	in-kind support;

c)	subject to Article 2(4), income derived from limited economic activities, including income generated by spinouts and by the technology transfer office;

d)	contributions other than the annual cash contributions in accordance with paragraph 1.

e)	other resources, including donations and gifts, within limits and under terms and conditions approved by the General Assembly, in compliance with applicable law and regulations.

3.   The General Assembly may at its discretion accept in-kind contributions, in addition to, or, in exceptional cases, in lieu of cash contributions, from Members and Observers. The methods, limits, and accounting provisions for in-kind and cash contributions shall be laid down in the implementing rules adopted by the General Assembly.

4.   DANUBIUS-ERIC contributions and resources shall be used for achieving the objective, task and activities set out in Article 2 of these Statutes.

1.   The financial year of DANUBIUS-ERIC shall be a Calendar Year.

2.   DANUBIUS-ERIC shall operate within the principles of transparency and sound financial management and be subject to the requirements of the applicable law of the country where it has its statutory seat as regards preparation, filing, auditing and publication of accounts. More detailed rules shall be provided in the DANUBIUS-ERIC implementing rules.

3.   The accounts of DANUBIUS-ERIC shall be accompanied by a report on budgetary and financial management of the financial year.

4.   DANUBIUS-ERIC shall record the costs and revenues of any economic activities separately.

5.   DANUBIUS-ERIC accounts shall be audited by an external and independent auditor in accordance with applicable laws and regulations. The audit reports shall be presented to the General Assembly together with the report on the budgetary and financial management of the financial year.

6.   Subject to applicable laws and regulations, the auditor shall be appointed by the General Assembly for a period of up to four years and may be re-appointed. The external auditor shall perform additional functions as set out in the implementing rules.

7.   The Director General shall provide the external auditor with such information and assistance, as may be required, in order for the external auditor to perform its duties.

1.   Value Added Tax (VAT) exemptions based on Article 143(1) (g) and Article 151(1)(b) of Council Directive 2006/112/EC and in accordance with Articles 50 and 51 of Council Implementing Regulation (EU) No 282/2011 shall be applied to purchases by DANUBIUS-ERIC and by members of DANUBIUS-ERIC (within the meaning of Article 11(1)) of DANUBIUS-ERIC Statutes, which are for the official and exclusive use by DANUBIUS-ERIC, provided that such purchases are made solely for the non-economic activities of DANUBIUS-ERIC in line with its activities. VAT exemptions shall be limited to purchases exceeding the value of EUR 300.

2.   Excise duty exemptions based on Article 11 of Council Directive 2020/262, shall be limited to purchases by DANUBIUS-ERIC which are for the official and exclusive use by DANUBIUS-ERIC, provided that such purchases are made solely for the non-economic activities of DANUBIUS-ERIC in line with its activities and that each purchase exceed the value of EUR 300.

1.   DANUBIUS-ERIC shall promote open source and open access principles.

2.   Access to data produced by the DANUBIUS-ERIC shall, wherever possible (taking into account third party licences and any pre-existing arrangements), be available free of charge for all scientific institutions and other stakeholders and shall be openly accessible to any scientific person or agency. Use and collection of data shall be subject to the applicable laws and regulations on data privacy.

3.   DANUBIUS-ERIC shall provide guidance (including via website) to Users to ensure that research undertaken using material made accessible through DANUBIUS-ERIC shall be undertaken within a framework that recognizes the rights of data owners and privacy of individuals.

4.   DANUBIUS-ERIC shall ensure that Users agree to the terms and conditions governing access and that suitable security arrangement are in place regarding implementing storage and handling.

5.   DANUBIUS-ERIC shall define arrangements for investigating allegations of security breaches and confidentiality disclosures regarding research data.

6.   DANUBIUS-ERIC shall adopt a data policy, for approval by the General Assembly.

1.   DANUBIUS-ERIC shall produce an annual activity report, containing in particular the scientific, operational and financial aspects of its activities. The report shall be drafted by the Director General and approved by the General Assembly and submitted to the Commission and relevant public authorities within six months from the end of the corresponding financial year. After approval by the General Assembly the report shall be made publicly available through the DANUBIUS-ERIC website.

2.   DANUBIUS-ERIC shall inform the Commission of any circumstances which threaten to seriously jeopardize the achievement of DANUBIUS-ERIC tasks or hinder DANUBIUS-ERIC from fulfilling requirements laid down in Regulation (EC) No 723/2009.

1.   The members shall, as far as possible, try to settle by amicable means any disputes which may arise from interpretation or application of these statutes.

2.   The Court of Justice of the European Union shall have jurisdiction over litigation among the members in relation to DANUBIUS-ERIC, between members and the DANUBIUS-ERIC and over any litigation to which the Union is a party.

3.   Union legislation on jurisdiction shall apply to disputes between DANUBIUS-ERIC and third parties. In cases not covered by Union legislation, the law of Romania shall determine the competent jurisdiction for the resolution of such disputes.

1.   A constitutional meeting of the General Assembly shall be called by Romania as soon as possible, and no later than forty-five days after the Commission Decision setting up DANUBIUS-ERIC takes effect.

2.   Before the constitutional meeting of the General Assembly is held, Romania shall notify the members and observers of any specific urgent legal action that needs to be taken on behalf of DANUBIUS-ERIC. Unless a member objects within five working days after being notified, the legal action shall be carried out by a person duly authorised by Romania.