Verdrag tot oprichting van het Internationaal Vaccinatie-Instituut

There shall be established an independent international organization entitled the “International Vaccine Institute” which will operate in accordance with the Constitution appended hereto as its integral part.

To carry out its FUNCTIONS, the Institute may prepare test vaccine lots for the purposes of evaluation and clinical testing. However, in accord with its STATUS as a scientific, developmental and education institution, the Institute shall not produce vaccines for sale under a product license or for other commercial sale.

1. The Government of the Republic of Korea grants the Institute the same rights, privileges and immunities as are customarily accorded to a similar type of international organization.
2. Privileges and immunities are granted to the Members of the Board of Trustees, the Director and staffs of the Institute as is stipulated in Article VIII, Article IX and Article XIII of the Constitution of the Institute hereto appended and to experts performing missions for the Institute.

The Board, officers, and employees, including consultants, of the Institute shall be indemnified by the Institute against all losses and expenses incurred by them in relation to the discharge of their duties, except such as have been caused by their willful act of default.

The Secretary-General of the United Nations shall be the Depositary of this Agreement.

The term of office and the selection of the members of the Board of Trustees appointed by WHO will be determined by WHO.

This Agreement shall be open for signature by all states and intergovernmental organizations at Headquarters of the United Nations, New York. It shall remain open for signature for a period of two years from 28 October 1996 unless such period is extended prior to its expiry by the Depositary at the request of the Board of Trustees of the Institute.

Any party to this Agreement may, by written instrument to the Depositary, denounce this Agreement. Such denunciation of the consent to be bound shall become effective three months after the date on which such instrument is received.

This Agreement shall be subject to ratification, acceptance or approval by the signatory states and intergovernmental organizations referred to in Article IV.

After the expiration of the period specified in Article IV, the present Agreement shall remain open for accession by any state or intergovernmental organization, contingent upon approval by the Board of Trustees of the Institute by simple majority.

1. The Parties shall attempt to settle any dispute as to the interpretation or application of this Agreement by negotiations or by any other mutually agreed method.
2. If the dispute is not settled in accordance with Paragraph 1, within a period of (90) days from the request by either Party to settle it, it shall, at the request of either Party, be referred to arbitration.
3. The arbitral tribunal shall be composed of three arbitrators. Each Party shall choose one arbitrator and the third, who shall be the chairperson of the tribunal, to be chosen jointly by the Parties. If the tribunal is not constituted within (3) months of the request for arbitration, the appointment of the arbitrators not yet designated shall be made by the President of the International Court of Justice at the request of either Party.
4. In the event of a vacancy in the presidency of the International Court of Justice or of the inability of the President to exercise the functions of the presidency, or in the event that the President should be a national of the Party to the dispute, the appointment herein provided for may be made by the vice-president of the court or, failing him, by the senior judge.
5. Unless the parties decide otherwise, the tribunal shall determine its own procedure.
6. The tribunal shall apply the principles and rules of international law and its award shall be final and binding on both Parties.

1. This Agreement and the Constitution appended thereto shall come into force immediately after three instruments of ratification, acceptance, approval or accession have been deposited with the Secretary-General.
2. For each State or intergovernmental organization depositing an instrument of ratification, acceptance, approval or accession after the entry into force of this Agreement, this Agreement shall enter into force on the first day of the month after the date of deposit of the respective instrument.

This Agreement shall be terminated three months after the Institute is dissolved under the Article XXI of the Constitution.

The authentic text of the present Agreement, including the Constitution appended thereto, shall be in the English language.

Normally, the Board shall operate by consensus. However, if the Chairperson determines the need for a vote, the following shall apply:
(i) each member of the Board has one vote; and
(ii) decisions of the Board shall be made by a majority of the members present except as specified otherwise in this Constitution.

The Board shall appoint the Director, and determine his/her terms of office and any cause for termination by a two-thirds majority of members present and voting.

1. The Director shall be responsible to the Board for the operation and management of the Institute and for ensuring that its programmes and objectives are properly developed and carried out. The Director shall take the lead in fund raising and resources mobilization for the Institute. He/she is the chief executive officer of the Institute.
2. The Director shall implement the policies determined by the Board, follow the guidelines laid down by the Board for the functioning of the Institute and carry out the directions of the Board. Specifically, the Director, in consultation with the Board, shall:
(i) develop a strategic plan for the operation of the Institute for Board consideration and approval, and keep this plan under continuing review;
(ii) develop programmes and budgets, and prepare the Institute's annual report;
(iii) supervise the planning and direction of the Institute's research, developmental and educational activities to ensure effective implementation;
(iv) recruit and manage highly qualified staff;
(v) keep and have available the strategic plan, programmes and budgets for review by the Board on a regular basis;
(vi) keep the Chairperson of the Board advised on matters of consequence that relate to the Institute; and
(vii) perform such other functions as are delegated to him/her by the Board.
3. The Director shall be the legal representative of the Institute. He/she shall sign all deeds, contracts, agreements, treaties and other legal documents which are necessary to ensure the normal operation of the Institute. The Board may determine the extent to which these powers may be delegated by the Director. Contracts, agreements and treaties which affect the governance, objectives, location, expansions or dissolution of the Institute, or major issues concerning the relationship to the host country shall be subject to approval by the Board.

The Institute shall make provisions for appropriate modes of settlement including arbitration of disputes between the Institute and its staff or among its staff.

1. The staff shall be appointed by the Director in accordance with staff regulations to be approved by the Board.
2. The paramount consideration in the employment of staff and in the determination of the conditions of service shall be the necessity of securing the highest standards of quality, integrity, efficiency, and competence.
3. Salary scales, insurance, pension schemes and other terms of employment shall be laid down in staff regulations, and shall in principle be internationally competitive and comparable with those of the United Nations and affiliated institutions and other relevant international organizations.

1. The budget of the Institute shall be funded by member states, international organizations and other public or private agencies and institutions, including members of the CVI, who wish to make financial and other voluntary contributions to it. The Institute may receive contributions from other sources. It may also receive contributions and gifts towards the establishment of an endowment programme.
2. The financial operations of the Institute shall be governed by financial regulations to be adopted by the Board.
3. The budget of the Institute is approved annually by the Board.
4. An annual audit of the operations of the Institute shall be conducted by an independent international accounting firm appointed by the Board upon recommendation of the Director. The results of such audits shall be made available by the Director to the Board for its consideration. Following the approval by the Board, the audit report shall be circulated to parties contributing to the Institute.

1. The Institute shall conclude with the Government a Headquarters Agreement relating to the facilities, privileges and immunities which the Institute, the members of the Board of Trustees, the Director and staff of the Institute, and the experts performing missions on behalf of the Institute, will receive while in Korea for the purpose of exercising official duties.
2. The Institute may conclude with other states an agreement relating to the facilities, privileges and immunities which the Institute, the members of its Board of Trustees, the Director and staff of the Institute, and the experts performing missions on behalf of the Institute, will receive while in their territories for the purpose of exercising official duties.
3. The privileges and immunities are granted in the interest of the Institute and not for personal benefit. The Board of Trustees shall have the right to waive the privileges and immunities.

In order to achieve its objectives in the most efficient way, the Institute may enter into agreements for cooperation with relevant national, regional or international organizations, foundations and associations, both public and private.

1. This constitution may be amended by the Board by a two-thirds majority of all voting members, provided notice of such a proposed amendment together with its full text shall have been mailed to all members of the Board at least four weeks in advance of the meeting, or such notice is waived by all members of the Board.
2. Such an amendment shall take effect immediately after having been adopted by the voting members under the procedure outlined in paragraph 1.

1. The Institute may be dissolved by a three-fourths majority of all voting members of the Board, if it is determined that the purposes of the Institute have been achieved to a satisfactory degree or if it is determined that the Institute will no longer be able to function effectively.
2. In the case of dissolution, any land, physical plant and other assets situated in the host country and other countries, and made available to the Institute by the Government, and permanent fixed capital improvements thereon shall revert to the Government. The other assets of the Institute shall be transferred to such countries for use for similar purposes or distributed to institutions having purposes similar to those of the Institute in the respective countries after agreement between the governments of those countries and the Board in consultation with the Government.