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Model Contract for the Sixth Framework Programme

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Title: Model Contract for the Sixth Framework Programme


1
  • Model Contract() for the Sixth Framework
    Programme
  • () except for actions to promote human resources
    and mobility

2
Introduction 0.1- Legal framework
INTERNATIONAL AGREEMENTS
EC TREATY
PARTICIPATION AND DISSEMINATION RULES
FRAMEWORK PROGRAMME
Other relevant EC Regulations e.g. EC Financial
Regulations (Budgetary Law)
SPECIFIC PROGRAMS
CONTRACTS
3
Introduction 0.2- General contractual principles
  • Based on the rules for participation and
    dissemination of results and
  • collective approach
  • greater flexibility
  • greater autonomy of participants
  • reduction in the number of contracts

4
Introduction 0.3.1- Contract Structure
  • Core-contract
  • Standard text completed with project data (
    special clauses)
  • Annex I
  • The project (technical tasks - work to be
    carried out)
  • Annex II
  • General conditions (standard text applicable to
    every instrument, excepting actions
  • to promote human resources and mobility)
  • Annex III
  • Specific provisions for some instruments
    (standard text)

5
Introduction 0.3.2- Contract Structure
  • Annex IV - Form A
  • Consent of contractors to accede to the contract
    (standard text completed with
  • project data - To be filled in by each contractor
    identified in the core-contract (article
  • 1.2) - To be signed by the contractor concerned
    and by the coordinator)
  • Annex V - Form B
  • Accession of new legal entities to the contract
    (standard text completed with project
  • data - To be filled in by each new participant
    willing to become contractor - To be
  • signed by the new contractor concerned and by the
    coordinator)
  • Annex VI - Form C
  • Financial statement per activity (Specific to
    each instrument and/or type of action -
  • To be filled periodically by each contractor)

6
Introduction 0.4- Guidelines
  • Different guidelines will provide supplementary
    information and guidance notes
  • Financial guidelines (including cost models,
    audits, )
  • Negotiation guidelines (including technical
    annex, contract preparation, ...)
  • Consortium agreement guidelines (including IPR,
    ...)
  • Project management guidelines (including
    reporting, ...)
  • Plus guidelines explicitly required by the rules
    for participation and dissemination of
  • results
  • Guidelines on evaluation and selection
    procedures

7
Introduction 0.5- Consortium Agreement
  • Compulsory, unless exempted by the call for
    proposals
  • No model but non binding guidelines provided by
    the Commission
  • Regulates internal organisation and management
    of consortium (Commission
  • is not a party)
  • After or (preferably) before signing the
    contract.
  • Some decisions must be made by the participants
    before signature of contract
  • (e.g. exclusion of pre-existing know-how)
  • By definition, contractors are supposed to have a
    consortium agreement.

8
1- Core-Contract 1.1- Structure
  • The structure of the core-contract is the
    following
  • Article 1 - Scope
  • Article 2 - Constitution of the Consortium
  • Article 3 - Evolution of the consortium
  • Article 4 - Entry into Force of the Contract and
    Duration of Project
  • Article 5 - Community financial contribution
  • Article 6 - Reporting periods
  • Article 7 - Reports
  • Article 8 - Payment modalities
  • Article 9 - Special clauses
  • Article 10 - Amendments
  • Article 11 - Communication
  • Article 12 - Applicable law
  • Article 13 - Jurisdiction
  • Article 14 - Annexes forming an integral part of
    this contract

9
1- Core-Contract 1.2.1- Main issues
  • Signature and entry into force of the contract
  • Contractual link of all contractors with the
    Commission (equal status)
  • Contract enters into force upon signature of
    coordinator and Commission
  • Coordinator must ensure other contractors sign
    within delays (established in contract) (Confere
    Form A)
  • Distribution of advance (pre-financing) to other
    contractors possible after minimum requirements
    met
  • Project begins on date established in the
    contract

10
1- Core-Contract 1.2.2- Main issues
  • All the contractors are identified in the core
    contract article 1.2
  • Evolution of consortium possible
  • where one or more does not sign the Form A
    article 2
  • in case of enlargement (new contractors)
    article 3
  • Explicit mention of the type of Community
    financial support article 5
  • lump sum
  • grant to the budget
  • grant for integration
  • Maximum Community financial contribution
    article 5 and estimated breakdown of costs and
    activities Annex I

11
1- Core-Contract 1.2.3- Main issues
12
1- Core-Contract 1.2.4- Main issues
  • Reporting periods are clearly established in the
    core-contract article 6
  • The following reports must be submitted for each
    reporting period within 45 days after the end of
    the concerned reporting period article 7.1
    Annex II.7.2
  • Periodic activity report (including plan for
    using and disseminating the knowledge)
  • Periodic management report (including a
    justification of resources deployed Forms C
    summary financial report consolidating the
    claimed costs)
  • Periodic report of the distribution between
    contractors of the Community financial
    contribution
  • Any supplementary reports required by any Annex
    of the contract (Annexes I and III)

13
1- Core-Contract 1.2.5- Main issues
  • An audit certificate per contractor must be
    submitted for each reporting period within 45
    days after the end of the concerned reporting
    period article 7.2 Annex II.7.3 for IP and
    NoE.
  • For other instruments, an audit certificate per
    contractor must be submitted at the latest 45
    days after the end of the specific periods
    established for this purpose in the contract
    article 7.2 Annex II.7.3
  • Even though an audit certificate is not required
    for a specific period, an audit certificate must
    be provided by each contractor requesting a
    Community financial contribution exceeding
    750.000. article 7.2 Annex II.7.3

14
1- Core-Contract 1.2.6- Main issues
  • In addition to the reports for the last period,
    the following reports must be submitted at the
    latest 45 days after the end of the project
    article 7.3 Annex II.7.4
  • Final activity report (including plan for using
    and disseminating the knowledge)
  • Final management report
  • Final report of the distribution between
    contractors of the Community financial
    contribution
  • Any supplementary reports required by any Annex
    of the contract
  • Payment modalities (pre-financing and payment)
    article 8 Annex II.28
  • Differences between
  • Projects with one single reporting period
  • Projects with several reporting periods
  • with an audit certificate for each reporting
    period
  • without an audit certificate for each reporting
    period
  • Lump sum support

15
1- Core-Contract 1.2.7- Main issues
Payments and reporting schedule for an
IP(example of a 4 year contract)
Activity report
Reported costs
Activity report
Detailed work plan
Reported costs
Adjusted advance
Activity report
Detailed work plan
Reported costs
Adjusted advance
Activity report
Detailed work plan
Reported costs
Adjusted advance
Detailed work plan
Initial advance
0 6 12
18 24 30
36 42 48

Months
16
1- Core-Contract 1.2.8- Main issues
Payments and reporting schedule for a STREP, CA
or SSA(example of a 3 year contract)
Final activity report
Final payment
Reported costs audit certificate (mandatory)
Intermediate payment/ settlement
Periodic activity report (mid-term review
optional)
Reported costs (audit certificate if required)
Detailed work plan
Initial advance
0 6 12 14
18 20 24 26 30
36 38

Months
17
1- Core-Contract 1.2.9- Main issues
  • The core-contract may content some special
    clauses article 9
  • Some of them may be imposed (e.g. specific cost
    models rules for specific activities consisting
    in transnational access for an SSA -
    Infrastructures)
  • Others, answering to specific situations will be
    at the disposal of the contractors
  • Amendments article 10 Annex II.8
  • General rule request in writing
  • Tacit amendments only for modification and
    evolution of the consortium and for technical
    reports
  • The law of Belgian or Luxembourg govern the
    contract article 12

18
2- Annex II - General conditions 2.1- General
Structure
  • The structure of the Annex II is the following
  • Article II.1 - Definitions
  • Part A Implementation of the Project
  • Part B Financial Provisions
  • Part C Intellectual Property Rights

19
2- Annex II - General conditions 2.2.1- Detailed
structure
  • Part A Implementation of the Project
  • SECTION 1 - IMPLEMENTATION AND DELIVERABLES
  • Article II.2 - ACTIVITIES
  • Article II.3 - PERFORMANCE OBLIGATIONS
  • Article II.4 - FORCE MAJEURE
  • Article II.5 - SUSPENSION AND PROLONGATION OF
    THE PROJECT
  • Article II.6 - SUBCONTRACTING
  • Article II.7 - REPORTS AND DELIVERABLES
  • Article II.8 - EVALUATION AND APPROVAL OF
    REPORTS AND DELIVERABLES
  • Article II.9 - CONFIDENTIALITY
  • Article II.10 - COMMUNICATION OF DATA
  • Article II.11 - INFORMATION TO MEMBER STATES AND
    ASSOCIATED STATES
  • Article II.12 - PUBLICITY
  • Article II.13 - LIABILITY
  • Article II.14 - ASSIGNMENT

20
2- Annex II - General conditions 2.2.2- Detailed
structure
  • Part A Implementation of the Project
  • SECTION 2 - TERMINATION OF THE CONTRACT AND
    RESPONSIBILITY
  • Article II.15 - TERMINATION OF THE CONTRACT AND
    PARTICIPATION OF CONTRACTORS
  • Article II.16 - TERMINATION FOR BREACH OF
    CONTRACT AND IRREGULARITY
  • Article II.17 - TECHNICAL COLLECTIVE
    RESPONSIBILITY
  • Article II.18 - FINANCIAL COLLECTIVE
    RESPONSIBILITY

21
2- Annex II - General conditions 2.2.3- Detailed
structure
  • Part B Financial provisions
  • SECTION 1 - GENERAL FINANCIAL PROVISIONS
  • Article II.19 - ELIGIBLE COSTS OF THE PROJECT
  • Article II.20 - DIRECT COSTS
  • Article II.21 - INDIRECT COSTS
  • Article II.22 - COST REPORTING MODELS
  • Article II.23 - RECEIPTS OF THE PROJECT
  • Article II.24 - COMMUNITY FINANCIAL CONTRIBUTION
  • Article II.25 - REIMBURSEMENT RATES
  • Article II.26 - AUDIT CERTIFICATES
  • Article II.27 - INTEREST YIELDED BY
    PRE-FINANCING
  • Article II.28 - PAYMENT MODALITIES

22
2- Annex II - General conditions 2.2.4- Detailed
structure
  • Part B Financial provisions
  • SECTION 2 - CONTROLS, RECOVERIES AND SANCTIONS
  • Article II.29 - CONTROLS AND AUDITS
  • Article II.30 - LIQUIDATED DAMAGES
  • Article II.31 - REIMBURSEMENT TO THE COMMISSION
    AND RECOVERY ORDERS
  • Part C Intellectual Property Rights
  • Article II.32 - OWNERSHIP OF KNOWLEDGE
  • Article II.33 - PROTECTION OF KNOWLEDGE
  • Article II.34 - USE AND DISSEMINATION
  • Article II.35 - ACCESS RIGHTS
  • Article II.36 - INCOMPATIBLE OR RESTRICTIVE
    COMMITMENTS

23
2- Annex II - General conditions 2.3.1- Main
issues
  • The main issues which must be highlighted are
  • Performance obligations (consortium,
    contractors, coordinator, Commission)
  • Force majeure
  • Prolongation and suspension of the project
    (clear provisions for possibility to suspend and
    prolong project)
  • Termination (simple without fault or breach and
    with breach)
  • Nullification
  • and especially ...

24
2- Annex II - General conditions 2.3.2.1- Main
issues - Subcontracting
  • As far as subcontracts are concerned, the model
    contract of the 6th Framework Programme will
    mention the following
  • Contractors shall ensure that the work to be
    performed, as identified in the technical annex
    of the contract (Annex I), can be carried out by
    them. However, where it is necessary to
    subcontract certain elements of the work to be
    carried out, this should be clearly identified in
    the technical annex of the contract (Annex I).
  • During the implementation of the project,
    contractors may subcontract other minor services,
    which do not represent core elements of the
    project work, which cannot be directly assumed by
    them and where this proves necessary for the
    performance of their work under the project.

25
2- Annex II - General conditions 2.3.2.2- Main
issues - Subcontracting
  • Any subcontract, the costs of which are to be
    claimed as an eligible cost, must be awarded
    following competitive tender to the subcontractor
    offering best value for money (best price-quality
    ratio), under conditions of transparency and
    equal treatment. The following aspects must be
    taken into consideration in awarding
    subcontracts
  • (a) they may only cover the execution of a
    limited part of the project
  • (b) recourse to the award of subcontracts must be
    justified having regard to the nature of the
    action and what is necessary for its
    implementation
  • (c) the tasks concerned must be set out in the
    technical annex of the contract (Annex I)

26
2- Annex II - General conditions 2.3.2.3- Main
issues - Subcontracting
(d) the contractor shall retain sole
responsibility for carrying out the action and
for compliance with the provisions of the
agreement. The contractor must undertake to make
the necessary arrangements to ensure that the
subcontractor waives all rights in respect of the
Commission under the contract (e) the
contractor must undertake to ensure that the
conditions applicable to it relating to -
Confidentiality - Communication of data for
evaluation, impact assessment, standardisation
purposes and communication of information beyond
the research community - Information to be
provided to Member States or Associated States -
Publicity - Payment modalities - Control and
Audit as established in the relevant articles of
the contract are also applicable to the
subcontractor.
27
2- Annex II - General conditions 2.3.2.4- Main
issues - Subcontracting
  • Where the contractors enter into subcontracts to
    carry out some parts of the tasks related to the
    project, they remain bound by their obligations
    to the Commission under the contract

28
2- Annex II - General conditions 2.3.3- Main
issues - Collective Responsibility
  • Technical Responsibility (applicable to all
    instruments)
  • Financial Responsibility - New
  • Used as a last resort
  • Limited in proportion to the participants share
    to the project, up to the total amount they are
    entitled to receive
  • Exceptions
  • International Organisations, public bodies or
    entities guaranteed by MS/AS solely responsible
    for their own debts
  • Specific research projects for SMEs and
    actions to promote human resources and mobility
    and, when duly justified, specific support actions

29
2- Annex II - General conditions 2.3.4.1- Main
issues - Cost models
Cost Models Applicability
  • The cost models are applicable to all instruments
    in the Sixth Framework Programme where the
    Community contribution is a Grant for Integration
    (Networks of Excellence) or a Grant to the Budget
    (Integrated Projects, Specific Targeted Projects,
    Specific Research Projects for SMEs, Integrated
    Infrastructure Initiatives, Coordination Actions,
    and certain Specific Support Actions).
  • They do not apply to those instruments where the
    Community financial contribution is a Lump Sum
    Grant (certain Specific Support Actions and
    certain Actions promoting human resources and
    mobility).
  • For some Actions promoting human resources and
    mobility a specialised version of the cost model
    is applied.

30
2- Annex II - General conditions 2.3.4.2- Main
issues - Cost models
Overview
  • Three cost models are suggested for participants
  • Full Cost with actual indirect costs (FC)
  • Full Cost with indirect Flat rate costs (FCF)
  • Additional Cost with indirect flat rate costs (AC)

31
2- Annex II - General conditions 2.3.4.3- Main
issues - Cost models
Definitions
  • Full Cost with actual indirect costs (FC)
  • In this model, eligible direct and indirect costs
    are charged by the contractors.
  • Full Cost with indirect Flat rate costs (FCF)
  • In this model, eligible direct costs and a flat
    rate for indirect costs are charged by the
    contractors. This flat rate applied is 20 of all
    eligible direct costs minus the eligible direct
    costs of sub-contracts.
  • Additional Cost with indirect flat rate costs
    (AC)
  • In this model, eligible direct additional costs
    and a flat rate for indirect costs are charged by
    the contractors. The flat rate is equal to 20 of
    all eligible direct additional costs minus the
    eligible direct additional costs of sub-contracts.

32
2- Annex II - General conditions 2.3.4.4- Main
issues - Cost models
Definitions
  • Direct costs are all costs that fall under the
    definition of eligible costs which can be charged
    directly to the project, and are determined by
    the contractor in accordance with its usual
    accounting practices.
  • Direct additional costs are direct costs
    additional to the normal recurring costs of the
    contractor and not covered by any other sources
    of funding. For direct additional costs of
    personnel, there are three possibilities to
    charge these costs to the contract
  • personnel with a temporary contract for working
    under the Community contract concerned 
  • personnel with a temporary contract with a view
    to completing a doctorate 
  • personnel whose employment contract depends
    wholly or in part on additional external
    financing. In this case, costs charged to the
    project must exclude all costs covered by normal
    recurring financing.

33
2- Annex II - General conditions 2.3.4.5- Main
issues - Cost models
Definitions
  • Indirect costs
  • For contractors working on the full cost model
    (FC), indirect costs are all eligible costs
    determined by the contractor, in accordance with
    its usual accounting practices, which are not
    directly attributable to the project but are
    incurred in direct relation to the direct costs
    of the project.
  • For those contractors using either of the flat
    rate models (FCF, AC) a  flat rate is applied to
    the direct costs to cover the indirect costs.

34
2- Annex II - General conditions 2.3.4.6- Main
issues - Cost models
Definitions
  • Eligible costs incurred for the implementation
    of the project must fulfil all of the following
    conditions
  • they must be actual, economic and necessary for
    the implementation of the project and
  • they must be determined in accordance with the
    usual accounting principles of the contractor and
  • they must be incurred during the duration of the
    project except for the costs incurred in drawing
    up the final reports which may be incurred during
    the period of up to 45 days after the end of the
    project or the date of termination whichever is
    earlier and

35
2- Annex II - General conditions 2.3.4.7- Main
issues - Cost models
Definitions
  • Eligible costs
  • they must be recorded in the accounts of the
    contractor that incurred them , no later than at
    the date of the establishment of the audit
    certificate. The accounting procedures used in
    the recording of costs and receipts shall respect
    the accounting rules of the State in which the
    contractor is established as well as permit the
    direct reconciliation between the costs and
    receipts incurred for the implementation of the
    project and the overall statement of accounts
    relating to the overall business activity of the
    contractor,

36
2- Annex II - General conditions 2.3.4.8- Main
issues - Cost models
Definitions
  • Eligible costs
  • In the case of contributions made by third
    parties established on the basis of an agreement
    between the contractor and the third party
    existing prior to the participation of the
    contractor in the contract, and for which the
    tasks and their execution by such a third party
    are clearly identified in the technical Annex
    (Annex I), the costs must be
  • incurred in accordance with the usual accounting
    principles of such third parties and the
    principles set out for any contractor
  • meet the other provisions of the eligible costs
    definition and of Annex I. and
  • be recorded in the accounts of the third party
    no later than the date of the establishment of
    the audit certificate

37
2- Annex II - General conditions 2.3.4.9- Main
issues - Cost models
Definitions
  • Non-Eligible costs
  • The following non-eligible costs may not be
    charged to the project
  • any identifiable indirect taxes, including VAT
    or duties
  • interest owed
  • provisions for possible future losses or
    charges
  • exchange losses
  • costs declared, incurred or reimbursed in
    respect of another Community project
  • return on capital
  • debt and debt service charges
  • excessive or reckless expenditure
  • any cost which does not meet the conditions of
    an eligible cost

38
2- Annex II - General conditions 2.3.4.10- Main
issues - Cost models
Access to the Cost Models
  • Access to a cost model depends on the type of
    legal entity concerned
  • All legal entities can use the FC model with the
    exception of physical persons 
  • Physical persons are obliged to use the AC
    model 
  • Non-commercial or non-profit organisations
    established either under public law or private
    law and international organisations may choose
    one of the AC, FCF or FC models.
  • However, only those non-commercial or non-profit
    organisations which do not have an accounting
    system that allows the share of their direct and
    indirect costs relating to the project to be
    distinguished may opt for the AC model.
  • Legal entities defined as SMEs have the choice
    between the FC and FCF model.

39
2- Annex II - General conditions 2.3.4.11- Main
issues - Cost models
Use of a Cost Model
  • Each contractor shall apply the same cost
    reporting model in all contracts established
    under the Sixth Framework Programme
  • As a derogation to this principle
  • any legal entity which is eligible to opt for
    the AC model in a first contract can change to
    the FCF or the FC model in a later contract. If
    it does so, it must then use the new cost
    reporting model in subsequent contracts
  • any legal entity which is eligible to opt for the
    FCF model in a first contract can change to the
    FC model in a later contract. If it does so, it
    must then use the new cost reporting model in
    subsequent contracts.
  • AC ? FCF ? FC
  • FCF ? FC
  • AC ? FC

40
2- Annex II - General conditions 2.3.4.12- Main
issues - Cost models
Maximum reimbursement rates per Cost
Model General principles
  • The maximum reimbursement rates for costs
    incurred are determined by the type of activity
  • For contractors using the AC model 100 of
    their additional eligible costs whatever those
    activities might be.
  • For contractors using the FCF or FC model
  • for research and technological development
    activities 50 of eligible costs
  • for demonstration activities 35 of eligible
    costs
  • for training activities 100 of eligible costs
  • for management of the consortium activities
    100 of eligible costs
  • for other specific support activities 100 of
    eligible costs

41
2- Annex II - General conditions 2.3.4.13- Main
issues - Cost models
Maximum reimbursement rates per Cost
Model Particularities
  • It should be noted that the Community financial
    contribution of 100 to the management of the
    consortium activities can not exceed 7 of the
    total Community financial contribution. This
    limitation does not apply to each individual
    participant but for the project as a whole.
  • One derogation to the definition of eligible
    costs, relates to the costs incurred for
    management of the consortium activities by
    contractors using the AC model. They may charge
    their eligible direct costs (especially of
    permanent personnel) to this activity, on
    condition that they can to identify and justify
    them precisely. The flat rate for indirect costs
    also applies to these eligible direct costs.

42
2- Annex II - General conditions 2.3.4.14- Main
issues - Cost models
Maximum reimbursement rates per Cost
Model Particularities
  • For Coordination Actions and Specific Support
    Actions, contractors using the full cost model
    (FC) may not claim their actual indirect costs. A
    flat rate for indirect costs is applied in these
    instruments for all contractors, equal to 20 of
    the eligible direct costs minus the eligible
    direct costs of sub-contracts.
  • Finally, it should be noted that the
    reimbursement rate claimed represents a possible
    maximum rate since the receipts of the project
    must be taken into consideration in determining
    the total amount of the Commission financial
    contribution.

43
2- Annex II - General conditions 2.3.4.15- Main
issues - Cost models
44
2- Annex II - General conditions 2.3.4.16- Main
issues - Cost models
Receipts of the Project
  • Three kinds of receipts must be taken into
    consideration
  • Financial transfers or their equivalent to the
    contractor from third parties 
  • Contributions in kind from third parties
  • Income generated by the project.
  • In the first two cases (financial transfers or
    contributions in kind), these endowments are
    considered as receipts of the project if the
    third party has provided them specifically to be
    use in the project.
  • If, on the other hand, these endowments are at
    the discretion of the contractor they are not to
    be considered as receipts.

45
2- Annex II - General conditions 2.3.4.17- Main
issues - Cost models
Receipts of the Project
  • In the first two cases, where contributions from
    third parties are used for the project by the
    contractor, the latter is required to inform the
    third party of this use and in accordance with
    the national legislation or practice in force.
  • In the case of income generated by the project
    itself
  • any income generated by the project itself,
    including the sale of assets bought for the
    project (limited to the initial cost of
    purchase) are considered as income to the project
    (eg admission fee to a conference carried out
    by the consortium sale of the proceedings of
    the aforementioned conference  sale of an
    equipment bought for the project) 
  • by derogation to the above mentioned principle,
    income generated by the use of the knowledge
    resulting from the project is not considered as a
    receipt. Indeed, the use of the knowledge
    resulting from the project is the main objective
    of any project supported by an FP6 Community
    financial contribution.

46
2- Annex II - General conditions 2.3.5- Main
issues - Audit certificates
  • An audit certificate
  • must be provided by an external auditor, or , in
    the case of public bodies, by a competent public
    officers
  • must be provided yearly by each contractor in an
    IP or an NoE
  • must be provided by each contractor at the end
    of the reporting periods specified in the
    contract for other instruments supported through
    a grant to the budget
  • must be provided by any contractor requesting a
    Community financial contribution exceeding
    750.000, even though an audit certificate is not
    required for this specific period
  • is linked to one (IP/NoE) or several Forms C
    (other instruments) of a specific contractor

47
2- Annex II - General conditions 2.3.6- Main
issues - Payments
  • Periodic advances
  • yearly for IP and NoE (specified in the contract
    for other instruments)
  • up to 85 (80 for instruments without
    collective liability)
  • Community financial contribution depends on
  • Contractors cost model (AC, FC, FCF)
  • Type of activity (research, demonstration,
    management, training, etc)
  • Submission of audit certificates
  • Distribution depends on consortiums decisions

48
2- Annex II - General conditions 2.3.7- Main
issues - Controls Audits
  • Controls
  • Periodic activity report (including plan for
    using and disseminating the knowledge)
  • Periodic management report (including a
    justification of resources deployed Forms C
    summary financial report consolidating the
    claimed costs)
  • Periodic report of the distribution between
    contractors of the Community financial
    contribution
  • Any supplementary reports required by any Annex
    of the contract (Annexes I and III)
  • Audits
  • Scientific, technological, and financial audits
  • New - annual monitoring by Commission with
    external experts (particularly for IP and NoE)
  • Ethical or other reviews
  • Contractors right to refuse particular expert

49
2- Annex II - General conditions 2.3.8- Main
issues - Sanctions
  • Financial irregularity is grounds for exclusion
    from evaluation or selection procedure
  • Violation of fundamental ethical principles is
    grounds for exclusion from evaluation or
    selection procedure
  • Recovery decisions (article 256 EC Treaty)
  • Other sanctions in contract (liquidated damages
    for overclaims)

50
2- Annex II - General conditions 2.3.9.1- Main
issues - IPR
Key words (definitions)
  • Pre-existing know-how
  • Background Sideground
  • Knowledge
  • Foreground
  • Use
  • Commercial exploitation Utilization in further
    research activities
  • Dissemination
  • Access rights
  • Licenses User rights

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2- Annex II - General conditions 2.3.9.2- Main
issues - IPR
Ownership
  • Pre-existing know-how
  • Always remains the property of the participant
    concerned
  • Knowledge
  • Principle property of the participant who
    generates it
  • Exceptions
  • ? Joint property of several participant where
    generated by several participants impossibility
    to determine the exact contribution of the
    participants concerned
  • ? Always the property of the SMEs for knowledge
    generated within specific actions for SMEs
    (Co-operative Collective RTD projects)
  • ? 100 EC-funded actions (direct actions, public
    procurements)

52
2- Annex II - General conditions 2.3.9.3- Main
issues - IPR
Ownership
  • Transfer of ownership of knowledge
  • The participant concerned shall inform the
    Commission and the other participants
  • The participant concerned shall conclude
    agreement(s) to pass on its obligations (e.g.
    access rights)
  • The Commission and other participants may object
    in exceptional cases
  • ? case of transfer to entities established in
    non-Member States
  • or non-Associated States
  • ? affecting to the rights of the other
    participants
  • ? affecting to the legitimate interest of the
    Community

53
2- Annex II - General conditions 2.3.9.4- Main
issues - IPR
Protection of knowledge
  • Requirement
  • Principle participant owning knowledge
  • Exception the Commission if the owner fails to
    do so
  • Knowledge concerned
  • Knowledge that is capable of industrial and
    commercial application having due regard to the
    legitimate interest on the participants
    concerned (flexible requirement)
  • How?
  • By an adequate and effective protection
  • In conformity with relevant provisions of the
    contract (and of the consortium agreement, the
    case being)

54
2- Annex II - General conditions 2.3.9.5- Main
issues - IPR
Use of knowledge
  • Requirement
  • By who?
  • Participants owning (or having access rights to)
    knowledge
  • Possibly third parties having access rights
  • How?
  • By commercial exploitation or utilization in
    further research activities
  • If needed, by using pre-existing know-how as
    well
  • In accordance with the interest of the
    participants concerned (flexible requirement)
  • Terms to be set out by the participants in a
    detailed and verifiable manner

55
2- Annex II - General conditions 2.3.9.6- Main
issues - IPR
Dissemination/Publication of knowledge
  • Knowledge concerned
  • Any data or information concerning the knowledge
  • Requirement for dissemination
  • By who?
  • Publication the participant owning the
    knowledge (in Cooperative Collective research
    all participants)
  • Dissemination all participants
  • The Commission where the participant fails to do
    so
  • How?
  • Publications required prior approval of the
    Commission and the other participants, which may
    object
  • Provided that dissemination/publication does not
    adversely affect the protection or use of the
    knowledge

56
2- Annex II - General conditions 2.3.9.7- Main
issues - IPR
Access rights
  • General principles
  • Granted on written request
  • No sub-licensing (even for affiliate companies)
  • ? unless explicitly agreed
  • ? possible optional clause for software, allowing
    sub-licensing, ...
  • Obligatory access rights between participants
    are limited to what they really need
  • ? either for carrying out the project or for
    using their own knowledge ...
  • ? but broader access rights may be freely
    negotiated
  • Possible granting of access rights to third
    parties
  • The Commission may object in exceptional cases
    (cf. transfer of ownership)

57
2- Annex II - General conditions 2.3.9.8- Main
issues - IPR
Access rights
  • New features
  • Obligatory access rights are limited to
    participants of a same project
  • Clear/simplified financial conditions
  • ? royalty-free basis
  • ? fair and non-discriminatory conditions to be
    agreed
  • Possibility to exclude a specific piece of
    pre-existing know-how from the obligation to
    grant access rights
  • ? obligatory agreement of all participants
    concerned
  • ? to be agreed before signature of the EC
    contract
  • ? should not concern core pre-existing know-how

58
2- Annex II - General conditions 2.3.9.9- Main
issues - IPR
Access rights
59
3- Annex III - Specific provisions
  • Specific provisions for some instruments
  • Integrated project (IP)
  • Network of excellence (NoE)
  • Integrated infrastructures initiatives (I3)
  • Specific research projects for SMEs
    (CRAFT/Collective)
  • Adding complementary provisions to
    core-contract, Annex I and Annex II
  • or
  • Modifying provisions of the core-contract, Annex
    I and Annex II

60
4- Annex IV - Form A 4.1- General overview
  • To be completed by each contractor identified in
    the core-contract (article 1.2) in order to
    accede to the contract.
  • To be signed by each contractor and by the
    coordinator (One Form A per contractor, except
    for the coordinator) in three originals
  • one for the contractor concerned
  • one for the coordinator
  • one for the Commission
  • One original to be sent by the coordinator to
    the Commission at the latest 304560
    calendar days after the entry into force of the
    contract.

61
5- Annex V - Form B General overview
  • To be completed by each new participant willing
    to become contractor.
  • To be signed by each new participant and by the
    coordinator (One Form B per new contractor) in
    three originals
  • one for the contractor concerned
  • one for the coordinator
  • one for the Commission
  • One original to be sent by the coordinator to
    the Commission at the latest 304560
    calendar days after the entry into force of the
    adhesion to the contract of the new participant.
  • Enclosures
  • Contract preparation form duly completed and
    signed by the new contractor
  • Modified Annex I (technical annex) to the
    contract describing the work to be performed by
    the new contractor
  • Competitive call documents mentioned in Article
    III.2 (IP) or III.3 (NoE)
  • No competitive call justification for selection
    and, where necessary, justification for not
  • having used a competitive call

62
6- Annex VI - Form C 6.1- General overview
  • To be completed by each participant for each
    period specified in the contract.
  • The structure of a Form C is always the same
    (content different according to the instrument
    and type of action concerned)
  • Resources (third party(ies))
  • Declaration of eligible costs
  • Declaration of receipts
  • Declaration of interest generated by the
    pre-financing (coordinator only)
  • Request of FP6 financial contribution
  • Audit certificates
  • Conversion rates
  • Contractors certificate
  • To be signed by the person responsible for the
    work and the duly authorised financial officer of
    the contractor
  • To be sent to the Commission by the coordinator
    in the delays mentioned in the contract
  • Reminder a Financial statement per activity
    (Form C) is not an Audit certificate

63
Annex VI - Form C 6.2- Example of an Integrated
Project (Draft)
64
Annex VI - Form C 6.2- Example of an Integrated
Project (Draft)
65
Annex VI - Form C 6.2- Example of an Integrated
Project (Draft)
66
Annex VI - Form C 6.2- Example of an Integrated
Project (Draft)
67
Annex VI - Form C 6.2- Example of an Integrated
Project (Draft)
68
Annex VI - Form C 6.2- Example of an Integrated
Project (Draft)
69
Annex VI - Form C 6.3- 12 different Forms C
70
7- Conclusion 7.1- Overview of the Annexes() of
the core - contract per instrument and type of
action concerned (Draft)
() Except Annex I (technical annex - description
of the work)
71
7-Conclusion 7.2- For more information
  • Information on FP6 model contract are already
    available on EUROPA web site
  • http//europa.eu.int/comm/research/fp6/working-gro
    ups/model-contract/index_en.html
  • EC contact points for any question relating to
    FP6 model contract
  • DG RTD-A3 - Regulatory and horizontal aspects
  • Head of Unit Mrs. Megan Margaret RICHARDS
  • Unit A3 Members
  • Milagros BAS SANCHEZ - Francisca BRUNET
    COMPANY() - Ernesto CAMPOGRANDE
  • Jean-David MALO - Sean OSULLIVAN() - Nicolas
    SABATIER
  • For IPR purposes, in addition to the above ()
    mentioned people
  • Denis DAMBOIS - Magali POINOT
  • and also Legal and Financial Units of other
    Research DG

72
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