Kathrin Kohs

October 25, 2005, October 25, 2005, Pathways to successful EU- research projectsPathways to successful EU- research projects

KoWiKoWi

[email protected]@kowi.de

Pathways to successful EU- research Pathways to successful EU- research projects – projects –

workshop based on experience with project workshop based on experience with project management in FP 6management in FP 6

Legal aspects - Experience and best Legal aspects - Experience and best practicepractice

Kathrin KohsKathrin Kohs


OverviewOverview

• Basic documents in FP 6Basic documents in FP 6• Different contractsDifferent contracts• Why contract management in EU-Projects?Why contract management in EU-Projects?• The Consortium Agreement/the main rules The Consortium Agreement/the main rules • The Consortium Agreement/Trouble spots in The Consortium Agreement/Trouble spots in

Management/Pre-cautionsManagement/Pre-cautions• Advice for coordinators and partnersAdvice for coordinators and partners


Basic documents in FP 6Basic documents in FP 6

• Basic documents concerning the legal Basic documents concerning the legal managementmanagement

I. I. General information on FP 6General information on FP 6

II.II. Core Contract + AnnexesCore Contract + Annexes

III. III. Rules of participationRules of participation

IV. IV. Financial GuidelinesFinancial Guidelines

V.V. Any update by the COMAny update by the COM


Different ContractsDifferent Contracts

• The Core ContractThe Core Contract

- - One single draft version for all projects, all One single draft version for all projects, all instruments and all partnersinstruments and all partners

-- Only signed by the Coordinator and the Only signed by the Coordinator and the COMCOM

-- Comes into force by signature of the COMComes into force by signature of the COM• The Letter of Intent (LoI, The Letter of Intent (LoI, optionaloptional))

-- OptionalOptional

-- First considerations on partners, First considerations on partners, management management and IPR-strategiesand IPR-strategies


Why contract management in EU-Projects?Why contract management in EU-Projects?

The European goal: To realize economic, scientific and political ideas for

Europe

- Connection between Science and Administration- Connection between public bodies/Industry/SME- Different point of views on economic interests /

IPR - Big consortiums with unknown partners

- Many unforeseen situations


The Consortium AgreementThe Consortium Agreement

• The Consortium AgreementThe Consortium Agreement

-- Obligatory in IP and NoEObligatory in IP and NoE

-- Rules for internal management of the Rules for internal management of the projectproject

-- Without the consent of the COMWithout the consent of the COM

-- To be concluded as early as possibleTo be concluded as early as possible

-- No unified single draft version yetNo unified single draft version yet

-- All draft versions have a similar structure All draft versions have a similar structure

-- A chance to stipulate many details for the A chance to stipulate many details for the consortiumconsortium


The Consortium AgreementThe Consortium Agreement

• Points to considerPoints to consider

-- ManagementManagement

-- Decision-making bodiesDecision-making bodies

-- Ways to get in and out of the CAWays to get in and out of the CA

-- PaymentsPayments

-- LiabilityLiability

-- IPRIPR

-- Applicable lawApplicable law


The Consortium Agreement/main The Consortium Agreement/main rules/Managementrules/Management

• The management structure (optional)The management structure (optional)

-- General AssemblyGeneral Assembly

-- Advisory BoardAdvisory Board

-- Steering CommitteeSteering Committee

-- PanelsPanels

-- CoordinatorCoordinator

-- Project Management OfficeProject Management Office

-- IPR- CouncilIPR- Council


The Consortium Agreement/main The Consortium Agreement/main rules/Management/Coordinatorrules/Management/Coordinator

• CoordinatorCoordinator

- - The single contact person between theThe single contact person between the

consortium and the COM consortium and the COM

- - Management und coordination Management und coordination

- - Administration and paymentsAdministration and payments

- - Member of Project Coordination Member of Project Coordination CommitteeCommittee

- - Leadership of Project OfficeLeadership of Project Office

- - Responsible for the Project ControllingResponsible for the Project Controlling


The Consortium Agreement/main The Consortium Agreement/main rules/Management/Coordinator rules/Management/Coordinator

• Obligations Obligations „„..overall ..overall managementmanagement, charring the Steering Committee and , charring the Steering Committee and the Advisory Board, preparation of the meetings. the Advisory Board, preparation of the meetings. AlertAlert the the Steering Committee, General Assembly and Commission in Steering Committee, General Assembly and Commission in case of non-delivery and / or default, maintaining and keeping case of non-delivery and / or default, maintaining and keeping the financial accounts with respect to the payments of funds the financial accounts with respect to the payments of funds granted by the COM, granted by the COM, naming a successornaming a successor at kick-off-meeting at kick-off-meeting in order to ensure a smooth course of the project in case a in order to ensure a smooth course of the project in case a grave breach of the contract by the coordinator, …“grave breach of the contract by the coordinator, …“

„„He He shall not be entitledshall not be entitled to act or to make to act or to make legal bindinglegal binding declarations on behalf of any other party“declarations on behalf of any other party“

„„He has He has the right to retainthe right to retain any payment if a party is late in any payment if a party is late in submitting or refuses to provide deliverables.“submitting or refuses to provide deliverables.“


The Consortium Agreement/main The Consortium Agreement/main rules/Communicationrules/Communication

• Rules of communicationRules of communication

-- List of all e-mail-addresses / phone numbers List of all e-mail-addresses / phone numbers

-- All e-mails should be sent in All e-mails should be sent in CCCC to the to theManagement UnitManagement Unit

-- Build up a homepage including service-Build up a homepage including service-numbersnumbers

-- Put up deadlines for answering important e-Put up deadlines for answering important e-mails mails / in order to come to important decisions / in order to come to important decisions


The Consortium Agreement/main The Consortium Agreement/main rules/Paymentsrules/Payments

• The rules of paymentsThe rules of payments""The The Co-ordinatorCo-ordinator shall receive all payments made by shall receive all payments made by the the CommissionCommission. Except for the part of the advance . Except for the part of the advance payments withheld for the Common Liability Reserve (if payments withheld for the Common Liability Reserve (if any), the any), the Co-ordinatorCo-ordinator will transfer, in accordance with will transfer, in accordance with the the Contract Contract and the budget allocation decided by the and the budget allocation decided by the General AssemblyGeneral Assembly, the appropriate sums to the , the appropriate sums to the respective respective PartiesParties with minimum delay, but not later with minimum delay, but not later than thirty (30) calendar days from the receipt thereof than thirty (30) calendar days from the receipt thereof from the from the CommissionCommission. The . The Co-ordinatorCo-ordinator shall notify each shall notify each PartyParty promptly of the date and amount transferred to its promptly of the date and amount transferred to its respective bank account, as listed in Annex C, and shall respective bank account, as listed in Annex C, and shall give the relevant references."give the relevant references."



• Option:Option:"The advance payments from the "The advance payments from the Commission Commission shall shall be deposited into a separate account. The transfer be deposited into a separate account. The transfer to the individual to the individual Party Party will be made in will be made in half-yearlyhalf-yearly installments. The first installment will be installments. The first installment will be transferred with minimum delay, but not later than transferred with minimum delay, but not later than thirty (30) calendar days from the receipt thereof thirty (30) calendar days from the receipt thereof from the from the CommissionCommission. The second and subsequent . The second and subsequent installments will be released by the installments will be released by the Co-ordinatorCo-ordinator depending on the decision of the depending on the decision of the Project Co-Project Co-ordination Committeeordination Committee about completion of work about completion of work and/or timely submission of and/or timely submission of ProjectProject deliverables." deliverables."



• Option:Option:

„„The Coordinator may, however, The Coordinator may, however, withhold a sum of withhold a sum of 10%10% of the financial contribution payable of the financial contribution payable to each partyto each party until the party has performed all relevant work and until the party has performed all relevant work and submitted all applicable reports and deliverables submitted all applicable reports and deliverables concerning the payments in question.“concerning the payments in question.“



• Option:Option:

„„In case a party In case a party has not providedhas not provided the Coordinator with the Coordinator with its deliverables in time or provided non-compliant its deliverables in time or provided non-compliant deliverables, such party deliverables, such party shall not receiveshall not receive its its concerned contribution nor the following installment concerned contribution nor the following installment until it remedies such non-delivery. The General until it remedies such non-delivery. The General Assembly may decide on additional appropriate Assembly may decide on additional appropriate measures with respect to the concerned party.“measures with respect to the concerned party.“


The Consortium Agreement/main The Consortium Agreement/main rules/Collective Responsibilityrules/Collective Responsibility

• Collective responsibility: Annex II,18Basic Principle: "Should the contract be terminated or the participation of a contractor be terminated..., the consortium will reimburse the amount due to the Commission.

The amount due to the Commission may not exceed the value of the contribution due to the consortium in accordance with Article 5.2. The amount to be recovered shall be allocated between the remaining contractors other than those referred to in paragraph 3 in accordance with their pro rata share in the overall project.

Exception: "Paragraphs 1 and 2 do not apply where the defaulting contractor is a public body, .."


The Consortium Agreement/main The Consortium Agreement/main rules/Collective Responsibilityrules/Collective Responsibility

• The Liability ReserveThe Liability Reserve

3 Steps:3 Steps:

1. The defaulting partner fulfils its obligations1. The defaulting partner fulfils its obligations

2. Common Liability Reserve2. Common Liability Reserve

3. All other partners3. All other partners

Public bodiesPublic bodies are exempted from any obligation of are exempted from any obligation of

a collective responsibility!a collective responsibility! These rules are not applicable towards third These rules are not applicable towards third

parties!parties!


The Consortium Agreement/main rules/IPRThe Consortium Agreement/main rules/IPR

• Definitions of Pre-existing Know-How and Definitions of Pre-existing Know-How and KnowledgeKnowledge

• Obligations of each partnerObligations of each partner

- to respect joint ownership- to respect joint ownership

- to respect the national law- to respect the national law

- to report any transfer of ownership / publication - to report any transfer of ownership / publication to the COM (to the COM (not in FP7not in FP7) and to the consortium) and to the consortium

- to report if there is no intention of protection- to report if there is no intention of protection• Access Rights Access Rights • Exclusion of access rightsExclusion of access rights



• Access RightsAccess Rights

-- To Pre-existing Know-How and Knowledge To Pre-existing Know-How and Knowledge

- - Royalty-free, unless otherwise agreed Royalty-free, unless otherwise agreed prior to prior to sign the Core Contract (!)sign the Core Contract (!)

- - To all partners To all partners • Exclusion of access rightsExclusion of access rights

- - Negative list! (Negative list! (positive in FP7positive in FP7))

- - Before signing the Core ContractBefore signing the Core Contract

- - Only specific Know-How can be excluded Only specific Know-How can be excluded


The system of access rights (EU-Commission)

Access rights Pre-existing Know-HowAccess rights Pre-existing Know-How Access rights to KnowledgeAccess rights to Knowledge

For carrying For carrying out the projectout the project

Yes, if a participant needs them for carrying out his own work Yes, if a participant needs them for carrying out his own work under the projectunder the project

Royalty-free unless otherwise Royalty-free unless otherwise agreed before signing the agreed before signing the

contractcontractRoyalty-freeRoyalty-free

For use For use purposespurposes

(exploitation (exploitation and further and further research)research)

Yes, if a participant needs them for using his own knowledgeYes, if a participant needs them for using his own knowledge

on fair and reasonable conditions on fair and reasonable conditions to be agreedto be agreed

Royalty-free unless otherwise Royalty-free unless otherwise agreed before signing the agreed before signing the

contractcontract



• ConclusionConclusion

IPR matters should be considered as early as IPR matters should be considered as early as possible !possible !


The Consortium Agreement/Problems and The Consortium Agreement/Problems and Solutions in IPRSolutions in IPR

• Partner refuses to provide access rights to Pre-Partner refuses to provide access rights to Pre-existing Know-Howexisting Know-How

Pre-cautionPre-caution: :

Find a clear and precise definition on pre-Find a clear and precise definition on pre-existing Know-How; early discussion on tasks, existing Know-How; early discussion on tasks, duties and consequences (nature of EU-duties and consequences (nature of EU-projects!); agreements prior to any contract projects!); agreements prior to any contract management with the COMmanagement with the COM


The Consortium Agreement/Trouble spots The Consortium Agreement/Trouble spots in Management/Pre-cautionsin Management/Pre-cautions

• Failure of partner to deliverFailure of partner to deliver

Pre-cautionPre-caution: Agree on a tight reporting periods, : Agree on a tight reporting periods, regular communication, exact definition of regular communication, exact definition of taskstasks

• Failure to supply regular reporting information Failure to supply regular reporting information on resources expendedon resources expended

Pre-cautionPre-caution: Use simple tools, time sheets, : Use simple tools, time sheets, communication rulescommunication rules



• Project Officer keeps asking more and more Project Officer keeps asking more and more detailed planning informationdetailed planning information

Pre-cautionPre-caution: be liable!: be liable!

• Additional work needs to be undertakenAdditional work needs to be undertaken

Pre-cautionPre-caution: Agreement on task-changes, : Agreement on task-changes, priorities, project objectives should be clear, priorities, project objectives should be clear, risk managementrisk management



• Technical problems emerge which mean Technical problems emerge which mean project cannot fulfill original objectivesproject cannot fulfill original objectives

Pre-cautionPre-caution: to consider the objectives, risk : to consider the objectives, risk management / "plan B" for Annex Imanagement / "plan B" for Annex I

• Partner wishes to withdrawPartner wishes to withdraw

Pre-cautionPre-caution: Finding rules for the CA, : Finding rules for the CA, replacements, new structure for work replacements, new structure for work packages?packages?



• Project manager is delivering unsatisfactory Project manager is delivering unsatisfactory service to the projectservice to the project

Pre-cautionPre-caution: find exact definitions of all tasks, : find exact definitions of all tasks, communication-network, share of work?, communication-network, share of work?, supporting teams for these situationssupporting teams for these situations



• Insufficient Knowledge about FP 6Insufficient Knowledge about FP 6

PrecautionPrecaution: Get more information from the : Get more information from the COM, KoWi, other project coordinators, COM, KoWi, other project coordinators, experienced partnersexperienced partners

• Waste of time in the early stage of the projectWaste of time in the early stage of the project

Precaution: Precaution: Early contact and cooperation to Early contact and cooperation to the administrationthe administration



• High costs of the project during the High costs of the project during the preparation periodpreparation period

PrecautionPrecaution: Support by your institution, the : Support by your institution, the Bundesland or by industrial partners?Bundesland or by industrial partners?

• Strong selection of all proposals by the COMStrong selection of all proposals by the COM

PrecautionPrecaution: continuous update of your : continuous update of your prospects of success in scientific and prospects of success in scientific and administrative matters of the projectadministrative matters of the project


The Consortium Agreement/Advice for The Consortium Agreement/Advice for CoordinatorsCoordinators

• Advice for CoordinatorsAdvice for Coordinators

- - Work with high transparencyWork with high transparency

- - Work with one single draft versionWork with one single draft version

- - Mark all changes in your draft versionMark all changes in your draft version

- - Early cooperation between scientists and Early cooperation between scientists and administrationadministration

- - Cooperate with the partnersCooperate with the partners

- - All signatures of the consortium All signatures of the consortium agreement at agreement at the very latest during the the very latest during the kick-off-meetingkick-off-meeting


The Consortium Agreement/Advice for The Consortium Agreement/Advice for PartnersPartners

• Advice for partnersAdvice for partners

- - Be aware of your specific position in the Be aware of your specific position in the consortiumconsortium

- - Always consider the Work ProgramAlways consider the Work Program

- - What are your IPR results?What are your IPR results?

- - Work with the coordinatorWork with the coordinator

- - Your administration staff should speak Your administration staff should speak EnglishEnglish

- - Cooperate with other partners / Cooperate with other partners / scientists scientists and the administration staffand the administration staff


Thank you for your attention!Thank you for your attention!

Get more information on Get more information on www.kowi.de/rp/blickwww.kowi.de/rp/blick

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Kathrin Kohs