PLAN OF PARTNERSHIP AGREEMENT
ANNEX A.1:
TEMPLATE OF PARTNERSHIP AGREEMENT FOR THE IMPLEMENTATION OF
THE PROJECT
«.................................................................................»
At………..(location), today on……………… (date), the undersigned parties:
1.
…………………………………………………………….………………….……….…,
established at …………………………….…..…..……, as legally represented by …
………………………………………….
…
………………………..………………..,
under1
…………………, and who will be called hereinafter for sake of brevity as
«Project Promoter»
…………………………………………………………………………….……….…,
2.
established at …………………………….…..…..……, as legally represented by …
…………………………………………. … ………………………..………….…………….., under
………………..………………, and who will be called hereinafter for sake of brevity
as «…………………….2»
…………………………………………………………………….……….…,
3.
under
the
name……………………………………………………………………………………………………
…………,established at …………………………….…..…..……, as legally represented
by… …………………………………………. … ………………………..………….……………..,
under ………………..………………, and who will be called hereinafter for sake of
brevity as «…………………….»
[…..]
Having regard to:
1. Article 90 of “Legislation Code for the Government and Government Bodies”
ratified by article one of Presidential Decree (PD) 63/2005 (OJ 98/Α/22.4.2005).
2.
Provisions of PD of CRES constitution 375/87, as amended and in force with
Article 30 Law 3734/2009,
3.
The law 3614/2007 “Management, control and implementation of development
If required the legalization documents authorizing the signature of this are referred such as board
decisions or other relevant bodies.
2 To be indicated the way in which the Partner is going to be called within this text for brevit.
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interventions for the programming period 2007-2013” (GG 267/Α/3.12.2007) and
in particular article 29 as amended and in force.
4.
The law 4146/2013 “Creation of a development friendly environment in strategic
and private investments and other provisions” (OJ A΄90/2013) and, in particular
article 60 paragraph 1, by which the Financial Audit Authority is appointed as
Audit Authority for EEA grants 2009-2014.
5.
PD 4/2002 (OJ 3/ /14-01-2002) “Implementing Technical Assistance Actions –
Support and management of relevant funds”.
6.
Circular 60630/Special Coordination Service 5671/16-09-2003 specifying the
implementation of PD 4/2002 on “Implementing Technical Assistance Actions –
Support and management of relevant funds”.
7.
The Agreement of 14 October 2003 on the participation of the Czech Republic,
the Republic of Estonia, the Republic of Cyprus, the Republic of Latvia, the
Republic of Lithuania, the Republic of Hungary, the Republic of Malta, the
Republic of Poland, the Republic of Slovenia and the Slovak Republic in the
European Economic Area, in force since 1 May 2004.
8.
Protocol 38b of the EEA Agreement which creates the EEA Financial Mechanism
2009-2014 through which donor countries shall contribute to the reduction of
economic and social disparities in the European Economic Area (hereinafter
“Protocol 38b”).
9.
Decision 5/2010/SC of 09-12-2010 of the Standing Committee of the EFTA States,
establishing an EEA Financial Mechanism Committee, for the management of
the EEA Financial Mechanism (EEA FM) 2009-2014.
10. The Memorandum of Understanding of 07-11-2011 for the implementation of the
European Economic Area Financial Mechanism 2009-2014 between the
Republic of Ireland, the Principality of Lichtenstein, the Kingdom of Norway and
the Hellenic Republic (hereinafter “Memorandum of Understanding”).
11. The Regulation of 18-01-2011 on the implementation of the European Economic
Area (EEA) Financial Mechanism 2009-2014, as adopted by the Financial
Mechanism Committee pursuant to article 8.8 of protocol 38b of the EEA
Agreement (hereinafter “Regulation”).
12. The other guidelines that have been set out and adopted by the EEA Financial
Mechanism Committee 2009-2014 as in force each time (hereinafter “Guidelines
of EEA FM Committee”).
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PLAN OF PARTNERSHIP AGREEMENT
13. The Programme Agreement of 25-20-2013 between EEA FM Committee 20092014 and Ministry of Development & Competitiveness (hereinafter “Programme
Agreement”).
14. The Joint Ministerial Decision on the Management and Control System for the
implementation of the European Economic Area (EEA) Financial Mechanism
(FM) 20009-2014 (OJ 781/B/28.03.2014) (hereinafter “Management and Control
System”).
15. Law 2362/1995 on “Public Accounting, control of state expenditure and other
provisions” (OJ 247/A/27.11.95) and, in particular, its article 104.
16. The decision of Minister of Development and Competitiveness of 15-04-2014
about «Co-financing Centre of Renewable Energy Sources and Saving (CRES),
which is supervised by the Ministry of Environment, Energy and Climate Change,
as Programme Operator of GR03 – Renewable Energy under the Programme
Area “Renewable Energy” which is implemented by resources of the European
Economic Area Financial Mechanism (EEA FM) 2009-2014 and the Public
Investment Programme.
17. Letter from Ministry of Environment, Energy and Climate Change, Environment
Directorate
General
EYPE,
(197052/03-04-2012),
“Discharge
of
Strategic
Environmental Assessment (SEA), Pilot and demonstration actions for RES and
ES”.
Agree, conclude and make the mutually acceptable the following:
PREAMBLE
The contracting Parties, the former as Project Promoter, the rest as Partners, submitted for
funding under the European Economic Area Financial Mechanism 2009-2014, a proposal
for
the
implementation
of
project
entitled
«_____________________________________________________________________________________»
(hereinafter “Project”).
Upon completion of the evaluation procedure the Project was approved for funding
under the European Economic Area Financial Mechanism 2009-2014. In particular, from
the approved total budget of the Project which amounts to ___________ euros, the
European Economic Area Financial Mechanism 2009-2014 will fund 85% of the total and
final eligible cost of the Project up to the amount of __________ euros, while the rest of the
total and final eligible cost of the Project up to the amount of _________ euros will be paid
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from funds of the Public Investment Program.
The
general
purpose
of
the
Project
is
______________________________________________________________________________________
____________________________________________________________________________________
NOTE: This part describes the Project’s purpose as well as the reasons that make its
implementation “necessary”. The specific objectives of the Project may be mentioned as
well as the outcomes anticipated after the Project completion.
In light of the above, for the proper and effective implementation of the Project, the
contracting Parties proceed to the conclusion of the Partnership Agreement, with which
they define the general context and the terms and conditions for the implementation of
its scope.
ARTICLE 1
PURPOSE OF PARTNERSHIP AGREEMENT
The purpose of this partnership agreement is the cooperation of the contracting partners
for the smooth and in accordance with the standards outlined, implementation of the
Project. In particular, for the Project implementation and for the purposes hereof, the
contracting Parties will undertake the following actions determining the Project’s
objective.
NOTE: Describe the exact actions comprising the approved scope of the Project, in a
detailed, clear and precise way without ambiguities and generalities.
ARTICLE 2
CONTRACTORS OBLIGATIONS
The contractors commit themselves to cooperate with each other for the smooth and
effective implementation of the Project and for ensuring the compliance with the
standards as regards to the physical objective, the financial objective and the
implementation procedures of the Project, as referred in Article 1 hereto.
In detail:
2.1. The Project Promoter undertakes the following commitments:
[…..]
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2.2. “…........ Partner 1” undertakes the following commitments:
[…..]
2.3. “…........ Partner 2” undertakes the following commitments:
[.....]
NOTE: At this point, the specific commitments undertaken by each of the contracting
parties for the implementation of the Project, should be described in detail, in a way that
the approved object of actions which each contractor undertakes to realize is clearly
defined in order to make possible the application of management and control system’s
procedures.
2.4 Approved detailed timetable/schedule for the implementation of the whole Project per
contracting Party is given in Appendix 13, which is an integral part of the present
contract.
ARTICLE 3
DURATION OF CONTRACT –ELIGIBILITY OF COSTS
3.1. The duration of this contract shall commence on the date of signature and shall expire
one year after the final date of costs’ eligibility as referred to the Co-funding Letter of
Intent, namely 30 April 2016.
3.2. The eligibility of costs starts on _______________ and ends on 30-4-2016, date of closing and
operational completion of the Project, according to the Co-funding Letter of Intent.
3.3. The Parties explicitly acknowledge and declare that any preparatory actions, up to date,
are treated as actions taken in the run of the present contract.
3.4. In case of Partners, the eligibility of costs is under the same restrictions as in the case of
the Project Promoter.
ARTICLE 4
BUDGET AND FUNDING RESOURCES
4.1.
The total budget of the Project amounts to ______________________________ euros of which
percentage _____% of the total and final eligible cost of the Project and up to the
3
To be attached herein as Appendix 1 a detailed GANTT CHART.
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amount of _____________ euros will be paid by funds from the European Economic Area
Financial Mechanism, while the remaining __% of total and final eligible cost up to the
amount of ________ euros will be paid by funds of the Public Investments Program.
4.2. The budget per contracting Party to cover the obligations referred to Article 2 of this
contract, is defined as follows:
To be included a table indicating the budget allocation between the parties, with the
following format:
Action
Budget
Project Promoter/Partner
ARTICLE 5
METHOD OF PAYMENT FUNDING
5.1. The payment of the funding for eligible costs of the Project shall be made in
accordance with the approved Implementation Plan of the Project, the Interim
Project Reports and the Final Completion Report.
5.2. The amounts from National Funding to the Project Promoter are paid to the
Partners according to the costs of the part of the Project they have undertaken.
The payment is made to the Partner’s account upon its request and based on the
available amounts of the Project Promoter being paid.
5.3. The amounts of contribution from EEA FM 2009-2014 are paid to the Partners by the
Project Promoter within 154 days of their receipt in relation to the contribution of
each one in the progress of the Project as depicted in the Interim Project Report
being the subject of payment from EEA FM 2009-2014.
5.4. In case when advance payment for the Project is provided, this will be distributed
to the Contractors according to Project’s needs, as presented in the approved
Project implementation timetables 4.
5.5. Cost overruns of the Project’s total budget shall be borne by the participants in the
The contracting parties can employ a different allocation of the advance payment between them,
according to their will.
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scheme implementing the Project.
ARTICLE 6
JOINT MONITORING COMMITTEE OF THE CONTRACT
6.1. To monitor the implementation conditions of the present contract and the
coordination of the actions required for the Project implementation, a committee is
constituted
called
“Joint
Monitoring
Committee”,
established
at
………………………………
The Joint Monitoring Committee consists of 5:
- a (1) representative of Project Promoter, designated as the Chairman of the
Committee with its deputy
- a (1) representative from Partner ____________ with its deputy
- etc.
Within 15 days after signing the present contract, the contracting partners by
decision of their responsible bodies, designate the members of the Joint Monitoring
Committee.
6.2. The scope of the Joint Monitoring Committee is to monitor of compliance with the
terms of the present contract, the coordination
and facilitation
of the
implementation of this contract as well as the resolution of any dispute between the
contracting parties arising from the interpretation of the present contract’s terms and
the way of being applied.
6.3. The Joint Monitoring Committee shall be convened by its chairman. In the call, the
topics on the agenda will be listed and the members of the Committee will be
alerted in writing in time. In the agenda, the issues requested in writing by even one
of Committee’s members are listed mandatory and introduced for debate. A
member of the Joint Monitoring Committee which will be elected at its first meeting,
performs duties of secretary.
The Joint Monitoring Committee convenes validly when all its members are present.
Decisions must be justified, to be obtained by majority vote of the members present
and to bind all the contracting parties. The meetings’ minutes of the Joint Monitoring
It is formed according to the will of the contracting parties. It is advised though that each party
appoints a representative in the Joint Monitoring Committee.
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Committee shall be communicated to all members after having signed.
6.4. The Joint Monitoring Committee shall act justifiably and in writing of any changes to
the terms of the present contract and suggests to the Project Promoter request to
amend the Project under the terms of related legal framework. Any requests by the
Project Promoter for amending the Project shall remain subject to the approval of
the National Focal Point and may be required for the operation of the Joint
Committee, will be set out according to its decisions.
ARTICLE 7
UNCOMPROMISING ATTITUDE - CONSEQUENCES
7.1. The breach of any of the terms of the present Partnership Agreement which are all
considered essential or infringement of the law and good faith by any of the
contracting parties gives the other party the right to terminate the pact and to claim
any damage or loss.
7.2. In case of reasoned impossibility or culpable delay or improper implementation of vis
commitments by either contracting Partner, the latter can be replaced by a
reasoned decision of the Joint Monitoring Committee or the other contractors. The
decision for replacement shall be notified to the National Focal Point which in turn
shall communicate it to the EEA FM Committee 2009-2014 for approval.
ARTICLE 8
LITIGATION
Any dispute between the contracting Parties concerning the execution and
interpretation of the terms of the present contract which is not resolved by the Joint
Monitoring Committee of the present contract, can be settled by the competent courts
______________6
ARTICLE 9
To be completed at will of the contracting Parties. It could be appointed the courts of Project
Promoter’s place or the courts of the region the Project is realized or the contract is signed.
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SPECIAL CONDITIONS
The contracting parties declare explicitly that they became aware of and accept fully
the specific funding terms of the EEA FM 2009-2014.
In particular, the contracting parties declare explicitly and acknowledge the following:
1.
The Project Promoter is obliged to:
1.1.
take all actions necessary for the proper maintenance and condition of the
Project so that it fulfills its destination.
1.2.
maintain, repair, inspect and replace all assets that are part of the Project
when this is requires, by adequately organized and trained manpower in
order to be kept in good working condition, to ensure the maximum possible
benefit throughout the overall duration of the Grant Approval Contract.
1.3.
fully insure all assets that are parts of the Project according to the provisions
in Co-funding Letter of Intent.
2.
The scheme and the Partnership implementation between the Project promoter and
the Partners must
2.1.
be in compliance with national and European legislation on public contracts
as well as with Article 7.16 of EEA Regulation.
2.2.
not allow the participation of parties in competitions conducted by another
Partner.
2.3.
use the Project’s assets only for the purposes provided by the Grant Approval
Contract. All the movable assets of the Project should bear adequate
features.
3. All assets that are part of the Project will remain the property of the Project Promoter,
will be used for the benefit of the Project both throughout its implementation period
and for at least __ years after its completion.
4. The above agreement must be written in English language if one partner is a
foreign.
NOTE: At this point, it could be included if appropriate, special articles concerning
intellectual properties, confidentiality obligation or other provisions, the wording of which
is left on the discretion of the Parties.
ARTICLE 10
FINAL PROVISIONS
Any amendment or extension of the present Partnership Agreement is made only in
writing by mutual agreement of the contracting Parties.
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The non-exercise of rights or the omission of liabilities from any Party or the tolerance
of situations contrary to this Partnership Agreement, as well as the delay in taking the
measures provided for in this contract by any of the Parties, cannot be deemed a
waiver of the Parties rights or exemption from their obligations or recognition of rights
to the Parties, which are not recognized by this Partnership Agreement.
These agreed, concluded and adopted by contracting parties, in proof of them, the
present agreement was written and signed in __ original documents, of which each
contractor received one.
THE CONTRACTORS
…………………………………….., ……./……/20…
(SIGNATURE, FULL NAME LEGAL REPRESENTATIVE & STAMP OF PROJECT
PROMOTER)
…………………………………………………………………………
(SIGNATURE, FULL NAME LEGAL REPRESENTATIVE & STAMP OF PARTNER 1)
…………………………………………………………………………
(SIGNATURE, FULL NAME LEGAL REPRESENTATIVE & STAMP OF PARTNER 2)
………………………………………………………………………….
(SIGNATURE, FULL NAME LEGAL REPRESENTATIVE & STAMP OF PARTNER 3)
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