INSTRUCTIONS for using the Partnership Agreement format:
The Grant Beneficiary shall sign a Partnership Agreement with each of their Project Partners. For this
purpose the Grant Beneficiary shall use the following format and abide by the following rules:
- to respect the instructions given (written in italics) here and also further in the text;
- the predefined provisions of the Partnership Agreement cannot be deleted or adjusted unless
expressly required in the instructions;
- if cooperation of the parties needs additional specifications such specification can be added to the
provisions of the Partnership Agreement in compliance with the instructions. Nevertheless, such
additional specifications shall not contradict any predefined provisions or the Grant Contract.
Please delete these INSTRUCTIONS before signing the Partnership Agreement.
Partnership Agreement
(hereinafter referred to as “the Agreement”)
concerning the implementation of Project No. xxxxxxx
financed from the funds of the EEA Financial Mechanism 2009-2014
(hereinafter referred to as “EEA FM”),
within the Programme CZ03 – The Fund for Non-Governmental Organisations
(hereinafter referred to as “the NGO Fund”).
Parties to the Agreement (hereinafter also referred to as “the Partners”):
Grant Beneficiary (Lead Partner):
Name:
Registered office:
Represented by:
Identification number (IČO):
(hereinafter referred to as “the Grant Beneficiary”)
and
Project Partner:
Name:
Registered office:
Represented by:
Identification number (IČO):
Bank:
Bank account:
(hereinafter referred to as “the Project Partner”)
enter into this Agreement pursuant to the Act No. 89/2012 Coll., the Civil Code.
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Article I
Introductory Provisions
1. The Agreement is signed in connection to the Grant Contract No. 36x0xxx the Grant
Beneficiary shall sign with the Programme Operator, i.e. PLEASE SELECT: the Civil Society
Development Foundation (Nadace rozvoje občanské společnosti, NROS) / Environmental
Partnership Foundation (Nadace Partnerství, NaP) (hereinafter referred to as “the Contract”).
2. The draft Contract and all its annexes, with the exception of Annex V of the draft Contract,
are an integral part of the Agreement.
3. All abbreviations and established terminology used in the draft Contract shall for the purpose
of this Agreement have the same meaning as in the draft Contract.
4. The aim of the Agreement is to define rights and obligations of Partners in respect of partner
cooperation in their joint Project implementation as defined in the Article II of the draft
Contract:
Project name:
Project number: xxxxxxx
5. Based on the Contract the Grant Beneficiary shall receive a Grant stemming from the funds
of the EEA Grants within the NGO Fund Programme in order to implement the Project. The
Grant shall be provided to the Grant Beneficiary by the Programme Operator.
6. By signing the Agreement no independent legal entity is established to become a party to
legal relations, acquire property or obligations. Only each Partner shall be a party to legal
relations resulting from the Project implementation.
7. The Grant Beneficiary acknowledges that the Agreement in no way limits or changes the
obligations of the Grant Beneficiary arising from the Contract. Should any provisions of the
Agreement contradict the provisions of the Contract such provision of the Agreement shall
not apply. In such case the Partners shall initiate negotiations to appropriately replace such
ineffective provision of the Agreement.
Article II
Principles of Partnership
1. Partnership is a relation between the Grant Beneficiary and the Project Partner expressing
their will to implement the Project jointly. Each of the Partners shall implement their part of
the Project as defined in the Annex I of the draft Contract. The Grant Beneficiary is the main
holder of the Project. The Grant Beneficiary cannot delegate its coordination role and overall
responsibility for Project implementation to the Project Partner.
2. To prevent any doubts the Partners declare that the cooperation between the Grant
Beneficiary and the Project Partner in Project implementation is not a relation between a
supplier and customer. The role of a Partner does not mean that the Project Partner provides
goods or services to the Grant Beneficiary. Financial funds provided by the Grant Beneficiary
are not a payment for any goods or services provided.
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3. In addition to its role of a Partner the Project Partner shall not be a supplier of goods or
services within the scope of the Project. Correspondingly, the Grant Beneficiary shall not be a
supplier of goods or services in the part of the Project implemented by the Project Partner.
Article III
Cooperation in Project Implementation
1. The part of the Project implemented by the Project Partner (hereinafter referred to as “the
Relevant Part of the Project”) and any additional competencies of the Project Partner in
Project implementation are specified in the Annex I of the draft Grant Agreement.
2. In necessary you can add additional provisions regarding the cooperation between the
Partners (e.g. more specific division of roles in Project implementation or its activities,
coordinated practices, communication rules, etc.). Continue numbering the clauses of this
Article as required. Please delete this clause if no additional provisions are to be added.
Article IV
Financial and Payment Provisions
1. The estimated total eligible costs of the Project incurred by the Project Partner are included
within the consolidated Project budget in Annex II of the draft Contract. The costs amount to
_______ CZK.
2. The estimated indirect eligible costs of the Project incurred by the Project Partner as part of
the costs specified in the previous clause amount to _______ CZK. The indirect eligible costs
of the Project incurred by the Project Partner are calculated using a fixed rate of _____ %.
The fixed rate is defined in the clause 11.5 of the Annex III of the draft Contract.
3. Project costs incurred by the Project Partner are eligible under the same terms and
conditions as the Project costs incurred by the Grant Beneficiary. The cost eligibility criteria
pursuant to the Article 11 of the Annex III of the draft Contract apply to all Project costs
regardless of the source of financing.
4. The Project Partner shall keep their accounting in compliance with applicable legislation
using the double-entry bookeeping. In respect of the Relevant Part of the Project the Project
Partner shall keep separate analytic accounts as part of their bookkeeping. Such system shall
clearly link all relevant accounting events (in particular costs and revenues) to the Relevant
Part of the Project and also to the actual source of financing. Beyond the obligation specified
in the previous sentence such system shall in the same time clearly separate direct Project
costs from indirect Project costs. All accounting entries shall be clearly identifiable, verifiable
and documented by original copies of accounting and primary documents.
5. The Project Partner shall inform the Grant Beneficiary of the use of eligible Project costs for
the Relevant Part of the Project in connection to pertinent items in the Project budget and of
other facts significant for the consolidated Project financial statements prepared by the
Grant Beneficiary.
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6. The Project Partner shall submit to the Grant Beneficiary financial statements for the
Relevant Part of the Project. In these financial statements the Project Partner shall declare all
facts and data incidental to the Relevant Part of the Project and necessary for preparation of
consolidated financial statements of the Project, in particular the eligible Project costs,
sources of their financing and direct Project revenues that have not been used to cover the
Project costs.
7. To the financial statements for the Relevant Part of the Project the Project Partner shall
enclose a copy of all accounting and primary documents and copies of documents confirming
that the declared eligible Project costs have been paid.
8. The Grant Beneficiary shall confirm the eligibility of costs and facts declared by the Project
Partner in the financial statements for the Relevant Part of the Project. Following such
control the Grant Beneficiary shall enter the data to the consolidated Project financial
statements in accordance with the rules defined in the draft Contract. At the same time the
Grant Beneficiary shall also determine whether and to what extent the Project Partner is
entitled to a refund in compliance with the principles corresponding to the procedure under
the clauses 14.4 to 14.7 of the Annex III of the draft Contract. In accordance with the
calculated refund entitlement the Grant Beneficiary shall pay Grant funds to the Project
Partner according to the clause 11 of this Article IV.
9. The Grant Beneficiary shall pay the Grant funds according to the clause 11 of this Article IV
via a bank transfer to the account of the Project Partner specified in the Preamble of the
Agreement.
10. The Grant Beneficiary shall have the right to suspend any transfers of Grant funds to the
Project Partner or to request back all Grant funds already paid out to the Project Partner if
requested to do so by the Programme Operator or other superior bodies of the EEA Grants
implementation structure or if proceeding under the Article VII of the Agreement.
11. There are 3 options specified below to pay the Grant funds by the Grant Beneficiary to the
Project Partner. Please copy the selected option to this clause instead of this text (without the
words “OPTION #x”). If necessary you can specify the selected option but its concept cannot
be changed. You can also add additional provisions in other clauses. We do recommend to
specify in particular the following: time period or deadlines for submitting a report describing
the use of funds pursuant to the clause 5 of this Article IV; time period or deadlines for
submitting financial statements concerning the Relevant Part of the Project under the clause
6 of this Article IV; form and requested information and documents for such reports and
financial statements; payment dates; absolute or relative amount of the Grant funds provided
in relation to the Relevant Part of the Project; or other requirements. Continue numbering the
clauses of this Article IV as required.
OPTION #1: The Project Partner incurs eligible Project costs and then submits a financial statement to
the Grant Beneficiary in accordance with the clause 6 of this Article IV. The Grant Beneficiary shall
then transfer the refund claimed to the Project Partner with the entitlement determined in
accordance with the clause 8 of this Article IV. The funds from the previous sentence are transferred
after the Grant Beneficiary receives the Grant funds.
OPTION #2: The Project Partner incurs eligible Project costs and then submits a financial statement to
the Grant Beneficiary in accordance with the clause 6 of this Article IV. The Grant Beneficiary shall
then transfer the refund claimed to the Project Partner with the entitlement determined in
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accordance with the clause 8 of this Article IV. The funds from the previous sentence are transferred
regardless of whether or not the Grant Beneficiary has already received the Grant funds.
OPTION #3: The Grant Beneficiary transfers the Grant funds to the Project Partner in advance. The
Project Partner incurs eligible Project costs and then submits a financial statement to the Grant
Beneficiary in accordance with the clause 6 of this Article IV. The refund claimed with the entitlement
determined in accordance with the clause 8 of this Article IV shall be settled against the Grant funds
previously received by the Project Partner. If the sum of Grant funds already received by the Project
Partner is lower than the claimed refund the Grant Beneficiary shall transfer additional Grant funds
to the Project Partner amounting to the difference. If the sum of Grant funds already received by the
Project Partner is higher than the claimed refund the Project Partner shall return the remaining part
of the Grant funds to the Grant Beneficiary.
Article V
Obligations of the Project Partner
1. The Project Partner shall abide by and comply with all relevant rules and obligations arising
to the Grant Beneficiary from the draft Contract.
2. Relevant rules and obligations mentioned in the previous clause are rules and obligations
expressly specified in the Agreement and also in particular the following provisions of the
draft Contract: clauses I 3, V 2, V 11, V 12 and V 13 of the draft Contract; articles II, III and VII
of the draft Contract; clause 1.1 of the Annex III of the draft Contract; articles 2, 3, 5, 6, 7, 11,
12 and 13 of the Annex III of the draft Contract; Annex IV of the draft Contract.
3. The Project Partner shall provide all information relating to the Relevant Part of the Project
to the Grant Beneficiary in appropriate form and in time, in particular in order to comply with
the obligations of the Grant Beneficiary related to the submission of consolidated
information and reports for the Project as a whole and in accordance with the rules and
deadlines resulting from the Article 4 of the Annex III of the draft Contract and Article 8 of
the Annex III of the draft Contract.
4. The Project Partner shall inform the Grant Beneficiary of all facts that affect or could affect
the Project implementation or performance of the Agreement or the Contract.
5. The Project Partner shall make any changes to the Relevant Part of the Project only subject
to a previous written consent of the Grant Beneficiary and in particular in accordance with
the rules and deadlines arising from the Article 8 of the Annex III of the draft Contract.
6. When it comes to any subcontracting within the Relevant Part of the Project the Project
Partner shall proceed according to the Annex IV of the draft Contract. The Project Partner
declares to be aware that any subcontracting within the Project constitutes public
procurement pursuant the respective legislation in force.
7. The Project Partner shall keep all documents connected to the implementation of the
Relevant Part of the Project in compliance with the binding legal regulations but in any case
at least for 10 years beginning from January 1 of the year following after the year when the
NGO Fund Programme Final Report is approved by the Financial Mechanism Office. The
Project Partner shall be informed by the Grant Beneficiary of the date when the Programme
Final Report is approved by the Financial Mechanism Office. As of the signing of the
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Agreement it is estimated that all documents connected to the Project implementation
should be archived until January 1, 2028.
8. The Project Partner shall create suitable conditions for auditing, monitoring or evaluating the
Relevant Part of the Project in accordance with the Article 13 of the Annex III of the draft
Contract. The Project Partner agrees that the Grant Beneficiary is one of the authorized
persons mentioned in the clause 13.3 of the Annex III of the draft Contract.
9. The Project Partner shall inform the Grant Beneficiary of any and all controls or monitoring of
the Relevant Part of the Project performed by other entities and not the Grant Beneficiary.
The Project Partner shall without any delay inform the Grant Beneficiary of any and all
controls or monitoring mentioned in the previous sentence, their results, proposed
corrective measures as well as approval and implementation of such corrective measures.
10. The Project Partner declares to be aware of duplicity financing being prohibited. The Project
Partner shall not request payment for any Project cost that has already been covered by any
other way and any other entity.
11. If the Project Partner acquires intellectual property rights as a result of the Project
implementation in accordance with the clause 7.1 of the Annex III of the Contract the Project
Partner shall if requested by the Programme Operator provide an authorization to use such
intellectual property rights (licence) to the Programme Operator. The Project Partner shall
provide licence mentioned in the previous sentence in the scope necessary to perform the
obligations of the Programme Operator, in particular in respect to the NGO Fund goals, EEA
Grants publicity and sharing of best practices; the licence shall be agreed as a non-exclusive,
free-of-charge licence for an indefinite period and without any geographical limitations. The
authorization (licence) shall correspond accordingly to the relevant provisions of the
Regulation (EC) No. 1906/2006.
12. The Project Partner shall return to the Grant Beneficiary all the funds owed due to the
provisions of the Agreement within 15 working days from the delivery of request to do so
unless the Grant Beneficiary sets a longer deadline.
13. The Project Partner shall be responsible for all damages caused to the Grant Beneficiary and
caused by the Project Partner breaching its obligations resulting from the Agreement or
caused by the Project Partner breaching the legal regulations. In such cases the Project
Partner shall also be responsible for any damages caused to third parties.
14. If necessary you can add additional obligations of the Project Partner. Continue numbering
the clauses of this Article as required. Please delete this clause if no additional provisions are
to be added.
Article VI
Obligations of the Grant Beneficiary
1. The Grant Beneficiary shall inform the Project Partner of all facts that affect or could affect
the implementation of Relevant Part of the Project or the Agreement.
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2. The Grant Beneficiary shall consult with the Project Partner any planned Project changes
connected to or affecting the Relevant Part of the Project before such change is proposed for
approval in accordance with the Article 8 of the Annex III of the draft Contract.
3. In compliance with the terms and conditions defined the Grant Beneficiary shall pay
respective Grant funds to the Project Partner using procedure and in the amount specified
according to the Article IV of the Agreement.
4. If necessary you can add additional obligations of the Grant Beneficiary. Continue numbering
the clauses of this Article as required. Please delete this clause if no additional provisions are
to be added.
Article VII
Noncompliance, Settlement of Disputes
1. The Partners shall try and prevent any disputes but if such dispute arises the Partners shall
try to reach an agreement in compliance with the legal regulations of the Czech Republic.
2. If the Project Partner breaches their obligations the Grant Beneficiary is authorized to
without any delay suspend any transfers of Grant funds to the Project Partner.
3. If necessary you can add additional provisions regarding resolution of disputes between
Partners. Continue numbering the clauses of this Article as required. Please delete this clause
if no additional provisions are to be added.
Article VIII
Concluding Provisions
1. The Agreement becomes valid and effective on the day it has been signed by the last of its
parties.
2. The Agreement shall be concluded for the duration of the Contract in accordance with the
clause VIII 2 of the draft Contract. If the Contract does not become valid within six months
from signing the Agreement each of the Partners has the right to withdraw from the
Agreement by a written notice delivered to the other Partner. If the Contract becomes valid
the Agreement ceases to be valid at the same time as the Contract. If there are obligations
arising from the Agreement and not met by the end of its validity in accordance with the
previous sentence, the Agreement ceases to be valid only after such obligations are fulfilled.
3. The Agreement can be changed only by written amendments numbered in ascending order.
In addition to the Partners a copy of every amendment shall be delivered to the Programme
Operator. The Project Partner shall provide the Grant Beneficiary all cooperation necessary
for the Grant Beneficiary to comply with their obligations towards the Programme Operator
in accordance with the clause VII 4 of the draft Contract.
4. The Agreement has been made in three copies and each of them shall have the force of an
original. One copy is for the Grant Beneficiary, one for the Project Partner and the last one
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shall be delivered by the Grant Beneficiary to the Programme Operator before signing the
Contract.
5. If necessary you can add additional provisions. Continue numbering the clauses of this Article
as required. Please delete this clause if no additional provisions are to be added.
Article IX
Annexes
1. The annexes of the Agreement consist of the draft Contract and all its Annexes, with the
exception of Annex V of the draft Contract.
2. The Grant Beneficiary and the Programme Operator shall receive a copy of the Agreement
without the Annexes of the draft Contract specified in the previous clause because both of
them have these Annexes available.
3. If necessary you can add other annexes to the Agreement. Such annexes shall be delivered
also to the Grant Beneficiary and the Programme Operator. Please delete this clause if no
additional annexes are to be added.
For the Grant Beneficiary
For the Project Partner
Fill in the name of the organisation
Fill in the name of the organisation
Authorized representative:
Authorized representative:
Fill in the name and surname
Fill in the name and surname
………………………..
Signature
............................
Signature
Fill in the date
Fill in the date
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