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Tender description :
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Tenders Are Invited for Finland Resilient Agriculture Landscape
The EIT Food Participant acknowledges and is aware that EIT FOOD operates as a European institutionalised partnership. In this regard, EIT FOOD has entered into a Partnership Agreement (“PA”) with the EIT, such PA laying down the general terms and conditions under which EIT Food must operate as an Institutionalised European Partnership. The PA’s term is seven (7) years with a first term from 2018-2024. The PA was renewed for a consecutive 7 years term in 2024, as per decision 28/2024 of the governing board of the EIT on the extension of the PA with EIT Food.
The EIT FOOD has furthermore entered into a Grant Agreement with the EIT laying down the provisions concerning the funding of EIT FOOD’s core strategic activities, including the implementation of KAVAs.
The EIT Food Participant has signed a Framework Agreement for participation in EIT funded Activities (“Framework Agreement”) with EIT FOOD, which purpose is to lay down the contractual arrangements regarding the rights and obligations pertaining to the implementation by the EIT Food Participants of KAVAs or Projects.
For the implementation of the Project, as described above the EIT Food Participant may act as a Third Party Receiving Financial Support from EIT FOO for merely as a Participant implementing tasks but not acting as Third Party Receiving Financial Support (as defined herein) from EIT FOOD. The Framework Agreement sets the contractual framework, which regulates this and all other KAVA contracts that may be executed between the Parties during
its term.
The Parties now wish to lay down the terms of conditions of this KAVA to be performed by the EIT Food Participant and third parties in accordance with this Contract.
NOW, THEREFORE, IT IS AGREED AS FOLLOWS
Article 1: Definitions
1.1 Definitions
Words beginning with a capital letter shall have the meaning defined either herein or in the Framework Agreement.
1.2 Additional Definitions
Words beginning with a capital letter defined in the singular and plural shall be equally applicable to the plural or singular, as the case may be and shall have the same meaning as in the Regulation (EU) 2021/695 the European Parliament and of the Council establishing Horizon Europe - the Framework Programme for Research and Innovation, laying down its rules for participation and dissemination (“Horizon Europe Regulation”), the Regulation (EU, Euratom) 2018/1046 of the European Parliament and of the Council of 18 July 2018 on the financial rules applicable to the general budget of the Union (“EU Financial Regulation”) and the Regulation [Regulation No 294/2008 of 11th of March 2008 of the European Parliament and of the Council on the European Institute of Innovation and Technology (“EIT Regulation”); the EIT Strategic Innovation Agenda (SIA) 2021-2027, the Framework Agreement or in the Statutes, or By-Laws of EIT FOOD.
1.1 Principal definitions
“Activity Leader” shall mean the EIT Food Participant in the KAVA that monitors and coordinates progress of the Project in accordance with Article 6.2.
“Activity Plan” shall mean the Project plan for the KAVA available in the interactive EIT Food Grant Management Platform, which describes the activity details of that Kava, including, the Activity Leader, other potential EIT Food Participants of that KAVA, its budget(s), its milestones, decision points, deliverables, KPIs activity, and other data relevant to the KAVA. The main content of the Activity Plan is available in the “Files” section of the EIT Food Grant Management Platform. The Parties acknowledge that the Activity Plan is a life document, which is subject to changes throughout the term of this Contract and agree not to attach it to this Contract for contract management purposes. Activity Leader has access to the Activity Plan at all times through the Platform.
“Affiliated Entity” shall mean a legal entity as defined in article 187 of the EU Financial Regulation 2018/1046.
“Authorised Representative” shall mean the person or persons duly authorised to sign this Contract on behalf of a Party.
“Defaulting Party” shall mean a Party which has been declared to be in breach of this Contract as specified in Article 4.2 of this Contract.
“EIT FOOD Business Plan” shall mean a document covering a period of up to three years describing the EIT FOOD’s objectives, the ways to achieve them, the expected results the planned EIT FOOD’s added- value activities and the related financial needs and resources, including the actions aiming to achieve financial sustainability and increase the EIT FOOD’s openness to new partners from across the Union.
“Internal Regulation or By-Laws” shall mean the by-laws/internal regulation of the EIT FOOD, applicable to the association and its members, which can be found on the intranet of EIT FOOD.
“Effective Date” shall mean the date first referenced above.
“EIT” or “granting authority” shall mean the European Institute of Innovation and Technology, currently regulated by Regulation (EU) 2021/819 of the European Parliament and of the Council of May 20, 2021 (“EIT Regulation”).
“EIT FOOD” shall mean a large scale institutionalised European partnership, as referred to in the Horizon Europe Regulation, of higher education institutions, research organisations, companies, and other stakeholders in the innovation process in the form of a strategic network, regardless of its precise legal form, based on joint mid- to long-term innovation planning to meet the EIT challenges and contribute to attaining to the objectives established under the Horizon Europe Regulation in the field of food.
“EIT Food Participant” shall mean a legal entity which participates in the EIT activities, whether as Third Party Receiving Financial Support (according to the definition included in the Framework Agreement) or that implements tasks in a specific KAVA however not receiving financial support, and that enters to this Contract with EIT FOOD for the purpose of the KAVA implementation and which is responsible for preparing its cost report in compliance with the Horizon Europe rules, as referenced in the Horizon Europe Regulation and the Framework Agreement.
“Entities with CLC role” shall mean a Co-Location Centre, which is a physical hub, established in an open and transparent manner, which promotes linkages and active collaboration among knowledge triangle actors and acts as a focal point for knowledge exchange through which EIT Food Participants can access facilities and the expertise needed to pursue their common objectives. Entities with CLC role are key actors in the EIT Food partnership.
“Financial Sustainability Strategy”: shall mean EIT FOOD’s financial sustainability strategy as to which the EIT Food Participants have committed to contribute according Article 8 of the Framework Agreement.
“Force Majeure” shall mean any situation or event that:
prevents either Party from fulfilling their obligations under this Contract,
was unforeseeable, exceptional situation and beyond the Parties’ control,
was not due to error or negligence on their part (or on the part of other participants involved in the action), and
proves to be inevitable in spite of exercising all due diligence.
“Framework Agreement” is the Agreement concluded between EIT FOOD and EIT Food Participants which purpose is to lay down the contractual arrangements between the Parties regarding their respective rights and obligations pertaining to the implementation by the EIT Food Participant of KAVAs, under the Business Plan, including but not limited to the eligibility of costs, financial control and audit mechanism, intellectual property rules and communication, dissemination and visibility rules, standards for monitoring and reporting and rights for i.a. EIT, OLAF and Court of Auditors.
“Grant Agreement” shall mean the agreement signed by the EIT and the EIT FOOD, setting out the rights and obligations applicable to the EIT grant awarded for the implementation of a its Business Plan.
“KIC Added Value Activities” or “KAVAs” shall mean activities carried out by EIT FOOD in accordance with a its Business Plan, contributing to the integration of the knowledge triangle, including the establishment, administrative and coordination activities of EIT FOOD, and contributing to the overall objectives of the EIT. In the event this definition is further updated by EIT during the term of this Contract, such updated definition will be integrated by reference into this Contract.
“Statutes or Articles of Association” shall mean the articles of association/statutes of the EIT FOOD, which can be found on the EIT Food intranet.
“Subgrant” shall mean the financial support provided by the EIT FOOD to EIT Food Participant(s) under the form of financial support to third parties for actions related to KAVAs (the “Financial Support to Third Parties”) in the form of grants, prizes or similar forms.
Article 2: Purpose
The purpose of this Contract is to lay down the additional contractual arrangements regarding the KAVA between EIT FOOD and the EIT Food Participant not regulated by the Framework Agreement, including but not limited to, the following topics:
the necessary arrangement to comply with the Financial Sustainability commitments towards EIT FOOD, the ownership of Results and Access Rights as further defined in the Framework Agreement,
further specifications regarding certain rights and obligations exclusively pertaining to EIT Food Participants in respect thereof concerning inter alia governance of the KAVA, liability, and dispute resolution, amongst them
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