Greece The former Yugoslav Republic of Macedonia IPA Cross-Border Programme SUBSIDY CONTRACT A

Transcription

1 Greece The former Yugoslav Republic of Macedonia IPA Cross-Border Programme SUBSIDY CONTRACT A No. : < >

2 SUBSIDY CONTRACT No. <number> In Athens, today, the <date>, at the Ministry of Development, Competitiveness and Shipping, located in Syntagma Square at 5-7, Nikis Street, 10180, Athens, Greece Between the Managing Authority of the Objective European Territorial Cooperation Operational Programmes of the Ministry of Development, Competitiveness and Shipping, as the Managing Authority of the Greece - The former Yugoslav Republic of Macedonia IPA Cross-Border Programme , being a party to this contract and represented by the Alternate Minister of Development, Competitiveness and Shipping hereinafter referred to as Contracting Authority, on the one hand, And the <entity s name>, Financial Lead Beneficiary of the Greek Partners the operation (project) entitled <, full name acronym code-measure>, hereinafter referred to as Lead Partner 1, based in <full address of the seat of the organisation-code> represented by <Name and position of the person who is duly authorised to legally bind the organisation vis-à-vis a third party, for instance: President, general director, dean, administrative director or finance director>, on the other, who, hereinafter will be jointly referred to as the Parties, With regard to the framework of the provisions and documents hereunder: 2

3 1. The EU Regulations, and in particular: COUNCIL REGULATION (EC) No 1085/2006, as in force, establishing an Instrument for Pre-Accession Assistance (IPA) Commission Regulation No 718/2007 of 12 June 2007 implementing Council Regulation (EC) No 1085/2006 establishing an instrument for preaccession assistance (IPA) Commission Regulation (EU) No 80/2010 of 28 January 2010 amending Regulation (EC) No 718/2007 implementing Council Regulation (EC) No 1085/2006 establishing an instrument for pre-accession assistance (IPA). 2. EC approval Decision E(2008) 4717/ of the Programme as amended and in force today; 3. The Community and national Rules, as in force, related to: public procurement competition and entry into markets eligibility of expenditure protection of the environment equal opportunities between men and women non discrimination; 4. The approved Management and Control System of the European Territorial Cooperation objective Operational Programme Greece - The former Yugoslav Republic of Macedonia IPA Cross-Border Programme ; 5. The Decision No 14023/SSIS 521/ of the Deputy Minister of Economy, Development and Shipping on the Management and Control System of the European Territorial Cooperation objective Operational Programmes as amended by the Ministerial decision No 38411/SSIS 1836/ and in force today. 6. The decision <number, date> of the Steering Committee (Annex 1) and the approved Application Form (Annex 2); 7. The Project Manual as in force. 8. The Partnership Agreement among the Greek Financial Lead Partner and the Greek Partners of the project. Hereby conclude the following: 3

4 Article 1 Content of the Contract 1.1 The Financial Lead Partner is the Lead beneficiary for the Greek partners in accordance with art and 96.2a of Commission regulation 718/2007 for the project A subsidy is awarded to the Financial Lead Partner for the implementation of the project according to the decision taken by the Steering Committee of the Programme on the. of September The present contract determines the funding conditions for the Greek partners. The Partnership Agreement among the Greek partners, the Steering Committee s approval decision of the project and the Application Form constitute an integral part of this contract. 1.4 The Greek Financial Lead Partner undertakes the obligation to implement the project in collaboration with the Financial Lead Partner from the beneficiary country (former Yugoslav Republic of Macedonia) and the following Greek beneficiaries (partners): Partner 3: <name and address of the institution, full name and position of legal representative> Partner n: < name and address of the institution, full name and position of legal representative> 1.5 The approved total budget of the project amounts to.euro. The individual Partners allocation in the Project budget is presented in the following tables: BUDGET ALLOCATION (Member State) Institution Partner budget Community Contribution National Contribution Financial Lead Partner 1 Partner 3 Partner 4 Partner n Total figures 4

5 BUDGET ALLOCATION (Non-Member State) Institution Partner budget Community Contribution National Contribution Financial Lead Partner 2 Partner 5 Partner 6 Partner n Total figures Total Budget of the project : <.> Euro ( ) Total Budget of the Member State partners : <.> Euro ( ) Total Budget of the Non-Member State partners : <.> Euro ( ) Community co-financing rate of the Member State Partners: < >% National co-financing rate of the Member State Partners: < >% Community co-financing rate of the Non-Member State Partners:< >% National co-financing rate of the Non-Member State Partners: < >% 1.6 The implementation of the project is contingent on the availability of Community funding. The total amount of Community funding will be determined on the basis of the eligible expenditure of the project. Article 2 Duration of the Contract 2.1 Without prejudice to the provisions concerning the implementation of the project and the eligibility of expenditure, this contract enters into force on the date of its signing, and expires the first day following the receipt of the final payment of every Greek project partner, while obligations arising from community and national legislation will still apply. 2.2 The project implementation period is months in accordance with the 5

6 approved Application Form (Annex 2). Article 3 Terms of Funding Eligibility of Expenditure-Time table 3.1 Funding is granted exclusively for the implementation of the project title as described in the Application Form, in accordance with the conditions approved by the Steering Committee s decision no... (Annex 1) 3.2 Expenditure incurred and paid by the Project Partners must be related to the project implementation, in order to be eligible for Community cofinancing. Eligibility rules are specified by Council Regulation No. 1085/2006, Commission Regulation 718/2007, as well as Community and National rules and implementing provisions, which are specified in the Programme Documents (Programming Document, Project Manual, etc.) and in Decision No 14023/SSIS 521/ of the Deputy Minister of Economy, Development and Shipping on the Management and Control System of the European Territorial Cooperation objective Operational Programmes, as in force today. 3.3 Preparation costs shall be included in the total eligible budget, provided they are in accordance with eligibility rules, as described in the Project Manual, the Programme Eligibility Rules and the Verifications Manual. 3.4 The starting date of eligibility of expenditure is the 05/09/2008. Article 4 Reports - Payment Requests 4.1 The Financial Lead Partner collects a short activity report from each Greek Partner, accompanied by the respective list of expenditure. The list of expenditure shall be signed and verified by the competent controllers appointed for Greece. 4.2 The Greek Financial Lead Partner drafts a Progress Report on project implementation activities, which is a compilation of the individual Greek partners activities. Then the Greek Financial Lead Partner forwards the progress report, accompanied by a copy of the respective list of verified expenditure for the Greek partners, to the Overall Lead Partner. 4.3 All the reports must be submitted in English, which is the official language of the Programme. 4.4 Payment requests will be made for the verified expenditure of the Greek project partners. The payment requests are linked to the progress report 6

7 of the relevant reporting period. Payments are made subject to the approval of progress reports by the Managing Authority. The Managing Authority has the final responsibility for the payment claims towards the Certifying Authority. 4.5 After the approval of the payment claims, the Certifying Authority will transfer the Community contribution to an interest-free bank account indicated by the Greek Financial Lead Partner in the application form. The Greek Financial Lead Partner shall further transfer the respective amounts to Greek Project Partners. 4.6 The national contribution for Greek Partners will be granted through the Public Investments Programme under the procedure foreseen by the Decision No 14023/SSIS 521/ of the Deputy Minister of Economy, Development and Shipping on the Management and Control System of the European Territorial Cooperation objective Operational Programmes as amended and in force today. 4.7 Payments from the Certifying Authority to the Financial Lead Partner will be made in euro. 4.8 Payments to the Greek partners will be made according to the flow of funds from the European Commission. In case of delay in the transfer of funds from the Commission, the Greek Financial Lead Partner and the rest of the Greek partners will not be entitled to claim any rights against the Managing Authority. 4.9 The Joint Technical Secretariat, Managing Authority, Certifying Authority, may at any time request from the Greek Financial Lead Partner supplementary information concerning payment claims or the project itself. Article 5 Management structures of the project - Responsibilities of the Financial Lead Partner 5.1 The Greek Financial Lead Partner legally represents the Greek partners participating in the project vis-à-vis the Managing Authority, the Certifying Authority, the beneficiary country (former Yugoslav Republic of Macedonia), the Audit Authority thereof and the European Commission Services. 5.2 The Greek Financial Lead Partner is responsible for ensuring the 7

8 implementation of project activities for the Greek partners and therefore ensures that they undertake the obligation to participate in the implementation of the project. 5.3 The Greek Financial Lead Partner shall ensure, that the expenditure presented by the Greek partners participating in the project has been incurred for the purpose of implementing the project and corresponds to the activities agreed among these partners; 5.4 The Greek Financial Lead Partner shall ensure, that the expenditure presented by the Greek partners participating in the project has been validated by the appropriate controllers; 5.5 The Greek Financial Lead Partner shall facilitate the reporting requirements of the project, as stipulated in article The Greek Financial Lead Partner shall be responsible for transferring the Community contribution to the rest of the Greek partners participating in the operation within one month s time of its receipt. 5.7 On the basis of a decision of the Managing Authority, or any other competent Programme structure, concerning total or partial non compliance of any project partner with his obligations arising form the project and the partnership agreement or in case of financial irregularities, the Greek Financial Lead Partner takes actions to recover from the Greek partners any amounts of Community and national contribution unduly paid concerning their participation in the project, as stated in article 6.3 according to the procedure foreseen in the Joint Decision No 15249/SSIS 550/ of the Minister of Finance and the Deputy Minister of Economy, Development and Shipping on the Financial Corrections System and the procedure of recovery for unduly paid funds regarding the implementation of the Operational Programmes of the European Territorial Cooperation Programmes as in force. 5.8 The Greek Financial Lead Partner is liable towards the Managing Authority for ensuring that the Greek partners fulfil their obligations under this contract. The Greek Financial Lead Partner is also liable towards the Managing Authority for infringements of obligations under this contract by the Greek Partners in the same way as for his own conduct. 5.9 With the exception of a force majeure case, the Greek Financial Lead Partner undertakes the obligation to reimburse the Managing Authority for any damage caused as a result of the performance or bad performance of the project within the Member State territory. 8

9 5.10 The Greek Financial Lead Partner shall sign a declaration of non double financing for the entire project throughout its implementation period; furthermore, it shall request and collect corresponding declarations from the rest of the Greek partners The Greek Financial Lead Partner shall ensure that all Greek partners including itself keep records and all documents concerning the implementation, for a period of three years after the closure of the Programme, in accordance with Article 134 of EC Regulation 718/2007. Article 6 Obligations and rights of the Managing Authority 6.1 The Managing Authority resumes the obligation to check that provisions set out in this contract are met throughout the implementation and after the completion of the project. 6.2 The Managing Authority may under no circumstances, be deemed liable for damages caused to the staff and the property of the Greek Financial Lead Partner or any partner in the course of the project implementation. 6.3 In case that the European Union s annual contribution is automatically decommitted by the European Commission, in accordance with art. 166 of Regulation 1605/2002 the Managing Authority reserves the right to reduce the approved budget of the project for the Greek partners with respect to the expenditure not carried out in accordance with the stipulated timetable, following the decision of the Joint Steering Committee of the Programme on the matter. The Overall Lead Partner should be informed immediately. 6.4 In case that one year after the signing of this contract and provided that the total verified expenditure presented in the progress reports, as regards the previous year, is less than 20% of the total budget of the project, the Managing Authority reserves the right to reduce the approved budget, following a decision of the Joint Steering Committee of the Programme on the matter. The Overall Lead Partner should be informed immediately. 6.5 The Managing Authority may decide to propose to the Joint Steering Committee a reduction of the project s budget, for other reasons that are properly justified. The Overall Lead Partner should be informed immediately. 6.6 In case that the Managing Authority has proof for irregularities regarding 9

10 the implementation of the project, it will demand from the Financial Lead Partner to follow the procedure for the recovery of unduly paid funds, in accordance with the provisions of the Joint Decision No 15249/SSIS 550/ of the Minister of Finance and the Deputy Minister of Economy, Development and Shipping on the Fiscal Corrections System and the procedure of recovery for unduly paid funds regarding the implementation of the Operational Programmes of the European Territorial Cooperation Programmes.. Depending on the gravity of the irregularity found the Managing Authority has the right to propose to the Joint Steering Committee the termination of the present contract in accordance with the provisions set out in article The Managing Authority ensures that the Certifying Authority receives all necessary information on the procedures and verifications carried out in relation to expenditure for the purpose of certification. Article 7 Modifications to the Contract 7.1 Any requests for project modifications should be duly justified, proposed to the Overall Lead Partner and addressed through the Overall Lead Partner to the JTS according to the procedure and conditions set out in the Project Manual. Article 8 Controls and Audit 8.1 The Greek Financial Lead Partner submits incurred expenditure, which is verified by the first level controllers to the JTS for reimbursement. The relevant procedure is described in the Verification manual as in force. 8.2 The Greek Financial Lead Partner accepts that the competent services of the European Commission, of Greek public administration, as well as the designated controllers/auditors will control/audit the financial management and implementation of the project through documents and on-the-spot checks. To this end, the Greek Financial Lead Partner and the Greek project partners will: a. produce all documents required for the above controls/ audits, b. provide and give access to all the necessary information and documents supporting an adequate audit trail, 10

11 c. give access to their business premises, throughout the implementation of the project as well as within a period of three years after the closure of the Programme. Article 9 Assignment of rights on the Project 9. 1 The Managing Authority is entitled at any time to assign its rights under this contract. In case of assignment the JTS will inform the Greek Financial Lead Partner without delay. 9.2 The Greek Financial Lead Partner may transfer or assign to a third party rights and obligations stemming from this contract, only after consultation with the Overall Lead Partner and with the written consent of the Managing Authority and the Joint Steering Committee. 9.3 In case of change or modification of the legal entity/status of the Greek Financial Lead Partner, the latter must transfer rights and obligations stemming from this contract to its legal successor and immediately inform the Managing Authority and the Overall Lead Partner in writing. Article 10 Termination of the Contract 10.1 The Managing Authority shall be entitled to terminate this contract, without the Greek Financial Lead Partner being entitled to claim any rights, if the European Community co-financing is not made available to the Programme In addition to the case mentioned in article 6.6, the Managing Authority may terminate this contract and initiate the procedure for the return of Community and national funds in full or in part, without being obliged to pay damages for doing so, in the following cases: a. false or incomplete statements were made, or forged documents were produced at any time. b. Non performance of the obligations undertaken by the Greek Financial Lead Partner under this contract c. Failure of the Financial Lead Partner to provide a satisfactory explanation to the case of article 10.2b, within 30 calendar days from the date a written enquiry was addressed to the Financial Lead Partner by the Managing Authority. d. Use of all or part of the funds paid for purposes other than those 11

12 envisaged in the present contract. e. Transfer or concession by the Greek Financial Lead Partner of the entire or any part of the project with the exception of article 10 of the present contract. f. Non implementation of the provisions stipulated in article 8 of the present contract. g. Where the Greek Financial Lead Partner or any of the Greek partners is bankrupt or being wound up, is having its affairs administered by the courts, has entered into an arrangement with creditors, has suspended business activities, is the subject of proceedings concerning those matters or is in any analogous situation arising from a similar procedure provided for in national legislation or regulations. h. Where the Managing Authority has evidence of the involvement of the Greek Financial Lead Partner or any of the Greek partners or any related entity or person, in cases of fraud, corruption, involvement in a criminal organisation or any other illegal activity detrimental to the Community's financial interests. In any of the aforementioned cases, the Managing Authority will, as a preventive measure, suspend payments without giving prior notice. This provision applies without prejudice to the applicability of other measures or fines that could be imposed under the Greek national legislation Should the Managing Authority exercise its right to terminate this contract on the above grounds, the Managing Authority must immediately inform the Overall Lead Partner on the matter. The Managing Authority is entitled to ask for the return of all or part of the Community and national funds already paid out to the Greek Financial Lead Partner. The Greek partners will be obliged to return their share respectively, within two months following the written notice received from the Managing Authority. In the event that the recovery of the funds from any of the partners is not possible, the Financial Lead Partner is responsible for paying back the amounts owed and must immediately inform the Managing Authority In the event of article 10.3, the amounts repayable shall be subject to interest calculated from the date the first payment was made to the date such amounts are actually returned. The rate of such interest shall be one-and-a-half percentage points above the rate applied by the European Central Bank in its main refinancing operations, on the first working day of the month in which the due date set by the MA falls, as specified in 12

13 Commission Regulation no.718/2007 article 53. Bank charges linked to the return of the amounts owed to the Managing Authority shall be exclusively borne by the partners In exceptional and properly justified cases, other than those stipulated in par.2 of the present article, the Managing Authority, after consultation with, and upon the decision of the Programme s Steering Committee, may terminate this contract. For this purpose the Managing Authority gives a two (2) months notice, in writing, to the Greek Financial Lead Partner, without being obliged to pay any damages for doing so. In this case, the Greek Financial Lead Partner and the other Greek partners are entitled to claim the part of the Community and national contribution which corresponds to the part of the project already carried out In exceptional and properly justified cases, this contract may be terminated with the initiative of the Greek Financial Lead Partner by giving a two (2) months notice, in writing, to the Managing Authority. In such a case, the Greek Financial Lead Partner and the other Greek partners have the right to request the part of the Community and national contribution corresponding to the part of the project already carried out. The final decision on the matter depends upon the Decision of the Steering Committee of the Programme after the proposal of the Managing Authority. In any case, the application of this clause is without prejudice to the provisions of article 6. Article 11 Intellectual Property Rights 11.1 All intellectual property rights that derive from the project vest in the partnership in their entirety. The Managing Authority reserves the right to use any of them for information and communication actions in respect of the OP. In case there are pre-existing intellectual property rights, which are made available to the project, these are fully respected. Article 12 Annexes Annexes are attached to this contract and the documents below will form an integral part hereof: Annex 1: Project approval (Decision of the <competent committee>.of 13

14 <date>). Annex 2: Annex 3: Application Form Partnership Agreement Article 13 Final Provisions 13.1 All communication made in the framework of this contract must be addressed to the Managing Authority of the Programme, in English, in writing, stating the project s code, acronym, priority theme and title, and the number of the contract and be sent to the following address: Ministry of Development, Competitiveness and Shipping, Greece Managing Authority of European Territorial Cooperation Programmes 65, Georgikis Scholis Ave, Thessaloniki GR Greece Contact Person: <name> Tel.: <..> Fax : <..> interreg@mou.gr Web: Should any part of this contract become null, that does not affect the entire contract. In case some terms of this contract are declared void, illegal or unenforceable by a competent judicial authority, the Parties agree to modify such terms in order to reflect their intention Any modification to this contract, including its annexes, without prejudice to the provisions of article 7 (Modifications to the Contract), must be made in writing and be subject to an addendum signed by the Parties This contract is governed by Greek law and, should a dispute, which cannot be settled amicably, arise between the Parties, it will be brought before the competent courts in Athens, Greece This contract shall be communicated to <authorities>, <title of authority, address, full name and position of responsible person, contact details> All Programme Implementation Documents referred to in this contract, will be available on the Programme s web-site. Any modifications of the above documents shall be announced on the Programme s web-site. 14

15 The above was agreed between the Parties and in support thereof this contract was drawn up in two copies in English (one for the MA and one for the Greek Financial Lead Partner) and signed as follows: For the Greek Financial Lead Partner For the Managing Authority Athens Athens <NAME> THE ALTERNATE MINISTER 15