18. Article — -

TIESĪBU PIEŠĶIRŠANA LR Izglītības un zinātnes ministrija un Latvijas Zinātņu akadēmija nedrīkst piešķirt nevienu no savām tiesībām un pienākumiem, kas izriet no šī Līguma bez iepriekšējas un rakstiskas atļaujas no Komisijas, Eurostars ALG un EUREKA Sekretariāta. EUREKA Sekretariāts nedrīkst piešķirt nevienu no tā tiesībām un pienākumiem bez iepriekšējas un rakstiskas atļaujas no Komisijas un Eurostars ALG. Vienošanās ir sastādīta Briselē un Rīgā (datums) (datums) četros oriģinālos: divos angļu un divos latviešu valodā. Atšķirīgas šīs vienošanās interpretācijas gadījumā noteicošais ir teksts angļu valodā. EUREKA Sekretariāts Luuk Borg Latvijas Republikas Izglītības un zinātnes ministrs Rolands Broks Saistību deklarācija 1. Finansiālo saistību pārskats. Nacionālā finansējošā institūcija: Latvijas Zinātņu akadēmija Nacionālā programma: Eurostars Nacionālā atbalsta programma (No Valsts budžeta apakšprogrammas 70.06.00 "Dalība Eiropas Savienības pētniecības un tehnoloģiju attīstības programmās") Eurostars programmas projektu x. konkurss, konkursa termiņš: 201x. gada xxx Eurostars projekts Maksimālais Nacionālais finansiālais ieguldījums Eurostars projekta dalībniekam Numurs (E!) Akronīms Dalībnieka nosaukums Līguma parakstīšanas datums Nacionālajā valūtā EUR N gads N+1 gads N+2 gads 2. Garantijas apliecinājums Es, Juris Ekmanis, Latvijas Zinātņu akadēmijas prezidents, kas pārrauga Eurostars programmu Latvijā, sniedzu garantijas apliecinājumu par Latvijas Zinātņu akadēmiju, kas darbojas Latvijas Republikas Izglītības un zinātnes ministrijas vārdā kā menedžeris Eurostars programmai Latvijā Eurostars projektu [konkursa kārtas numurs] konkursam. Pamatojoties uz savu vērtējumu un uz manā rīcībā esošo informāciju, t.sk. Latvijas Zinātņu akadēmijas Iekšējā audita dienesta darba rezultātiem, es apliecinu, ka: • Ar katru iepriekš minēto Eurostars projekta dalībnieku ir noslēgts atbilstošs līgums; • Cik man zināms, uzrādītās finanšu saistības sniedz patiesu, pilnīgu un precīzu priekšstatu par maksimālo valsts budžeta finanšu ieguldījumu, kas nāk no Latvijas valsts budžeta apakšprogrammas 70.06.00 "Dalība Eiropas Savienības pētniecības un tehnoloģiju attīstības programmās" Latvijas Zinātņu akadēmijai kārtējam gadam piešķirtajiem līdzekļiem un ir paredzēts katram iepriekš minētajam Eurostars projekta dalībniekam; • Es esmu ieviesis tādu kontroles vidi, kas sniedz pamatotu pārliecību par paredzēto darījumu likumību un pareizību, t.sk. to, ka prasību un kārtības, kādā piešķir valsts budžeta finansiālo ieguldījumu, kas nāk no Latvijas valsts budžeta apakšprogrammas 70.06.00 "Dalība Eiropas Savienības pētniecības un tehnoloģiju attīstības programmās" Latvijas Zinātņu akadēmijai kārtējam gadam piešķirtajiem līdzekļiem atbilstība tiks vadīta, kontrolēta un dokumentēta saskaņā ar: ● Latvijas likumiem, kas regulē prasīto izmaksu atbilstību. ● Katru papildus likumu, ko noteiks kopīgās programmas Eurostars iedibinātie akti; ● EUREKA Sekretariāta noteiktajiem likumiem un, ● Ja attieksies, ar Savienības likumiem. Es oficiāli apstiprinu, ka ir pieejama pilna dokumentācija, lai pamatotu deklarēto informāciju. Tā būs pieejama pēc EUREKA Sekretariāta pieprasījuma un Savienības un / vai Revīzijas palātas un / vai to pilnvaroto pārstāvju revīzijas gadījumā. Šis apliecinājums ir pakļauts šādām atrunām: [aizpilda, ja ir nepieciešams]. Turklāt es apliecinu, ka neesmu informēts par jebkādu slēptu informāciju, kas varētu kaitēt Savienības finanšu interesēm. Saistību deklarācija Zīmogs __________________________ Datums __________________________ Vārds __________________________ Paraksts __________________________ 1 Kopš 2009. gada 01. decembra 185. pants Līgumā par Eiropas Savienības darbību. 2OJ 323, 30.12.2006, p.1. 3 OJ L 391, 30.12.2006, p. 1 4 OJ L 391, 30.12.2006, p. 1 Agreement between the Eureka Secretariat and The Ministry of Education and Science, Republic of Latvia This Agreement is made between: - the EUREKA Secretariat, Rue Neerveld 107, 1200 Brussels, Belgium, duly represented by its Head, Mr. Luuk BORG - the Ministry of Education and Science, Republic of Latvia, Valnu Street 2, Riga, LV 1050, Latvia, duly represented by Minister of Education and Science, Republic of Latvia, Mr.Rolands Broks, hereinafter, jointly or individually, referred to as "Parties" or "Party". The Ministry of Education and Science is entitled to delegate all its administrative obligations mentioned in this Agreement to its executive agency, the Latvian Academy of Sciences without prejudice to any liability it may incur under this Agreement. The Ministry is the contracting partner and also the final and sole responsible. Preamble - Latvia with Austria, Belgium, Croatia, Cyprus, Czech Republic, Denmark, Estonia, Finland, France, Germany, Greece, Hungary, Iceland, Ireland, Israel, Italy, Lithuania, Luxemburg, the Netherlands, Norway, Poland, Portugal, Romania, Slovak Republic, Slovenia, Spain, Sweden, Switzerland, Turkey and the United Kingdom (referred to as "the participating States") have taken the initiative within the frame of EUREKA for setting up a joint research and development programme entitled "Eurostars" for the benefit of R&D performing SMEs (hereinafter referred to as the "Eurostars Joint Programme"), in order to obtain a critical mass in terms of management and financial resources and the combination of additional expertise and resources available in various countries across Europe. The overall value of their participation is estimated at a minimum of EUR 300 million for the proposed period of six years from 2008 to 2013. - In its Decision No 1982/2006/EC of 18 December 2006, the European Parliament and the Council concerning the Seventh Framework Programme of the European Union for research, technological development and demonstration activities (2007 - 2013) (hereinafter referred to as "the Seventh Framework Programme") provides for Union participation in research and development programmes undertaken by several Member States, including participation in the structures created for the execution of those programmes, within the meaning of Article 1691 of the Treaty. - In its Decision 743/2008/CE of 9 July 2008, (hereinafter referred to as "the Decision"), the European Parliament and the Council have agreed on the participation by the Union in the Eurostars Joint Programme on the basis of Article 169 of the Treaty in order to increase the impact and critical mass of the Eurostars Joint Programme and to add an incentive for greater integration among the participating national programmes. The Union financial contribution shall be of maximum one third of the actual national financial contributions of the participating States, within a ceiling of EUR 100 million for the six years duration of the Eurostars Joint Programme, subject to efficient implementation, financial commitments by the participating States and the actual payments of their national financial contributions. The Union financial contribution shall thus represent a share of maximum 25% of the total public contribution to the Eurostars Joint Programme. - The participating States have agreed on EUREKA Secretariat as the dedicated implementation structure to manage the Eurostars Joint Programme, to monitor its execution and to receive, allocate and monitor the Union financial contribution to the Eurostars Joint Programme. The EUREKA Secretariat shall notably issue a call for applications on a continuous basis, with one or more cut-off dates per year from 2008 to 2013, and set up a centralised evaluation of Eurostars proposals and selection procedure of Eurostars projects. - The Latvian Academy of Sciences has been formally designated by Latvia to financially support legal entities participating in selected Eurostars projects from its national earmarked Eurostars budget. - The Eurostars Joint Programme shall be implemented in accordance with the Decision and the Delegation agreement [to be] concluded between the Commission, on behalf of the Union, and the EUREKA Secretariat defining the tasks entrusted to the EUREKA Secretariat and establishing the arrangements for the Union financial contribution and the rules relating to financial liability and intellectual property rights as well as the detailed rules for the provision of financial support by the EUREKA Secretariat to third parties, and annual financing agreements. It is therefore hereby agreed as follows: Article 1- Scope The purpose of this Agreement is to define terms and conditions: - of the annual financial commitments of the Latvian Academy of Sciences to the Eurostars Joint Programme; - of the financial support provided by the Latvian Academy of Sciences to Eurostars participants; - of the allocation and use of the Union financial contribution by the EUREKA Secretariat to The Latvian Academy of Sciences following the actual payments of its financial support to Eurostars participants; - for the controls of funds, the recovery of any duly payment made, and the adequate protection of the financial interests of the Union; - for an IPR policy for the Eurostars Joint Programme. Article 2- Definitions - "Commission" means the European Commission; - "EUREKA National Project Coordinator (NPC)" means the national contact point; - "Eurostars High Level Group (HLG)" means the body in charge of supervising the implementation of the Eurostars Joint Programme, and in particular for the appointment of the members of the Eurostars Advisory Group, the approval of the operational procedures for running the Eurostars Joint Programme, the approval of the call planning and call budget, and the approval of the ranking list of Eurostars projects to be funded; - "Eurostars participant" means a legal entity participating to a Eurostars project; - "Eurostars project" means a project selected following the call for applications and the centralised evaluation issued by the EUREKA Secretariat to implement the Eurostars Joint Programme and financially supported by The Latvian Academy of Sciences under the Eurostars Joint Programme. - "Financial regulation" means Council regulation (EC, Euratom) No 1605/2002/EC Regulation of 25 June 2002 on the financial regulation applicable to the general budget of the European Communities (OJ L248, 16.9.2002, p. 1), and its implementing regulations, as amended since and as they will be amended in the future; - "Independent Evaluation Panel (IEP)" means the panel responsible for reviewing and ranking applications received following the call for applications issued by the EUREKA Secretariat, on the basis of predefined criteria; - "Main participant" means the R&D performing SME leading a Eurostars project; - "R&D performing SME" means a SME in which at least 10% of manpower in terms of full time equivalent (FTE) is occupied with R&D or 10% of annual turnover is dedicated to R&D; - "Small and medium-size enterprises (SMEs)" means micro, small and medium-sized enterprises within the meaning of Commission Recommendation 2003/361/EC of 6 May 2003 concerning the definition of micro, small and medium-sized enterprises (which employ fewer than 250 persons and which have an annual turnover not exceeding EUR 50 million, or an annual balance sheet total not exceeding EUR 43 million). Article 3- Obligations of the EUREKA Secretariat 3.1. Financial obligation of the EUREKA Secretariat The EUREKA Secretariat undertakes to allocate the Union financial contribution to the Latvian Academy of Sciences to the Eurostars projects defined in the ranking list approved by Eurostars HLG, in accordance with the Decision and the Financial Regulation as well as on the basis of the following cumulative principles without prejudice of the specific rules agreed upon hereinafter: - The Union financial contribution shall be calculated: - as never exceeding one third of the actual financial contribution of The Latvian Academy of Sciences to the Eurostars Joint Programme, up to the annual ceiling agreed by the Eurostars HLG; and - by reference to the eligible costs of each Eurostars project as a whole. - The Union financial contribution shall be allocated upon: - the actual payments made to the Eurostars participants by the Latvian Academy of Sciences ; - submission of appropriate financial statements by the Latvian Academy of Sciences ; - submission of progress reports by the Eurostars participants; - approval by the EUREKA Secretariat of the said statements and progress reports - The Union financial contribution cannot give rise to any profit neither for the Latvian Academy of Sciences nor for the Eurostars participants. 3.2. Performance obligation of the EUREKA Secretariat The EUREKA Secretariat undertakes to communicate to the Latvian Academy of Sciences the final ranking list of the selected Eurostars projects as approved by the Eurostars HLG within 12 weeks following the relevant cut-off date. Article 4- Obligations of TheMinistry of Education and Science, Republic of Latvia and the Latvian Academy of Sciences The Ministry of Education and Science, Republic of Latvia, has to interpret requirements of this Agreement and act correspondingly in order to ensure implementation of projects and assignment of the public funding. 4.1. Financial obligations of the Latvian Academy of Sciences The Latvian Academy of Sciences undertakes to: a) annually contribute to the financing of the Eurostars Joint Programme projects from the State budget funds of Latvia allocated to the Eurostars Joint Programme in accordance with - the Commitment Letter of Latvia (Annex 1) and - the Declaration of Commitments of the Latvian Academy of Sciences presented for each cut-off date of the Eurostars Joint Programme; b) financially support the eligible Eurostars participants, excluded natural persons, from its national earmarked Eurostars budget in compliance with the order of the final ranking list approved by the Eurostars HLG, in correspondence with the available national funding means and in accordance with rules for state support to the Eurostars projects, established in the Rule of the Cabinet N722, 08.12.2008 "Order in Which State Support is Ensured to Participation in International Cooperation Programs in the Fields of Research and Development" (Eurostars National Support program); c) not financially support Eurostars participants before the signature of a consortium agreement by the said Eurostars participants in compliance with the Decision and this Agreement; d) make all possible efforts to find additional funding for its Eurostars participants in case its national earmarked Eurostars budget is exhausted; e) take effective measures to avoid any double funding of Eurostars projects from other Union funding sources, and in particular from the 7th Framework Programme. A specific provision shall be included to this effect in the agreements between The Latvian Academy of Sciences and the Eurostars participants; f) ensure that its national financial support to Eurostars participants does not contain EU funding from other sources, and respects the principles laid down in Article 109 of the Financial regulation (transparency, equal treatment, non-retroactivity, non-cumulative co-financing and non-profit); g) ensure that the rules for State aids are respected, in particular the rules set out in the Union framework for State Aid for Research, Development and Innovation2 or the Commission Regulation (EC) No 800/2008 of 6 August 2008 declaring certain categories of aid compatible with the common market in application of Articles 87 and 88 of the Treaty (General block exemption Regulation). h) ensure that the national funding scheme participating in Eurostars Joint Programme comply with the common eligibility criteria for Eurostars. These schemes shall not be in contradiction with the Decision and its Annex I in particular, or with any Union rule, or of such a nature to put the reputation of the EC at risk. 4.2. Performance obligations of the Latvian Academy of Sciences 4.2.1. The Latvian Academy of Sciences shall: a) before the signature of this Agreement or immediately thereafter, provide the EUREKA Secretariat with a letter of assurance from the relevant national public authority under which The Latvian Academy of Sciences acts, stating that the internal control system of The Latvian Academy of Sciences s adequate and assures a protection of the financial interests of the Union in accordance with the Guideline (established by the Commission pursuant to the Decision) on the functioning and monitoring of the internal control system of the dedicated implementation structure (the EUREKA Secretariat) and of the national founding bodies. The letter of assurance shall be supported by a report or any other evidence on which it is deemed to be based. In the absence of the letter of assurance or its supporting evidence, or in case the supporting evidence is insufficient, the EUREKA Secretariat may decide to suspend or terminate this Agreement according to Article 11. The EUREKA Secretariat reserves the right to carry out, at any moment, its own examination. The examination can be carried out by an auditing body independent from the national funding bodies. In case the EUREKA Secretariat is not satisfied that the internal control system of the Latvian Academy of Sciences is not of such a nature to assure a sufficient protection of the financial interests of the Union, the EUREKA Secretariat reserves the right to address to the Latvian Academy of Sciences a list of recommendations and a proposed action plan, assorted with a timetable, to effectively remedy the weaknesses identified. Pending the implementation of any requested changes, transactions with the Latvian Academy of Sciences can take place only on a provisional basis, for a period to be set in relation to the seriousness of the problems identified, and which shall not exceed 12 months. Progress shall be monitored on a regular basis. Expenses made by the Latvian Academy of Sciences while failing to implement such a remedial plan within the determined time limit, may be excluded from the Union contribution. before any financial transaction can take place, provide the EUREKA Secretariat with a bank guarantee on demand and equalling the amount of the payments foreseen. The guarantee shall be released, under the responsibility of the EUREKA Secretariat, after all the tasks and obligations foreseen in this Agreement are fulfilled. The bank guarantee shall also satisfy the same criteria of reliability of those adopted by Latvia to protect its national budget; b) provide the EUREKA Secretariat with, and ensure the respect of, the rules of the underlying Eurostars Latvian National support programme as well as provide the eligibility criteria for costs; c) communicate to the EUREKA Secretariat within 17 weeks following the relevant cut-off date the list of Eurostars participants to which a financial support is planned as well as the total amount of the planned financial support; d) start contract negotiations with Eurostars participants, including the national funding decision and sign agreements with Eurostars participants [within five weeks of the date of issue of the Eurostars Evaluation Decision Letter sent by the EUREKA Secretariat to the project participants]; e) provide the EUREKA Secretariat annually with a statement of assurance (see Template in Annex 2 entitled "Declaration of Commitments"), signed by the legal representative of The Latvian Academy of Sciences , declaring, based on his/her own judgement and on the information at his/her disposal, including, inter alia, the results of work of the internal audit service, that: - The accounts presented give, to the best of his/her knowledge, a true, complete and accurate view of the expenditure and receipts for the relevant financial period. In particular, all debts, advances and guarantees known to him/her have been recorded in the accounts, and all receipts collected relating to the EU contributions have been properly recorded in the accounts and credited to the Commission, via the EUREKA Secretariat. - He/She has put in place a system which provides reasonable assurance on the legality and regularity of the underlying transactions, including that the eligibility of claims from the beneficiaries and the procedure for attributing aid, are managed, controlled, and documented in conformity with the rules set by any relevant Union act, by the acts establishing the Eurostars Joint Programme, and by any additional requirements set up by the Eureka Secretariat. - In particular, he/she confirms that (1) he/she is not aware of any undisclosed matter which could be damaging to the financial interest of the Union, (2) the cost claims presented to the EUREKA Secretariat are correct, (3) the payments to Eurostars participants have been carried out, and (4) controls and audits have been carried out to verify the compliance of the costs with the applicable rules for the eligibility of costs. These statements of assurance shall be accompanied by a report containing the detailed work of a control, verification and audit nature carried out to support the statement of assurance, and explaining how the cost claims were calculated. f) shall submit to the EUREKA Secretariat together with each statement of assurance, and based on it, the corresponding request for the allocation of the Union contribution; g) report annually to the EUREKA Secretariat on: - the payments from the national earmarked Eurostars budget - the use of the Union contribution; - the audit strategy adopted, and in particular the methodology applied to select the contracts to audit, the audit programmes applied (or at least an explanation of the audit work carried out), and the number of audits carried out; - the individual results of the audits performed, in terms of costs eventually disallowed; the nature, amount and recurrence of the findings and the costs categories affected (if applicable), in particular whether any irregularity or fraud has been discovered; - the audit coverage in terms of amounts audited in comparison to the global amount paid out to Eurostars participants; - any consequences from errors / irregularities identified either by the ex-post audit service of The Latvian Academy of Sciences or by the independent auditors issuing audit certificates of the costs claimed by the Eurostars participants (if applicable); - the measures adopted by The Latvian Academy of Sciences to protect the financial interests of the Union. h) perform on-the-spot controls and other checks of Eurostars participants as foreseen by the national legislation or by this Agreement, and report on them to the EUREKA Secretariat; i) take all the necessary measures to prevent any risk conflict of interest and inform the EUREKA Secretariat without delay of any situation constituting or likely to lead to a conflict of interest. Such conflicts of interest could arise in particular as a result of economic interests, political or national affinities, family or emotional ties or emotional reasons, or any other common interests liable to affect the impartial and objective performance of this Agreement; j) provide the EUREKA Secretariat with the data necessary for the continuous and systematic review by the Commission of the specific programme and the Seventh Framework Programme, and the evaluation and impact assessment of Union activities. Such data may be requested throughout the duration of the Eurostars Joint Programme and up to five years after its end; k) make the necessary arrangements to allow the EUREKA Secretariat and the Commission to publish, in whatever form and on or by whatever medium, the name and contact addresses of the Eurostars participants, the general purpose of the Eurostars project in the form of the summary provided by the Eurostars participants, the amount and rate of the financial support granted to the Eurostars project, and any other information to be published by the EUREKA Secretariat upon the request of the Commission aimed at ensuring the visibility of the Union action. l) include in any communication material related to any activity in the Eurostars Programme the Union logo, the Eurostars logo, the Eurostars project number or acronym if applicable, and the co-funding by the European Union. m) keep all relevant documents accessible during the term of this Agreement and for a period of at least five years after the completion of this Agreement, in a manner which ensures their completeness, validity and readability over time, including with regard to electronic documents. 4.2.2. In addition, The Latvian Academy of Sciences undertakes to make the necessary arrangements to ensure that: a) the Eurostars participants are SMEs eligible for the Eurostars Joint Programme under the Decision and have stable and sufficient funding to maintain their activity throughout their participation to the Eurostars project; b) all efforts are put in place in order to ensure that the Eurostars participants have the necessary resources to carry out their involvement in the Eurostars project; c) the main participant informs The Latvian Academy of Sciences, the EUREKA NPC and the EUREKA Secretariat of any significant changes occurred during the execution of the Eurostars project with regard to the objectives, duration, budget and composition of the consortium, and asks for prior approval by the EUREKA Secretariat of these modifications; d) the Eurostars participants sign a consortium agreement, in particular on intellectual property rights (IPR) issues to ensure that the SMEs benefit from the IPR and are able to exploit the project results on the basis of the approach taken under the Rules for Participation3 of the Seventh Framework Programme; e) the main participant is required to report in English on the progress of the whole Eurostars project every six months and at the end of the Eurostars project. This report will be based on the Report Form provided by the EUREKA Secretariat; f) the Eurostars participants are required to provide the EUREKA Secretariat with accurate information (i) upon request of the EUREKA Secretariat during the performance of the Eurostars project, and (ii) on an annual basis during four (4) years after the end of the Eurostars project, as regards the exploitation of the project results; g) the Eurostars participants are required to provide the EUREKA Secretariat with adequate publicity material on a annual basis during the life of their Eurostars project; h) the EUREKA Secretariat has the right to use any Eurostars project as a case study or success story to promote the Eurostars Joint Programme; i) the Eurostars participants are required to include in any communication material related to any activity resulting from, or connected to, the Eurostars Programme the Union logo, the Eurostars logo, the Eurostars project number and acronym of the Eurostars project. The accompanying text shall clearly indicate that Eurostars is co-funded by the European Union; j) the EUREKA Secretariat or the Commission may carry out audits or controls on any Eurostars participant whose costs are reimbursed in full or in part by the Union contribution in accordance with relevant Union law, and in particular Council Regulation (Euratom, EC) No 2185/96 of 11 November 1996 concerning on the-spot checks and inspections carried out by the Commission in order to protect the European Communities' financial interests against fraud and other irregularities and Regulation (EC) No 1073/1999 of the European Parliament and of the Council of 25 May 1999 concerning investigations conducted by the European Anti-Fraud Office (OLAF) and Council Regulation (Euratom) No 1074/1999 of 25 May 1999 concerning investigations conducted by the European Anti-Fraud Office (OLAF). The European Court of Auditors shall have the same rights as the Commission, notably right of access, for the purpose of checks and audits, without prejudice to its own rules. k) only the eligible costs under the Decision and its Annex I in particular are taken into consideration in the requests for allocation of the Union contribution; l) the EUREKA Secretariat is allowed to communicate to the Commission information on candidates and tenderers referred to in Article 93 (1) (e) of the Financial regulation when the conduct of the operator concerned was detrimental to the financial interest of the European Union. Article 5- Financial provisions 5.1. Payment modalities to the Latvian Academy of Sciences. Payments by the EUREKA Secretariat shall be made in Euro. Requests for the allocation of the Union contribution shall be addressed to the Accounting Department of the EUREKA Secretariat. The Union contribution will be allocated by the EUREKA Secretariat not later than 30 days after receipt of the request of the Latvian Academy of Sciences to the bank account of the Latvian Academy of Sciences LV93TREL2150010060800, Treasury TRELLV22 provided all requirements under this Agreement are met, and provided the final beneficiary is not prevented from receiving direct or indirect funding from the budget of the European Communities, namely when appearing in the database provided in Art. 95 of the Financial Regulations. Incomplete bank details will lead to non-payment. 5.2. Payment modalities to Eurostars participants The Latvian Academy of Sciences shall undertake to provide for its financial support to the Eurostars participants within 30 days following of the request of the EUREKA Secretariat in correspondence with the results of the centralized expertise and the available amount of the national funding means. 5.3. Conversion rate Costs shall be reported by NFB - Latvian Academy of Sciences to the EUREKA Secretariat in Euro. Costs incurred in other currencies shall be converted according to the usual accounting practice of The Latvian Academy of Sciences; in correspondence with. the Rule of Latvian Cabinet of Ministers Nr. 1127 "Rules Considering Development of Budgetary Request and Basic Principles of Submission" (October 03, 2009), Point 16, foreseeing that when planning means for European Union instruments' in lats, the Latvian Academy of Sciences observes a unified exchange rate for the currency of European Union - 1 EUR = 0,702804 LVL. Considering the exchange rate prognosis for other currencies the Ministry of Finance informs in correspondence with the graph defined in Point 16 of the Law Considering the Budget and Governance of Finance. Such conversion shall never exceed the result of the conversion using either the rate published by the European Central Bank that would have applied on the date that the actual costs were incurred by the Eurostars participants, or its rate applicable on the first day of the month following the end of the reporting period. 5.4. Recovery Union contributions unused by The Latvian Academy of Sciences shall be paid back to the EUREKA Secretariat without delay and to the following bank account: Name of the bank: Dexia Banque Belgique Address of the bank: Boulevard Pacheco 44, B-1000 Brussels, Belgium Name of the account holder: Secrétariat d'EUREKA IBAN code: BE22 5645 1408 6347 SWIFT code: GKCCBEBB If any amount is unduly paid by the EUREKA Secretariat to the Latvian Academy of Sciences or if recovery is justified under the terms of this Agreement, The Latvian Academy of Sciences undertakes to repay to the EUREKA Secretariat the amounts in question on whatever reasonable terms and by whatever reasonable date the EUREKA Secretariat may specify. If any amount is unduly paid by The Latvian Academy of Sciences to a Eurostars participant, or if recovery is justified under the terms of this Agreement or of the agreement signed with the Eurostars participants, The Latvian Academy of Sciences undertakes to repay to the EUREKA Secretariat the amount in question on whatever terms and by whatever date the EUREKA Secretariat may specify, irrespective of the actual recovery of the said amount from the Eurostars participants concerned; any sanction foreseen at the national level on the amount unduly paid, shall be applied. The same rules are applicable if the Commission claims for reimbursement of the Union contribution because of a lack of, or a delay in, reporting by the Eurostars participants as foreseen in Article 4.2.2. (e) here above. Each and any debt of The Latvian Academy of Sciences under this Agreement shall also be regarded as a debt directly owed to the European Union up to the proportional commitment of its State to the total of commitments referred to in Article 2(e) of the Decision. The European Union (the Commission) shall be entitled to claim for it before the General Court. Article 6- Reviews and Audits 6.1. Reviews and audits by the EUREKA Secretariat or by a body appointed on its behalf Any payment to the Latvian Academy of Sciences may be subject to reviews and audits by the Eureka Secretariat and may be adjusted or recovered based on the results of such review or audit, at any time during the implementation of the Eurostars Joint Programme and up to five years after the end of the Eurostars Joint Programme. Such reviews and audits may cover any issues relating to the proper execution of the Eurostars Joint Programme. The EUREKA Secretariat has also the right, at any time, to verify that the internal control system of The Latvian Academy of Sciences provides guarantees of sound financial management and protection of the financial interests of the Union. Such verification will be carried out on the basis of a regular random sampling, or in presence of justified reasons. Any such audit or review shall be carried out on a confidential basis. 6.2. Reviews and audits by the Commission and the Court of Auditors The Commission is authorized to forward any information collected from or via The Latvian Academy of Sciences] to the European Union budgetary authority and to the Court of Auditors. The Commission may carry out audit or control on The Latvian Academy of Sciences in accordance with Union law, and in particular Council Regulation (Euratom, EC) No 2185/96 of 11 November 1996 concerning on the-spot checks and inspections carried out by the Commission in order to protect the European Communities' financial interests against fraud and other irregularities, Regulation (EC) No 1073/1999 of the European Parliament and of the Council of 25 May 1999 concerning investigations conducted by the European Anti-Fraud Office (OLAF) and Council Regulation (Euratom) No 1074/1999 of 25 May 1999 concerning investigations conducted by the European Anti-Fraud Office (OLAF). The European Court of Auditors shall have the same rights as the Commission, notably right of access, for the purpose of checks and audits, to premises and all information (included in electronic format), without prejudice to its own rules. 6.3. Reviews and audit of the Eurostars participants The Latvian Academy of Sciences shall ensure that the rights of the EUREKA Secretariat, the Commission and the Court of Auditors to carry out audits are extended to the right to carry out any such audit or control on any Eurostars participant whose costs are reimbursed in full or in part by the Union contribution, on the same terms and conditions as above indicated. Article 7- Liability Each Party is solely responsible for performing its obligations according to this Agreement. Each Party shall bear sole responsibility for ensuring that their acts within this Agreement do not infringe third parties rights. Article 8- Intellectual property The objective of the intellectual property policy of the Eurostars Joint Programme shall be to promote knowledge creation, together with the exploitation and dissemination of the project results in favour of the target group of R&D performing SMEs. The Latvian Academy of Sciences shall make the necessary arrangements to ensure that the SMEs benefit from the IPR and are able to exploit the project results on the basis of the approach taken under the Rules for Participation4 of the Seventh Framework Programme. Article 9- Confidentiality The Parties agree to take appropriate measures to ensure confidentiality of any data, documents or other material that is identified as confidential during this Agreement. This obligation will continue after its termination.("the Confidential Information"). This includes the obligation for either Party in receipt of Confidential Information ("the Recipient") - not to use Confidential Information otherwise than for the purpose for which it was disclosed; - not to disclose Confidential Information to any third party without the prior written consent by the Party disclosing the Confidential Information ('the Discloser"); - to ensure that internal distribution of Confidential Information by a Recipient shall take place on a strict need-to-know basis; and - to return to the Discloser on demand all Confidential Information which has been supplied to or acquired by the Recipient including all copies thereof and to delete all information stored in a machine readable form. If needed for the performance of ongoing obligations, the Recipient may however keep a copy for archival purposes only. Where Confidential Information was communicated orally, its confidential character must be confirmed by the Discloser in writing within ten days after disclosure. The Recipient shall be responsible for the fulfilment of the above obligations on the part of their employees and shall ensure that their employees remain so obliged, as far as legally possible, during and after completion of this Agreement or after the termination of employment. Confidentiality no longer applies where: - the Confidential Information becomes publicly available by means other than a breach of confidentiality obligations; - the Discloser subsequently informs the Recipient that the Confidential Information is no longer confidential; - the Confidential Information is subsequently communicated to the recipient without any obligation of confidence by a third party who is in lawful possession thereof and under no obligation of confidentiality; - the disclosure or communication of Confidential Information is required by the national law of one of the Parties. Article 10- Entry into force, Duration This agreement shall enter into force on the date of its signature, and shall continue in full force and effect until the earlier of (a) its termination in accordance with Article 11, or (b) the complete discharge of all obligations undertaken by the Parties under this Agreement. The period of this Agreement can be extended by written approval of both parties. The provisions relating to Confidentiality, Publications and Intellectual Property shall survive the expiration or termination of this Agreement to the extent needed to enable the Parties to pursue the remedies and benefits provided for in those provisions. The costs related to the Eurostars projects selected following the first and second calls for proposals, which closed on 8 February 2008 and 21 November 2008 respectively, shall be eligible. Article 11- Suspension and termination 1. This Agreement may be suspended by the EUREKA Secretariat in case where: a) the Delegation agreement signed between the EUREKA Secretariat and the Commission is suspended including where the annual financing agreement is not renewed; b) The Latvian Academy of Sciences is not fulfilling its obligations according to this Agreement; c) the participation of the Latvian Academy of Sciences to the Eurostars Joint Programme is suspended following a decision of the Eurostars HLG. The suspension takes effect after four calendar days after the receipt of the notification. 2. This Agreement may be terminated by the EUREKA Secretariat in case where the Delegation agreement signed between the EUREKA Secretariat and the Commission is terminated. The termination takes effect on the date indicated in the notification. No Party may withdraw from this Agreement unless the participation of Ministry of Education and Science, Republic of Latvia to the Eurostars Joint Programme is terminated following a decision of the Eurostars HLG. In such a case, this Agreement shall automatically terminate in respect of such Party. 3. Suspension or termination of the Agreement shall not affect rights or obligations already acquired by a Party, as well as does not create any new rights or obligations. 4. This includes the obligation of a Party to provide all input, deliverables and documents for the period of its participation the Eurostars Joint Programme. Article 12- Notices and communications Any notice and communication shall be made in writing to the following addresses: - For the EUREKA Secretariat Mr Luuk Borg Rue Neerveld 107 B-1200 Brussels Belgium Tel: +32 2 777 09 50 - For the Latvian Academy of Sciences Mr. Juris Ekmanis Akademijas sq. 1, Riga LV 1050 Latvia Tel: +371 67 225 361 or to such other address and recipient as a Party may designate in respect of itself by written notice to the other Party. Each Party to this Agreement shall inform the other Party without delay and in writing of any changes in the names and addresses identified above. Article 13- Amendments Amendments or changes to this Agreement shall be valid only if made in writing and signed by an authorised signatory of each of the Parties. This Agreement shall be subject to amendments or changes in case where one or more of the provisions in this Agreement or any documents executed in connection herewith are not in compliance with the Delegation agreement [to be] concluded by the Commission, on behalf of the Union, and the EUREKA Secretariat establishing the arrangements for the Union contribution to Eurostars Joint Programme as well as the Decision or the detailed rules for the provision of financial support by the EUREKA Secretariat to The Latvian Academy of Sciences, and annual financing agreements. Article 14- Language English shall be used in all documents and notices prepared, including reports and deliverables, and meetings conducted, pursuant to this Agreement or otherwise in connection herewith. Any translation shall be for convenience only and of no legal effect. Article 15- Applicable law This Agreement and all matters arising out this Agreement shall in respect be governed by Belgian law. Article 16- Settlement of disputes Any dispute between the Parties concerning the interpretation, application or validity of this Agreement, which cannot be solved amicably, shall be finally settled under the Rules of Arbitration of the International Chamber of Commerce by one or more arbitrators appointed in accordance with the said Rules. The place of arbitration shall be Brussels if not otherwise agreed by the conflicting Parties. The award of the arbitration shall be final and binding upon the Parties. Nothing in this Agreement shall limit the Parties' right to seek injunctive relief or to enforce an arbitration award in any applicable competent court of law. The Latvian Academy of Sciences hereby explicitly waives any privilege of jurisdiction and execution. Article 17- Severability If one or more of the provisions contained in this Agreement or any documents executed in connection herewith are found by a competent court or authority to be invalid, illegal, or unenforceable in any respect under any applicable law, including competition law, the validity, legality, and enforceability of the remaining provisions contained herein shall not in any way be affected or impaired, provided that in such case the Parties oblige themselves to use all commercially reasonable efforts to achieve the purpose of the invalid provision by a new legally valid stipulation that causes the same (or substantially similar) economic benefit or burden. Article 18-ASSIGNEMENT The Ministry of Education and Science, Republlic of Latvia and the Latvian Academy of Sciences shall not assign any of its rights and obligations arising from this Agreement without the prior and written authorisation of the Commission, the Eurostars HLG and the EUREKA Secretariat. The EUREKA Secretariat shall not assign any of its rights and obligations without prior and written authorisation of the Commission and the Eurostars HLG. This agreement is done at Brussels on ________________ and Riga on___________________ in 4 originals: two in the English and two in the Latvian languages. In case of discrepancies between the originals, the version in English shall prevail. For The EUREKA Secretariat For the Ministry of Education and Science, Republic of Latvia Luuk Borg Rolands Broks DECLARATION OF COMMITMENTS 1. OVERVIEW OF FINANCIAL COMMITMENTS National Funding Agency: Latvian Academy of Sciences Eurostars Latvian National support programme (From the State Budget Subprogram 70.06.00 "Participation in European Union Research and Technology Development Programs") Cut-off date references of the Eurostars programme: xxx, 20xx EUROSTARS PROJECT EUROSTARS PROJECT MAXIMUM NATIONAL FINANCIAL CONTRIBUTION TO THE EUROSTARS PROJECT PARTICIPANT (E!) NUMBER ACRONYM PARTICIPANT NAME SIGNATURE DATE OF THE AGREEMENT (IN NAT'L CURRENCY) (IN €) YEAR N YEAR N + 1 YEAR N + 2 2. STATEMENT OF ASSURANCE I, Juris Ekamanis President of Latvian Academy of Sciences managing Eurostars programme in Latvia, present the Declaration of Commitments for Academy of Sciences acting in the name of the Ministry of Education and Science, Republic of Latvia as manager of Eurostars programme in Latvia for [INSERT CUT-OFF DATE REFERENCES OF THE EUROSTARS PROGRAMME]. I declare, based on my own judgment and on the information at my disposal, including, inter alia, the results of work of the internal audit service, that: Appropriate contractual agreements have been concluded with each Eurostars project participant mentioned above. The financial commitment presented give, to the best of my knowledge, a true, complete and accurate view of the maximum national financial contribution coming from the means of Latvian State Budget Subprogram 70.06.00 "Participation in European Union Research and Technology Development Programs", assigned to the Latvian Academy of Sciences for the current year and are foreseen per Eurostars project participant mentioned above. I have put in place a control environment which provides reasonable assurance on the legality and regularity of the foreseen transactions, including that the eligibility of demands and the procedure for attributing the national financial contribution coming out of Latvian State Budget Subprogram 70.06.00 "Participation in European Union Research and Technology Development Programs", assigned to the Latvian Academy of Sciences for the current year, will be managed, controlled and documented in conformity with: - national rules concerning the eligibility of the claimed costs, - any additional rule set by the acts establishing the EUROSTARS Joint Programme, - the rules established by the SE and, - If applicable, Union rules. I formally confirm that there is full supporting underlying documentation available to justify the information declared. It will be made available at the request of the ESE and in the event of an audit by the Commission and/or by the Court of Auditors and/or their authorized representatives. This assurance is, however, subject to the following reservations: (to be filled if necessary) Furthermore, I confirm that I am not aware of any undisclosed matter which could be damaging to the financial interest of the Union. DECLARATION OF COMMITMENTS Stamp __________________________ Date __________________________ Name __________________________ Signature _____________ 1 Since 1 December 2009, Article 185 of the Treaty on the Functioning of The European Union 2 OJ 323, 30.12.2006, p.1. 3 OJ L 391, 30.12.2006, p. 1 4 OJ L 391, 30.12.2006, p. 1