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CLEAN ENERGY TRANSITION PARTNERSHIP (CETPartnership) Partnership Framework Consortium Agreement v3-31.01.2023/Finalised 25.05.2023 v3-31.01.2023/Finalised 25.05.2023 1 Content Content ............................................................................................................................................................................ 2 HISTORY OF CHANGES ................................................................................................................................................ 5 Section 1: Definitions ................................................................................................................................................... 10 1.1 Definitions ................................................................................................................................................... 10 1.2 Additional Definitions................................................................................................................................... 10 Section 2: Purpose ....................................................................................................................................................... 15 Section 3: Entry into force, duration and termination .............................................................................................. 16 3.1 Entry into force ............................................................................................................................................ 16 3.2 Duration and termination ............................................................................................................................. 16 3.3 Survival of rights and obligations................................................................................................................. 17 Section 4: Responsibilities of Parties ........................................................................................................................ 17 4.1 General principles ....................................................................................................................................... 17 4.2 Breach ......................................................................................................................................................... 18 4.3 Involvement of third parties, procurement on behalf of the consortium ....................................................... 18 4.4 Specific responsibilities regarding data protection ...................................................................................... 19 Section 5: Liability towards each other...................................................................................................................... 19 5.1 No warranties .............................................................................................................................................. 19 5.2 Limitations of contractual liability ................................................................................................................. 19 5.3 Damage caused to third parties .................................................................................................................. 20 5.4 Force Majeure ............................................................................................................................................. 20 Section 6: Governance structure ................................................................................................................................ 20 6.1 General structure ........................................................................................................................................ 20 6.2 General operational procedures for all Consortium Bodies ......................................................................... 22 6.2.1 Representation in meetings ................................................................................................................. 22 6.2.2 Preparation and organisation of meetings ........................................................................................... 22 6.2.3 Decision making by the Governing Board ............................................................................................ 23 6.3 Specific operational procedures for the Consortium Bodies........................................................................ 26 6.3.1 Set of Core Management Documents .................................................................................................. 26 6.3.2 Specific operational procedures for the Governing Board ................................................................... 28 6.3.3 Specific operational procedures for the Budget Review Group (BRG) ................................................ 31 6.3.4 Specific operational procedures for the Transition Initiatives ............................................................... 31 6.3.5 Specific operational procedures for the General Assembly ................................................................. 31 6.3.6 Specific operational procedures for the Coordinator ............................................................................ 32 6.3.7 Specific operational procedures for the CETPartnership Management ............................................... 33 Section 7: Financial provisions................................................................................................................................... 34 7.1 General Principles ....................................................................................................................................... 34 7.1.1 The financial model (Overview) ........................................................................................................... 34 7.1.2 Distribution of the EU Financial Contribution ....................................................................................... 36 v3-31.01.2023/Finalised 25.05.2023 2  7.1.3 Justifying Costs towards the Granting Authority .................................................................................. 36 7.1.4 Financial Consequences of the termination of the participation of a Party .......................................... 36 7.2 Payments .................................................................................................................................................... 36 7.3 Withholding of Payments ............................................................................................................................ 36 7.4 Payment schedule....................................................................................................................................... 37 7.5 Justifying Coordination Cost and Parties’ Own Management Expenses ..................................................... 39 7.6 Budgeting .................................................................................................................................................... 39 7.6.1 Coordination Cost ................................................................................................................................ 41 7.6.2 Parties’ Own Management Expenses .................................................................................................. 44 7.6.3 National/Regional Financial Contributions from Funding Partners ...................................................... 45 7.7 Excess payments and revenues ................................................................................................................. 48 7.8 Cost of Certificates on the Financial Statement .......................................................................................... 49 7.9 Mitigation Scenarios and deduced obligations ............................................................................................ 49 7.9.1 Termination Scenario ........................................................................................................................... 49 7.9.2 Minimal Scenario – reduce to Capacities............................................................................................. 50 7.9.3 Reserve fund from the EU-Top-Up for Projects to mitigate risk of uncovered payments ..................... 51 Section 8: Implementation of Joint Calls ................................................................................................................... 52 8.1 Commitment of the Funding Partners ......................................................................................................... 52 8.2. Preparation of Joint Calls ........................................................................................................................... 52 8.3 Evaluation and Selection of Funded Projects.............................................................................................. 52 8.3.1 Pre-proposal stage............................................................................................................................... 53 8.3.2 Central scientific evaluation of pre-proposals ...................................................................................... 53 8.3.3 Limiting oversubscription ..................................................................................................................... 53 8.3.4 Selection of projects to be invited to submit a full proposal ................................................................. 53 8.3.5 Full-proposal stage .............................................................................................................................. 53 8.3.6 Selection of the projects to be funded.................................................................................................. 53 8.4 Use of EU-Top-Up for Funded Projects ...................................................................................................... 54 8.5 Conflicts of interests .................................................................................................................................... 55 8.6 Contractual obligations towards the Granting Authority on selection .......................................................... 55 8.7 Contractual obligations for projects funded in the Joint Calls ...................................................................... 55 Section 9: Results......................................................................................................................................................... 56 9.1 Ownership of Results .................................................................................................................................. 56 9.2 Dissemination of own Results ..................................................................................................................... 56 9.3 Dissemination of another Party’s unpublished Results or Background ....................................................... 56 9.4 Use of names, logos or trademarks ............................................................................................................ 57 Section 10: Access Rights........................................................................................................................................... 58 10.1 Background included................................................................................................................................. 58 10.2 General Principles ..................................................................................................................................... 58 10.3 Access Rights for implementation ............................................................................................................. 58 10.4 Access Rights for Exploitation ................................................................................................................... 58 v3-31.01.2023/Finalised 25.05.2023 3  10.5 Access Rights for Parties entering or leaving the consortium ................................................................... 58 Section 11: Non-disclosure of information ................................................................................................................ 59 11.1 Scope ........................................................................................................................................................ 59 11.2 Approach ................................................................................................................................................... 59 11.3 Range........................................................................................................................................................ 59 11.4 Exception .................................................................................................................................................. 59 11.5 Handling .................................................................................................................................................... 60 11.6 Unauthorised disclosure............................................................................................................................ 60 11.7 Disclosing Confidential Information in order to comply with applicable laws or regulations ...................... 60 11.8 Confidentiality for Proposals and Funded Projects ................................................................................... 60 Section 12: Data Management .................................................................................................................................... 60 Section 13: Miscellaneous ........................................................................................................................................... 60 13.1 Attachments, inconsistencies and severability .......................................................................................... 60 13.2 No representation or agency ..................................................................................................................... 61 13.3 Formal and written notices and other communication ............................................................................... 61 13.4 Assignment and amendments ................................................................................................................... 61 13.5 Mandatory national law ............................................................................................................................. 61 13.6 Language .................................................................................................................................................. 61 13.7 Applicable law ........................................................................................................................................... 61 13.8 Settlement of disputes ............................................................................................................................... 62 Section 14: Signatures ................................................................................................................................................. 63 Attachment 1: Background Included........................................................................................................................ 126 Attachment 2: Accession document ........................................................................................................................ 129 Attachment 3: Budget indications for the Joint Calls (at date of Initial GA) ........................................................ 130 v3-31.01.2023/Finalised 25.05.2023 4 HISTORY OF CHANGES PUBLICATION VERSION CHANGE DATE 1.0 29.03.2022 - 2.0 25.04.2022 List of Parties included, including information on their role in the CETPartnership Page numbers included in footer „Steering Board“ all over replaced by „Governing Board“ “party” and “parties” all over replaced by “Party” and “Parties “Parties’ Own Management Cost” all over replaced by “Parties’ Own Management Expenses” “Management” (in the meaning of the Consortium Body) all over replaced by “CETPartnership Management” “close” a contract all over replaced with “conclude” a contract Preamble: paragraph E and F added Section 1: Definitions „CETPartnership Management“, “Management Teams”, “TRI Leading Expert”, “TRI Office”, “EU-Top-Up Balancing Pot”, “Call Module”, “External Expert”, “Glossary”, “Final List of Projects to be Funded”, “Capacities”, “Gap Filling” added Section 2 / 3.2: Clause about adoption of Related Grant Agreements moved from Section 3.2 to Section 2 Section 4.1.: additional clause added to “Each Party shall promptly provide all information reasonably required by a Consortium Body or by the Coordinator …”, regarding statutory law or regulations with a third party which existed prior to the start of the CETPartnership Section 4.3 Involvement of third parties: o Reformulated in order to clarify, that if a partner should require to subcontract whether it will be the CA or GA Terms and Conditions that would need to be incorporated in any subcontracting agreement. o „as well as for ICT support below 20.000 € per year” added o “contracts” replaced by “subcontracting and purchasing” o Clause on procurement by Coordinator on behalf of the Consortium added o Section 6.1: more explanation added for Coordination Bodies; Figure on management structure added from Part B of the Initial Grant Agreement Section 5.2: Liability limited to once the EU-Top-Up For Funded Projects the Party is entitled to receive; Limitation of Liability for Supporting Partners removed. Section 6.2.2.1: „Management Bodies“ changed to „Coordination Bodies or TRI Managements“ Section 6.2.3.3: Veto right written decison changed from 7 days to 15 calendar days Section 6.3.1: Set of Core Management Documents: “for each joint call” added for the Programme Managers Handbook Section 6.3.6: Coordinator: “Coordinate and carry out procurements on behalf of the Coordinator and sign contracts with third parties on behalf of the Coordinator”, added to FFGs role as Consortium Agreement. Section 7: Table 1: Global estimation for the use of the EC Financial Contribution received under the Initial Grant Agreement added; Table 2: CET Partnership Payment schedule from the Coordinator to the Parties under the Initial Grant Agreement added. Section 7.1: Payment schedule: Schedule adjusted for practical reasons (50%/30%/20%) to avoid high in advance funds by the partners involved in Coordination, Management and Support Activities Section 7.5: Clause on 100% remuneration of Coordination Cost reformulated; Cap for Parties’ Own Management Expenses removed Section 7.6.3: Indicated Budget for CDTI corrected Section 7.9.3: Provisions on “Uncovered Payments” cancelled and replaced by concept of a 7.9.3. Reserve fund from the EU-Top- Up for Projects to mitigate risk of uncovered payments Section 11.2: Approach: typo corrected Section 13.4: Clause “Core Management Documents listed in 6.3.1 as approved by the Governing Board are not considered to amend or modify the text of this Consortium Agreement.” added. Section 13.8: Option “ICC Arbitration” selected 3.0 Section 4.4: responsibilities for Associated Partners - added from updated DESCA Section 6.2: put paragraph forward from end Section 6.2.3.1 & 6.2.3.2: revised according to GOB decisions from the GOB meeting in Vienna in May 2022. Particularly two Tier Model for Call Specific Configurations of the GOB Section 6.2.3.2: corrected reference on voting right 6.2.3.4 Section 6.2.3.4: as above Attachments updated, added Att 3; 01.07.2022 Section 1.1: according to legal/GA aligned and/or deleted not to double up Section 7.5: hourly rate changed into daily rate according to GA Final 23.10.2023 Section 9.2: AMGA ref. v3-31.01.2023/Finalised 25.05.2023 5  ‘Consortium Agreement’ changed into ‘Partnership Framework Consortium Agreement’ throughout 13.01.2023 Typos corrected throughout all sections, spacing, and bullet point order; Tables 1-7: updated, corrected where applicable 23.01.2023 Section 4.4: responsibilities for Associated Partners moved in parts to Section 4.1 and therefore Section 4.4 changed to “Specific responsibilities regarding data protection Section 5.4: included reference to Art. 35 of GA Section 6.3.2.3: corrected the reference …’selected based on Section 8.3.6’ Section 7.4: instead of ..’down’ used ‘part’ payment Section 13.8: Option ‘ICC Arbitration’ deleted and reverted to previous content and aligned with DUT PS version Initial Grant Agreement, Related Grant Agreement and Extension Amendment aligned throughout 13.02.2023 - List of Parties: corrected Beneficiary Numbers: ‘Parties’ FCT, DGEG, NCBR; changed PM to POM status ANR-FR, NCBR-PL & 23.05.2023 FCT-PT; names EUSKADI-ES NER-NO; address MoE-IL; Section 2: purpose – ‘Affiliated and Associated Partners (not signatories of the Initial Grant Agreement’ included Section 4.2: ‘The termination of participation in the action will be the consequence for a breach by an Associated Partner’ Section 5.2: corrected for better understanding …’A Beneficiary's aggregate liability towards the other Parties collectively shall be limited to once the EU-Top-Up For Funded Projects the Beneficiary is entitled to receive, based on the Initial Grant Agreement and/or any Related Grant Agreements, calculated on the basis of the version of the relevant grant agreement current at the date at which the liability is incurred. Liability under this Agreement for each Associated Partner will be zero as Associated Partners are not entitled to receive any of the EU Financial Contribution’. Section 6.2.3.2: deleted paragraphs that appeared twice under call specific configuration ‘Tier 2 Decision Model’; corrected majority 60% for call specific configuration; Section 6.3.2: added Implementation Plan (including any relevant updates); Section 7.6.1: (ii) changed contribution of the Granting Authority based on Table 4 to 80% and 86% respectively; Table 6/p45: deleted SWEA-SE entry; Table 7: deleted entries Welsh Gov-UK and MCID-BG both left consortium in Grant Agreement Preparation Phase; corrected respective Totals/Sub totals; Section 8.7: added …projects ‘recommended’ to have signed CA prior to project start Section 11.1: added at end of paragraph ‘notwithstanding other applicable laws and regulations on confidentiality’ Section 14: Signatures pages added for all Parties, p64-p125 Attachments 1-3 added. v3-31.01.2023/Finalised 25.05.2023 6 BETWEEN the Parties: (PO = ”Program Owner”, PM = “Program Manager”, POM = “Program Owner & Manager”; see Definitions Section 1.1) Beneficiary No Supporting Funding Country Partner Partner Beneficiary Name Federal Ministry for Climate Action, Environment, Energy, Mobility, Innovation and 1 PO Technology (BMK) AT 3 PO Climate and Energy Fund (KLIEN) 2 PM Austrian Research Promotion Agency (FFG) 50 POM Fonds Innoveren en Ondernemen (FIO) BE 4 POM Public Service of Wallonia (SPW) 5 PM Technology Agency of the Czech Republic (TA CR) CZ 6 PO Czech Ministry of Industry and Trade (MPO) 7 PO Czech Ministry of Environment (MZP) 8 PM Projektträger Jülich | Forschungszentrum Jülich GmbH (FZJ) DE 48 POM Saxon State Ministry for Science, Culture and Tourism (SMWK) 9 POM Innovation Fund Denmark (INNOV.FUND DK) DK 10 POM Danish Energy Authority (DEA) 11 PO Ministry of Economic Affairs and Communications (MKM) EE 12 PM Estonian Research Council (ETAg) Greek Ministry for Development and Investments, EL 13 POM General Secretariat for Research & Innovation (GSRI) 14 PM Agencia Estatal de investigacion (AEI) 15 POM Regional Development Agency of Cantabria (SODERCAN) Departamento de Desarrollo Económico, Sostenibilidad y Medio Ambiente. Eusko 16 POM Jaurlaritza-Gobierno Vasco (EUSKADI) ES 17 PM Ente Vasco de la Energía (EVE) Foundation for the Promotion of Applied Scientific Research and Technology in Asturias 18 PM (FICYT) 19 PM CDTI E.P.E (SCTI E.P.E.) FI 20 POM Innovaatiorahoituskeskus Business Finland (BF) 21 POM French National Research Agency (ANR) 22 PO French Ministry of Higher Education, Research and Innovation (MESRI) FR 23 PM Agence De l'Environnement et de la Maitrise De L'energie (ADEME) 24 POM Région Pays de la Loire (RPL) HR 25 POM Croatian Ministry of Economy and Sustainable Development (CMESD) HU 26 PM National Research, Development and Innovation Office (NKFIH) 27 POM Sustainable Energy Authority of Ireland (SEAI) IE 28 POM Department of the Environment, Climate & Communications/Geological Survey Ireland(GSI) IL 29 POM Ministry of National Infrastructure, Energy and Water Resources (MoE) IS 30 PM The Icelandic Centre for Research (Rannís) IS 31 POM National Energy Authority of Iceland (Orkustofnun) 32 POM Ministero dell'Università e della Ricerca (MUR) IT 51 POM Ministry of Economic Development (MISE/MIMIT) 49 X Ricerca sul Sistema Energetico (RSE SPA) LT 33 POM ENMIN Lithuania v3-31.01.2023/Finalised 25.05.2023 7  Beneficiary No Supporting Funding Country Partner Partner Beneficiary Name LV 34 PM Latvian Council of Science (LZP) MT 35 POM Ministry for Education, Sport, Youth, Research and Innovation (MEYR/MCST) 36 POM Dutch Ministry of Economic Affairs and Climate (MINEZK) NL 37 PM Dutch Research Council (NWO) - 38 X Nordic Energy Research (NER) 39 PM The Research Council of Norway (RCN) NO 40 POM Gassnova PL 41 POM National Centre for Research and Development (NCBR) 42 POM Portuguese Foundation for Science and Technology (FCT) PT 43 X Portuguese Directorate General for Energy and Geology (DGEG) Executive Agency for Higher Education, Research, Development and Innovation Funding RO 44 PM (UEFISCDI) SE 45 POM Statens energimyndighet (SWEA-STEM) TR 46 POM The Scientific and Technological Research Council of Turkey (TUBITAK) CY 47 POM Research and Innovation Foundation Cyprus (RIFC) Affiliated Entity ES 14.1 X FUNDACION ESPANOLA PARA LA CIENCIAY LA TECNOLOGIA, F.S.P. (FECYT) FI 20.1 (X) Business Finland OY (BF OY) [Program Management Support for Business Finland] HU 26.1 (X) EXPRESS INNOVATION AGENCY (XIA) [Program Management Support for NKFIH] IS 31.1 X GEORG-RANNSOKNARKLASI I JARDHITA (GEORG) BE 50.1 (X) Vlaamse gewest (VLAIO) [Program Management Support for FIO] Associated Partner 52 POM Federal Department of the Environment, Transport (DETEC) CH 53 POM Swiss National Science Foundation (SNF) MA 57 POM Institut de Recherche en Energie Solaire et Energies Nouvelles (IRESEN) 55 PO DEPARTMENT FOR BUSINESS ENERGY AND INDUSTRIAL STRATEGY UK (UKRI) UK 56 PM THE ENERGY SAVING TRUST LIMITED UK (EST) 54 POM Scottish Enterprise (SCOTENT) hereinafter, jointly or individually, referred to as ”Parties” or ”Party” relating to the Co-funded European Partnership entitled Clean Energy Transition Partnership in short CETPartnership hereinafter referred to as “the CETPartnership” v3-31.01.2023/Finalised 25.05.2023 8 WHEREAS: The Parties, having considerable experience in the field concerned, have submitted a proposal for the CETPartnership to the European Commission as part of Horizon Europe – the Framework Programme for Research and Innovation (2021-2027). The Parties wish to specify or supplement binding commitments among themselves in addition to the provisions of the specific Initial Grant Agreement 101069750 – CETPartnership signed by the Beneficiaries and the European Commission (hereinafter “Initial Grant Agreement”). Preamble: WHEREAS: A. The Clean Energy Transition Partnership is a transnational joint programming initiative to boost and accelerate the energy transition, building upon regional and national RDI funding programmes. It builds on established trust and positive examples of collaboration which derive from the former ERA-Nets and Joint Programming Platforms. All SET Plan priorities and Implementation work plans can be addressed in a well defined single programme of activities to address the broad challenges for the clean energy transition for Europe to be effective by 2050. The Clean Energy Transition Partnership will accelerate the progress of the European Union as well as of participating Member States and/or Associated Countries and regions through a common understanding of challenges, key areas to be addressed and activities to support energy research and innovation. All Parties bring together their knowledge, priorities and resources based on their energy policies, allowing the CETPartnership to act on joint priorities of all Parties involved and concerned. B. The common vision of the CETPartnership is already manifested in its that has been co-created in a broad engagement process during 2020, together with the involved countries, the EU SET-Plan Implementation Working Groups and ETIPs, all energy relevant ERA-Nets as well as the EERA joint programmes (over 500 editors, co-authors, commenters and discussants). The Strategic Research and Innovation Agenda (SRIA) was endorsed by the European Member States and the European Commission represented by Director General Research, Technology and Development as well as Director General Energy in November 2020. This articulates the common goal of (1) building a transnational transformative Joint Programming Platform, (2) developing and demonstrating technology and solutions for the transition of energy systems, and finally (3) building innovation ecosystems that support capacity building at all levels. C. The ambition of the CETPartnership to address key challenges of energy transition with a clear output orientation and measurable impacts, as well as a common vision and objectives have been initially laid down in a draft partnership proposal1, that has been published by the European Commission on the CORDIS Website on 8th June 2020. In this first proposal EU member states and the European Commission formulated the intention that in total at least € 500 million of national contributions are expected (on average, at least € 70 million per year) together with at least € 250 million for the CETPartnership (on average, about € 35 million per year) to implement the CETPartnership. In total, the partnership will invest at least € 750 million (2021-2030) in funded and non funded Transnational Projects (spending about € 75 million per year until 2030). D. In the initial proposal for a co-funded partnerhsip action, answering the Horizon Europe Call 2021 (HORIZON-CL5-2021-D3-01-04 — Clean Energy Transition, Project: 101069750 CETP), an initial Consortium of 70 national and regional RTDI programme owners and managers from 32 countries (26 EU member states and 5 associated countries) delivered a work plan and indicative financial contributions for the implementation of the first two joint calls of the partnership in 2022 and 2023 as well as to build personnel capacities to provide a basic coordination platform until 2027. This proposal has been positively evaluated and the CETPartnership Beneficaries have been invited by the European Commission by end of 2021 to prepare a Grant Agreement, which finally has been signed in June 2022. In the framework of the Cluster 5 configuration of the Horizon Europe program, member states and the European Commission have agreed to plan for additional co-fund Actions in the Horizon Europe work programs of the coming years in order to co-fund the annual joint call planned for the years 2024 to 2027. 1 https://ec.europa.eu/info/research-and-innovation/funding/funding-opportunities/funding-programmes-and-open-calls/horizon- europe/european-partnerships-horizon-europe/candidates-climate-energy-and-mobility_en v3-31.01.2023/Finalised 25.05.2023 9 E. The CETPartnership aims to regulate in this Partnership Framework Consortium Agreement (PFCA) rights and obligations of the Parties for the whole duration of the CETPartnership until 2032, which encompass the duration for the financial management of the last Funded Projects for an additional one (1) year. F. The funding and implementation for the co-fund Actions will be regulated in this PFCA covering Grant Agreement No. 101069750 as Initial Grant Agreement and anticipated subsequent Grant Agreements as Related Grant Agreements. Related Grant Agreements are anticipated as a possible option to co-fund activities from 2024 to 2030 (particularly RTDI projects resulting from Joint Calls) not covered by the Initial Grant Agreement2. THIS PARTNERSHIP FRAMEWORK CONSORTIUM AGREEMENT is based upon Regulation (EU) 2021/695 of the European Parliament and of the Council of 28 April 2021 establishing Horizon Europe – the Framework Programme for Research and Innovation (2021-2027), laying down its rules for participation and dissemination (hereinafter referred to as “Horizon Europe Regulation”), and the European Commissions’ Model Grant Agreement for Horizon Europe and its Annexes3, and is made on [DATE], hereinafter referred to as the Effective Date NOW, THEREFORE, IT IS HEREBY AGREED AS FOLLOWS: Section 1: Definitions 1.1 Definitions Words beginning with a capital letter shall have the meaning defined either herein or in the Horizon Europe Regulation or in the Grant Agreement including its Annexes. 1.2 Additional Definitions Affiliated Entity - refers to the meaning in Article 2 and 8 of the Grant Agreement. Can have the role of a Supporting Partner or an entity providing national / regional program management support to a Program Owner or Program Manager. Annual Work Program - a detailed description of planned Coordination, Management and Support Activities and related allocation of resources for a specific year, in accordance with the Implementation Plan, including specific goals to be achieved in the respective year (see Section 6.3.1 “Core Management Documents”). Associated Partner - refers to the meaning in Article 2 and 9 of the Grant Agreement. They are Funding Partners and as such Parties to this Agreement, but no Beneficiaries. Beneficiary - a Party that is a signatory of the Initial Grant Agreement or a Related Grant Agreement, concluded to support the implementation of the CETPartnership, and is eligible to receive EU Financial Contribution. Budget Review Group (BRG) - composed of Governing Board Members not CETPartnership Management Members, appointed by the Governing Board to serve as an advisor to the Governing Board in financial matters (see Section 6 and particularly Section 6.3.3). Call Management (CAM) - the Coordination Body that has been established by the consortium to coordinate on the development and implementation of Joint Calls. Parties that are Work Package and Task Leaders according to Work Package 2 of the Implementation Plan. The CAM is collaborating with the responsible counterparts in the Transition Initiative Managements, organised in the Call Management Team, lead by the CAM (see Section 6 and particularly Section 6.3.7). Call Modules - the building blocks of a Joint Call, as developed by different Transition Initiatives. 2 Another anticipated option to co-fund activities from 2024 to 2030, that are not covered by the Initial Grant Agreement, are Extension Ammendments to the Initial Grant Agreement, to be proposed by the consortium by answering Calls in Horizon Europe. 3 HE MGA v1.1 15.04.2022 v3-31.01.2023/Finalised 25.05.2023 10 Call Partner - Funding Partner who collaborates in a specific Joint Call. CETPartnership Management - a Consortium Body comprising the Transition Initiative Managements (Task and Sub-Task Leaders according to Work Package 3 of the Implementation Plan) and the Coordination Bodies (see Section 6). Co-funded Joint Calls - are Joint Calls resulting in projects that are intended to be co-funded by the Granting Authority (see also “EU-Top-Up for Funded Projects”) and thus are organised strictly according to the rules determined by the respective Grant Agreement and/or Amendment covering the respective Joint Call. Communication Office (COO) - the Coordination Body that has been established by the consortium to coordinate on the external communication and to serve as the initial contact of the CETPartnership. Parties that are Work Package and Task Leaders according to Work Package 4 of the Implementation Plan. The COO is collaborating with the responsible counterparts in the Transition Initiative Managements, organised in the Communication Management Team, lead by the COO (see Section 6, particularly 6.1 “CETPartnership Management”). Consortium Body - any body described in the Governance Structure (Section 6.1) of this Partnership Framework Consortium Agreement. Coordination (COR) - the Coordination Body that has been established by the consortium to coordinate the Transition Initiatives in strategic matters, to coordinate and support the CETPartnership Management in all operational and internal communication matters (including financial and contract management, data management and partnership monitoring), and to coordinate on European and international cooperation with other partnerships and initiatives. Parties that are Work Package and Task Leaders according to Work Package 1 of the Implementation Plan. The COR is collaborating with the responsible counterparts in the Transition Initiative Managements, organised in Management Teams (see Section 6 and particularly Section 6.1 “CETPartnership Management”). Coordination Bodies - are part of the CETPartnership Management (see Section 6.1) and are described by related Work Packages in the Implementation Plan. Coordination (COR, described in Work Package 1 of the Implementation Plan), Call Management (CAM, described in Work Package 2 of the Implementation Plan), Communication Office (COO, described in WP 4 of the Implementation Plan), Knowledge Community Management (KCM described in Work Package 5 of the Implementation Plan) and Impact Network Management (INM described in Work Package 6 of the Implementation Plan). Coordination Body Lead - the Party that is the Work Package Leader of the respective work package in the Implementation Plan, acting as responsible contact to the Coordinator for a Coordination Body. Coordination Cost - cost for Coordination, Management and Support Activities. They are expressed in detail in the Implementation Plan, the Annual Work Programs and the Annual Management Reports (see Section 6.3.1). Coordination, Management and Support Activities - activities carried out by the CETPartnerhip Management and contributing Parties for the benefit of the Parties and the whole network in order to enable the collaboration according to the CETPartnership goals and to implement the CETPartnership concept as formulated in the Implementation Plan (Sections “Excellence” and “Impact”). Such activities are explicitly expelled in the Work Package and task descriptions in the Implementation Plan (Section “Quality and Efficiency of the Implementation”) as well as in the Annual Work Programs. Coordinator - the Party acting as the intermediary between the Parties and the Granting Authority as well as the intermediary between the Governing Board and the CETPartnership Management, being responsible to organise the efficient implementation of Governing Board decisions (see Section 6, “Governance Structure”). Defaulting Party - a Party that the Governing Board has identified to be in breach of this Partnership Framework Consortium Agreement and/or the Grant Agreement as specified in Section 4.2. EU Financial Contribution - the financial contribution of the European Commission as Granting Authority to implement the CETPartnership, comprising contributions according to funding provided from Funding Partners to Project Participants, according to Coordination Cost and according to Parties’ Own Management Expenses (see Section 7.1.1). EU-Top-Up For Funded Projects - the remaining EU Financial Contribution from the Granting Authority, after deduction of the Coordination Costs and EU Financial Contribution for Parties’ Own Management Expenses to be distributed among the Parties as according to v3-31.01.2023/Finalised 25.05.2023 11  - the financial contribution the Party provides to Project Participants, as claimed to the Initial Grant Agreement or any of the Related Grant Agreements and approved by the Granting Authority and - the Mixed Mode Funding Model that applies according to Section 8 (see Section 7.1.1 and 7.5). EU-Top-Up Balancing Pot - a fraction of the EU-Top-Up For Funded Projects that is used for Gap Filling according to the Mixed Mode Funding Model (see also “Gap Filling” and “Mixed Mode Funding Model”; see Section 8). Extension Amendment - is an amendment to the Grant Agreement No. 101069750, serving as a follow-up agreement with the Granting Authority to co-fund activities that are not covered by the Initial Grant Agreement (in particular additional Joint Calls). External Experts - evaluators asked by the CETPartnership to assess the Funded Projects. They are expected to be independent as they are not employees or under direct supervision of any of the Funding Partners. Independent Expert Panel - the board of independent experts evaluating proposals of the Joint Calls. Final List of Projects To Be Funded - the list of projects that the Governing Board finally decides to be funded, based on the ranking list(s) as established by the External Experts. With this decision, the involved Funding Partners guarantee the funding for these projects. Funding Agency - a national or regional agency responsible for providing the national share of funding for the Funded Projects. Funding Partner - a national or regional body, which may be or may not be a Party to this Partnership Framework Consortium Agreement and is responsible for providing the national/regional share of funding for the Funded Projects. Funded Project - a project selected for funding in the Joint Calls. This includes transnational projects Co-funded by the Granting Authority as well as not co-funded projects. Gap Filling - utilisation of a pre-defined portion of EU-Top-Up For Funded Projects as a EU-Top-Up Balancing Pot in Co-funded Joint Calls, to fill funding gaps from Call Partners’ National/Regional Financial Contribution, so as to follow the ranking list(s) provided by the Independent Expert Panel(s). Reason being, the consortium aiming to use as much as possible of the National/ Regional Financial Contributions and the EU Financial Contribution to fund as many projects as possible, following the ranking list(s) (see also “EU-Top-Up Balancing Pot” and “Mixed Mode Funding Model”; see Section 8). General Assembly (GEA) - a forum for all Parties that are collaborating in the CETPartnership and/or contributing to the implementation of Coordination, Management and Support Activities. It is not a decision-making body, but a forum for information and exchange, to help to ensure transparency of activities, progress and decisions, laying the foundation to find consensus among all Parties. Meetings are organised back-to-back with Governing Board meetings (see Section 6 and particularly Section 6.3.5). Glossary - a section in the Implementation Plan that contains explanations with all relevant CETPartnership specific terms, definitions and abbreviations. Governing Board (GOB) - the ultimate decision-making Consortium Body (see Section 6.3.2). Governing Board Configuration - a subset of Parties represented in the Governing Board according to 6.3.2.1, corresponding to different categories of decisions to be taken (see Section 6.3.2.3). Governing Board Plenary - all Governing Board Members represented according to 6.3.2.1 Grant Agreement - any Grant Agreement and its Annexes established between the Granting Authority and the Beneficiaries. This includes the Initial Grant Agreement (Grant Agreement No. 101069750 – CETP) and any subsequent Related Grant Agreement concluded to support the implementation of the CETPartnership. It is expressly noted that Parties to this Partnership Framework Consortium Agreement will not necessarily be signatories to all Grant Agreements that might be concluded with the Granting Authority to support the implementation of the CETPartnership and that the adoption of a Related Grant Agreement including the accession of new Beneficiaries of these Grant Agreements to this Partnership Framework Consortium Agreement needs the active decision of the pre-existing consortium. v3-31.01.2023/Finalised 25.05.2023 12 Granting Authority - the body awarding the grant to support the implementation of the CETPartnership, i.e. the European Commission. Highly Detrimental Situation - a situation that may arise if the funding decision agreed among Parties, and occurring after the Ranking List is established by the Independent Expert Panel, leads to the loss of more than 20% of the EU Financial Contribution. Impact Network Management (INM) - the Coordination Body that has been established by the Consortium to coordinate on activities related to maximising exploitation and impact. Parties that are Work Package Leaders and Task leaders according to Work Package 6 of the Implementation Plan. The INM is collaborating with the responsible counterparts in the Transition Initiative Managements, orgnaised in the Impact Management Team, lead by INM (see Section 6.1 “CETPartnership Management”). Implementation Plan - a Core Management Document (see Section 6.3.1). It shall describe the long term planning of the CETPartnership beyond the Initial Grant Agreement. It shall be approved by the Governing Board and be revised every two years or/and in accordance with the acknowledgement of Related Grant Agreements. In that respect it is a concise documentation of decisions taken by the Governing Board in relation to the long term planning, particularly including the budgeting (see Section 7.6). The Coordinator together witht the CETPartnership Management will ensure compliance of the Implementation Plan with the Initial Grant Agreement and the Related Grant Agreements. Furthermore the Coordinator together with the CETPartnership Management will ensure consistency with all other Core Management Documents. In cases where updates in the Implementation Plan may require updates of Grant Agreement data, in the course of the reporting to the Granting Authority, the Coordinator will take action accordingly. In cases where changes in the Implementation Plan would trigger amendments to the Initial Grant Agreement or a Related Grant Agreement, the Coordinator will take action to confirm these changes with the involved Beneficiaries of the affected Grant Agreement as well as with the Granting Authority. Such changes can by nature only become binding as accepted by the Parties and the Granting Authority (see also “Initial Implementation Plan”; see Section 6.3.1). Initial Grant Agreement - the specific Grant Agreement arising from the initial proposal for a co-funded partnership action, answering the Horizon Europe Call 2021 (HORIZON-CL5-2021-D3-01-04 — Clean Energy Transition, Project: 101069750 CETP) and its annexes, established between the EC as Granting Authority and Parties of the CETPartnership Consortium (see also “Grant Agreement” and “Extension Amendment”). Initial Implementation Plan (Implementation Plan v1.0) – consists of Annex 1 - Description of the Action (part A and part B) and Annex 2 - Estimated budget for the action of the Initial Grant Agreement, supplemented by the long-term budget calculations in Section 7.6.1 (i) „Typical Annual Coordination Cost“ and (ii) „Distribution of Coordination Cost over years and Grant Agreements“ of this Partnership Framework Consortium Agreement (see also “Implementation Plan”). Institutional Couple - two Parties managing the same budget or programme to provide the National/Regional Financial Contribution (usually Program Owner and Program Manager), sharing one vote. Joint Call - the call in a specific year for collaborative proposals for Research, Development and Innovation (RDI) projects, which are organised jointly by Parties (Call Partners) and represents the main objective of the CETPartnership. Knowledge Community Management (KCM) - the Coordination Body that has been established by the Consortium to coordinate on activities related to knowledge creation, exchange and management. Parties that are Work Package and Task Leaders according to Work Package 5 of the Implementation Plan. The KCM is collaborating with the responsible counterparts in the Transition Initiative Managements, organised in the Knowledge Community Management Team, lead by KCM. Management Team - configuration of the CETPartnership Management to organise the interaction between the Coordinator, the Coordination Bodies and the Transition Initiatives. Mixed Mode Funding Model - a method applied for the distribution of the EU Top-Up For Funded Projects, which will be used in the Co-Funded Joint Calls. It follows the principles set in Section 8 of this Partnership Framework Consortium Agreement to fund as many projects as possible from the ranking list of projects, established by the Independent Expert Panel(s), by utilising a part of the EU Financial Contribution as EU-Top-Up Balancing Pot for Gap Filling (see also “EU –Top-Up-Balancing Pot” and “Gap Filling”; see Section 8). v3-31.01.2023/Finalised 25.05.2023 13 National/Regional Financial Contribution - a Party’s financial support to transnational projects. For Beneficiaries it is eligible to be co-funded by the Granting Authority. The Party in its role as a Program Manager provides these funds to Funded Projects from their own funds or the funds of their Program Owners. Initial figures are shown in section 7.6.3 of this Partnership Framework Consortium Agreement. At the beginning of the planning of a Joint Call, actual figures shall be announced by the involved Funding Partners in the Annual Work Program for the year the Joint Call is planned to be launched. Updated figures shall be included in the Joint Call text as information for the applicants. Further updates of the figures will result from the Final Lists of Projects To Be Funded as well as from the annual project monitoring. Needed - For the implementation of the CETPartnership: Access Rights are Needed if, without the grant of such Access Rights, carrying out the tasks assigned to the recipient Party would be technically or legally impossible, significantly delayed, or require significant additional financial or human resources. For exploitation of own Results: Access Rights are Needed if, without the grant of such Access Rights, the Exploitation of own Results would be technically or legally impossible. For Parties’ Own Management Expenses Remuneration is Needed if, without such remuneration representatives of the Party would not be able to fulfil their obligations to participate in the meetings of the Governing Board, the meetings for Transition Initiatives Level 1 Project Participants according to the Implementation Plan or/and to contribute to “Standard Activities” as outlined in the Implementation Plan to a minimum of 10 person months per Joint Call. Party or Parties - the organisation(s) that join the consortium irrespective of the type of their participation in a Grant Agreement. However, it is expressly noted that Subcontractors, Affiliated Entities or third parties on behalf of a Beneficiary as laid down in the Grant Agreement(s) cannot join the CETPartnership consortium and are, therefore, not considered a Party to this Partnership Framework Consortium Agreement. Parties’ Own Management Expenses – are expenses of Funding Partners to participate in the CETPartnership activities, decribed as “Standard Activities” in the Initial Grant Agreement and in the Implementation Plan. They are expected to be in-kind contributions from the Party, but can be claimed for EU Financial Contribution, as needed (see Section 7.1.1 and 7.5). Program Manager (PM) - a Party managing a given program aimed at providing funding to different kind of organisations (third parties) in order to support defined activities, especially Research and Development activities in the frame of this Partnership Framework Consortium Agreement. A Program Manager is directly transferring the National/Regional Financial Contribution to third parties that are participating in a Funded Project. A Program Manager is managing a program on behalf of a Program Owner that may be or may not be a Party to this Partnership Framework Consortium Agreement. Decisions of this Party relevant for the CETPartnership, particularly on National/Regional Financial Contributions for a particular Joint Call, can only be taken in accordance with the Program Owner. Programme Managers Handbook - a handbook that describes milestones and guidance for Call Partners for a specific Joint Call, for a coordinated approach to the preparation and implementation of the Joint Call. Program Owner (PO) - a designated National/Regional Funding Partner fully responsible of a given program aimed at providing funding, especially National/Regional Financial Contribution to Funded Projects in the frame of this Partnership Framework Consortium Agreement. A Program Owner can manage itself the program or entrust a third party to manage it but remains responsible for its funding. Program Owner & Manager (POM) - a Program Owner that at least partly manages itself the program. Particularly it can take its own decisions on the National/Regional Financial Contribution to a specific Joint Call while at the same time is directly transferring the National/Regional Financial Contribution to third parties that are participating in a Funded Project. Project Participant - a third party participating in a Funded Project; refers to the meaning in Article 2 of the Grant Agreement. v3-31.01.2023/Finalised 25.05.2023 14 Related Grant Agreement - any other Grant Agreement than the Initial Grant Agreement that will be concluded with the Granting Authority in order to co-fund and/or support the implementation of the CETP Partnership. Such Grant Agreements become Related Grant Agreements if they are acknowledged by the pre-existing Parties by decision of the pre-existing Governing Board; at the time of such Grant Agreements entry into force and all Parties of the Grant Agreement enter into this Partnership Framework Consortium Agreement (see Section 3.2; see also “Grant Agreement” and “Initial Grant Agreement”). Result - all technical and/or scientific information and knowledge, whether or not protectable and/or protected by an intellectual property right, including know-how, trade secrets, manufacturing secrets, data, databases, software, files, materials, plans, diagrams, drawings, formulas or any other type of information, in any form whatsoever, and all rights related thereto, developed by one or more Partners under the Project. Results may be Own Results or Joint Results. New Software and joint new software are Results within the meaning of this definition. Strategic Research and Innovation Agenda (SRIA) - describes the objectives and expected impacts of the CETPartnership, as well as the Research Development and Innovation challenges to be addressed. It mirrors its highly transformative ambition to foster challenge driven research, development and innovation that stimulate transition and amplify the cooperation of research with “problem owners“ or “need owners” (potential buyers, procurers and users of solutions), delivering to the EU climate ambition and the new European Research Area as higher level policy goals and builds interfaces on European and international level (published and endorsed in November ‘20 https://eranet-smartenergysystems.eu/global/images/cms/CETP/CETP_SRIA_v1.0_endorsed.pdf . Supporting Partner - carries out Coordination, Management and Support Activities according to the Implementation Plan but is not a Funding Partner. It can be a Beneficiary and signatory of the Grant Agreement, or an Affiliated Entity. Transition Initiative (TRI) - a topic specific configuration of the Parties, related to the challenges identified in the Strategic Research and Innovation Agenda. The TRIs are responsible for development of respective Call Modules for the annual Joint Calls, communication with stakeholders in their field on national level, and coordination with stakeholder groups and other partnerships on European level (see Section 6.3.4). Transition Initiative Management (TRI Management) - the Task and Sub-Task Leaders according to Work Package 3 of the Implementation Plan, lead by the TRI Leading Expert and operatively supported by the TRI Office. TRI Management Lead - the TRI Leading Expert together with the TRI Office. TRI Leading Expert - a person that has expertise in the field, the Transition Initiative is working in and is taking responsibility for the strategic lead of the Transition Initiative. TRI Office - a Party, its Affiliated Entity or Subcontractor that provides operative support to the TRI Leading Expert and the Parties participating in the Transition Initiative, e.g. in coordination, communication, organisation of meetings, work- and resource planning. Work Package - a defined set of activities, lead by a single Party (“Work Package Lead”), typically broken down in tasks and sub-tasks, which might be shared with other Parties (“Task Leader”, “Sub-Task Leader”) and with one or more associated Deliverables as defined in the Implementation Plan. Section 2: Purpose The purpose of this Partnership Framework Consortium Agreement is to specify with respect to the implementation of the CETPartnership the relationship among the Parties, in particular concerning the organisation of the work between the Parties, the CETPartnership Management and the rights and obligations of the Parties concerning inter alia liability, Access Rights and dispute resolution, Financial Provisions and Call Implementation. The Partnership Framework Consortium Agreement is concluded among the Parties signing the Initial Grant Agreement with the Granting Authority, arising from the first proposal for a co-funded partnership action, answering the Horizon Europe Call 2021 (HORIZON-CL5-2021-D3-01-04 — Clean Energy Transition, Project: 101069750 CETP), Affiliated and Associated Partners (not signatories of the Initial Grant Agreement). Furthermore, the pre-existing Parties may agree to include any other Grant Agreement that will be concluded with the Granting Authority under the Horizon Europe programme in order to co-fund and support the implementation of the CETPartnership. Such Grant Agreements become Related Grant Agreements and therefore, subject of this v3-31.01.2023/Finalised 25.05.2023 15 Partnership Framework Consortium Agreement, if the pre-existing Parties acknowledge them by decision of the pre-existing Governing Board, at the time of such Grant Agreements entering into force and all Parties of the Grant Agreement enter into this Consortium Agreement. All signatories of any Related Grant Agreement will be expected to enter this Partnership Framework Consortium Agreement. It is expressly noted that Parties will not necessarily be signatories to all Grant Agreements that will be concluded with the Granting Authority to support the implementation of the CETPartnership and that the adoption of a Related Grant Agreement including the accession of new Beneficiaries of these Grant Agreements to this Partnership Framework Consortium Agreement needs the active decision of the pre-existing consortium. For the avoidance of doubt, this Partnership Framework Consortium Agreement is limited to the CETPartnership. The consortia of the Funded Projects under the CETPartnership have to execute separate consortium agreements in accordance with their specific needs and based under their national/regional provisions. The Knowledge Community and the Impact Network to be organised by the CETPartnership (see Section 6.1) will include collaboration partners of the CETPartnership that are also not covered by this Partnership Framework Consortium Agreement. Section 3: Entry into force, duration and termination 3.1 Entry into force An entity becomes a Party to this Partnership Framework Consortium Agreement upon signature of this Consortium Agreement by a duly authorised representative. This Partnership Framework Consortium Agreement shall take effect from the Effective Date identified at the beginning of this Partnership Framework Consortium Agreement. An entity becomes a new Party to the Partnership Framework Consortium Agreement upon signature of the accession document (Attachment 2) by the new Party and the Coordinator. Such accession shall have effect from the date identified in the accession document. A Partner who has not yet signed this Partnership Framwork Consortium Agreement shall neither be entitled to vote nor to receive any EU Financial Contribution. 3.2 Duration and termination This Partnership Framework Consortium Agreement shall continue in full force and effect until complete fulfilment of all obligations undertaken by the Parties under the Initial Grant Agreement arising from the proposal for a co- funded partnership action, responding to the Horizon Europe Call 2021 (HORIZON-CL5-2021-D3-01-04 — Clean Energy Transition, Project: 101069750-CETP) as well as the subsequent anticipated Related Grant Agreements (see Section 2) and under this Partnership Framework Consortium Agreement. Furthermore, it shall continue in full force and effect until complete fulfilment of all obligations undertaken by the Parties under any other Related Grant Agreement. However, this Partnership Framework Consortium Agreement, or the participation of one or more Parties to it, may be terminated in accordance with the terms of this Partnership Framework Consortium Agreement. This Partnership Framework Consortium Agreement shall automatically terminate in respect of the affected Party/ies, if - the Initial Grant Agreement is not signed by the Granting Authority or a Beneficiary, or - the Initial Grant Agreement or any of the Related Grant Agreements is terminated, the Party has been Beneficiary to this Grant Agreement and the Party is not Beneficiary to any other of the relevant Grant Agreements (i.e the Initial Grant Agreement or a Related Grant Agreement) in force, or - if a Party’s participation in the Initial Grant Agreement or any of the Related Grant Agreements as a Beneficiary is terminated, and the Party is not participating as a Beneficiary in any other of the relevant Grant Agreements (i.e the Initial Grant Agreement or a Related Grant Agreement) in force, subject to the provisions surviving the expiration or termination under Section 3.3. v3-31.01.2023/Finalised 25.05.2023 16 For the avoidance of doubt - this means in detail: • In the case that only the Initial Grant Agreement is concluded and no Related Grant Agreement is in force, this Partnership Framework Consortium Agreement shall continue in full force and effect until complete fulfilment of all obligations undertaken by the Parties under the Initial Grant Agreement. • In case that a Related Grant Agreement has a later termination date than the Initial Grant Agreement, this Partnership Framework Consortium Agreement shall continue in full force and effect until complete fulfilment of all obligations undertaken by the Parties under this Related Grant Agreement. • For Parties that are not a Beneficiary to a Related Grant Agreement this Partnership Framework Consortium Agreement shall automatically terminate if the Beneficiary’s participation in the Initial Grant Agreement is terminated or the Initial Grant Agreement is terminated, subject to the provisions surviving the expiration or termination under Section 3.3. • For Parties that are Beneficiary to a Related Grant Agreement, this Partnership Framework Consortium Agreement shall automatically terminate if the Beneficiary’s participation in the Related Grant Agreementis terminated or the Related Grant Agreement is terminated, as long as the Party is not Beneficiary of the Initial Grant Agreement or another Related Grant Agreement still in force, subject to the provisions surviving the expiration or termination under Section 3.3. • There is no automatic termination for Associated Partners other than the termination of this Partnership Framework Consortium Agreement. If a Beneficiary’s participation in the Initial Grant Agreement or any of the Related Grant Agreements/ is terminated, the leaving Beneficiary shall do its utmost to limit the consequences for the CETPartnership. Wherever possible, it shall honour all its obligations to third parties in Transnational Projects, as well as financial commitments explicitly made acoording to the Final List of Projects To Be Funded. The same shall apply for an Associated Partner if its participation in the execution of the Implementation Plan is terminated. 3.3 Survival of rights and obligations The provisions relating to Access Rights, Confidentiality, for the time period mentioned therein, as well as for Liability, Applicable law and Settlement of disputes as well as financial rules agreed in Sections 7.7 and 7.9.3 shall survive the expiration or termination of this Partnership Framework Consortium Agreement. Termination shall not affect any rights or obligations of a Party leaving the Consortium incurred prior to the date of termination, unless otherwise agreed between the Governing Board and the leaving Party. This includes the obligation to provide all input, deliverables and documents for the period of the Party’s participation. Section 4: Responsibilities of Parties 4.1 General principles Each Party undertakes to take part in the efficient implementation of the CETPartnership, and to cooperate, perform and fulfil, promptly and on time, all of its obligations under the Grant Agreement if applicable and this Partnership Framework Consortium Agreement as may be reasonably required from it and in a manner of good faith as prescribed by Belgian law. Each Party undertakes to notify promptly the other Parties, in accordance with the Governance Structure in section 6, any significant information, fact, problem or delay likely to affect its role, tasks or duties in the CETPartnership. Each Party shall promptly provide all information reasonably required by a Consortium Body or by the Coordinator to carry out its tasks, provided that the respective Party is not prevented by statutory law or by regulations with a third party, which existed prior to the start of the CETPartnership. It is expressly noted, that this Partnership Framework Consortium Agreement has been closed under the assumption, that no such law or regulation is contradicting the provision of information reasonably required by a Consortium Body or by the Coordinator to carry out its tasks. In case that this would apply, each Party commits explicitely to inform the Coordinator without delay. Each Party shall take reasonable measures to ensure the accuracy of any information or materials it supplies to the other Parties. v3-31.01.2023/Finalised 25.05.2023 17 The obligations under the following articles of the Grant Agreement will apply to the Associated Partners: Articles 9.1 (Associated Partners), 11 (proper implementation), 12 (conflict of interests), 13 (confidentiality and security), 14 (ethics and values), 17.2 (visibility), 18 (specific rules for carrying out the action), 19 (information obligations) and 20 (record-keeping), as well as related regulations of Annex 5 to the Grant Agreement.The Associated Partners will also ensure that the bodies mentioned in Article 25 of the Grant Agreement (e.g. Granting Authority, OLAF, Court of Auditors (ECA)) can exercise their rights also towards them. The Associated Partners support the Beneficiaries regarding their exploitation, dissemination and Open Science obligations and commit to contribute to the technical and continuous reporting during and after the implementation of the CETPartnership. Any Associated Partner from a non EU-country undertakes to comply additionally with any other obligation arising from Article 10.1 of the Grant Agreement. Should the Associated Partner(s) be obliged to sign a separate agreement concerning its funding for the Project, it is the responsibility of the Associated Partner to ensure such agreement is not in conflict with this Partnership Framework Consortium Agreement. 4.2 Breach In the event that the Governing Board identifies a substantial breach by a Party, other that the Coordinator, of its obligations under this Partnership Framework Consortium Agreement or the Initial Grant Agreement or any of the Related Grant Agreements, if any of the named Grant Agreements is applicable to the Party (e.g. improper implementation of the CETPartnership), the Coordinator will give formal notice to such Party requiring that such breach will be remedied within 30 calendar days from the date of receipt of the written notice by the Party. If such substantial breach is not remedied within that period or is not capable of remedy, the Governing Board may decide to declare the Party to be a Defaulting Party and may decide on the consequences thereof, which may include termination of its participation. In the event that the Governing Board identifies a breach by the Coordinator of its obligations under this Partnership Framework Consortium Agreement or the Initial Grant Agreement or any of the Related Grant Agreements and/or (e.g. improper implementation of the CETPartnership), the Governing Board will appoint a Party that will give formal notice to the Coordinator requiring that such breach will be remedied within 30 calendar days from the date of receipt of the written notice by this Party. If such breach is substantial and is not remedied within that period or is not capable of remedy, the Governing Board may decide to declare the nomination of a new Coordinator and to decide on the consequences thereof, which may include termination of its tasks, duties and obligations. All terminations are subject to and without prejudice to the necessary consent and rights of the Granting Authority pursuant to the Initial Grant Agreement or any of the Related Grant Agreements. The termination of participation in the action will be the consequence for a breach by an Associated Partner. 4.3 Involvement of third parties, procurement on behalf of the consortium Any Party that involves third parties (including but not limited to Affiliated Entities, Subcontractors or other third parties) in the CETPartnership remains responsible for carrying out its relevant part of the CETPartnership and for such third party’s compliance with the provisions of this Partnership Framework Consortium Agreement and of the Initial and Related Grant Agreements. Such Beneficiary has to ensure that the involvement of third parties does not affect the rights and obligations of the other Parties and the Initial and Related Grant Agreements. In order to comply with the regulations of the Granting Authority, Beneficiaries must base their subcontracts or purchases according to the principles for best value for money and absence of any conflict of interest (according to Article 6.2 and 9.3 of the European Commissions’ Model Grant Agreement for HORIZON Action Grant Budget- Based and its Annexes). Beneficiaries that are ‘contracting authorities’ or ‘contracting entities’ (within the meaning of the EU public procurement Directives 2004/18/EC and 2004/17/EC or any EU legislation that replaces these Directives) must moreover comply with the applicable national law on public procurement. If a Party that contributes to the CETPartnership Mangement (see Section 6) involves a third party as Subcontractor, which is not an Affiliated Entity to the Party, to fulfil a task or part of a task to implement Coordination, Management and Support Activities as described in the CETPartnership Implementation Plan (excluding limited purchasing of e.g. logistics for meetings as well as for ICT support below 20,000 € per year), and expecting remuneration to the full extent of these expenses as “Coordination Cost” (see Section 7.5), the following shall apply: - the Party must notify such involvement to the other Parties. The notification shall contain at least the name, the address and the activity of the third party. v3-31.01.2023/Finalised 25.05.2023 18  - The Party shall conduct an appropriate market investigation and take advantage of all tariff-related customer benefits (volume and time discounts, cash discounts, bonuses and the like) and credit these in full to the cost settlement. The settlement shall be made at the net-net price, i.e. after deduction of all discounts granted (rebates, bonuses, discounts) as well as the intermediary commission plus the respective value-added tax. - In case the Party is ‘contracting authority’ or ‘contracting entity’ (within the meaning of the EU public procurement Directives 2004/18/EC and 2004/17/EC or any EU legislation that replaces these Directives) must moreover comply with the applicable national law on public procurement. If not otherwise agreed, procurement on behalf of the whole consortium shall be coordinated and carried out entirely by the Coordinator under Austrian procurement law. The Coordinator will sign the resulting contracts on behalf of the consortium. 4.4 Specific responsibilities regarding data protection Where necessary, the Parties shall cooperate in order to enable one another to fulfil legal obligations arising under applicable data protection laws (the Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data and relevant national data protection law applicable to said Party) within the scope of the performance and administration of the CETPartnership and of this Partnership Framework Consortium Agreement. In particular, the Parties shall, where necessary, conclude a separate data processing, data sharing and/or Joint Controller Agreement before any data processing or data sharing takes place, in accordance with the Data Management Plan as requested by the Granting Authority (see Section 6, “ Management Documents”). Any transfer of data relevant to GDPR outside of the EU/EEA shall always take place in compliance with GDPR and relevant data protection legislation. In which case, each Party shall implement appropriate measures that can meet the EU’s data protection standards, such as adaequacy decisions, standard contractual clauses (SCCs), binding corporate rules (BCRs), derogations (art. 49 GDPR), DPIAs certification mechanisms, codes of conduct, etc. Section 5: Liability towards each other 5.1 No warranties In respect of any information or materials (incl. Results and Background) supplied by one Party to another under the CETPartnership, no warranty or representation of any kind is made, given or implied as to the sufficiency or fitness for purpose nor as to the absence of any infringement of any proprietary rights of third parties. Therefore, - the recipient Party shall in all cases be entirely and solely liable for the use to which it puts such information and materials, and - no Party granting Access Rights shall be liable in case of infringement of proprietary rights of a third party resulting from any other Party (or its Affiliated Entities) exercising its Access Rights. However, each Party shall promptly inform the other Parties of any claims of third parties that come to their knowledge. 5.2 Limitations of contractual liability All Parties are responsible for any damages or losses resulting from their own respective failure to comply with the rules and commitments made under this agreement. No Party shall be responsible to any other Party for any indirect or consequential loss or similar damage such as, but not limited to, loss of profit, loss of revenue or loss of contracts, except in case of breach of confidentiality. A Party’s aggregate liability towards the other Parties collectively shall be limited to once the Party’s share of the total costs of the EC Financial Contribution received or to the amount of funds received by this Party for their work under this agreement (e.g. their role according to the Implementation Plan) or the Grant Agreement. For Associated v3-31.01.2023/Finalised 25.05.2023 19 Partners, due to the fact that they do not receive any funds under this agreement or the Grant Agreement, no remaining liability would be expected from them.3 In order to limit the potential damage to any Party, the Coordinator, or FFG on behalf of the Coordinator, shall create a Reserve Fund of 5% of all amounts of the EC Financial Contribution received, which shall be used to pay for any damages not covered by the procedures mentioned in this Section 5.2. This Reserve Fund shall be treated as part of the Juste Retour of the EC Financial Contribution and distributed together with the final payments to the Partners in the Reporting Period 5 (see Table 2, Section 7.4). No contribution to this Reserve Fund shall be required from the Associated Partners. 5.3 Damage caused to third parties Each Party shall be solely liable for any loss, damage or injury to third parties resulting from the performance of the said Party’s obligations by it or on its behalf under this Partnership Framework Consortium Agreement or from its use of Results or Background. 5.4 Force Majeure No Party shall be considered to be in breach of this Partnership Framework Consortium Agreement if it is prevented from fulfilling its obligations under the Partnership Framework Consortium Agreement by Force Majeure as defined in Art. 35 of the Grant Agreement. Each Party shall notify the Chairperson of the Governing Board of any Force Majeure without undue delay. If the consequences of Force Majeure for the CETPartnership are not overcome within six weeks after such notice, the transfer of tasks - if any - shall be decided by the Governing Board. Section 6: Governance structure 6.1 General structure The organisational structure of the Consortium shall comprise the following Consortium Bodies (in coherence with the Management Structure described in the Implementation Plan, Section 6): v3-31.01.2023/Finalised 25.05.2023 20 • Governing Board (GOB) as the ultimate decision-making body of the consortium. The GOB meets and takes decisions in plenary or in different Governing Board Configurations according to the different categories of decisions to be taken, as described in Section 6.3.2. All other Consortium Bodies act based on consensus. In case that consensus in another Consortium Body cannot be reached, any member of this Consortium Body can call to escalate the issue to the GOB. • Budget Review Group (BRG) appointed by the Governing Board, consisting of Governing Board Members, shall serve as an advisory board to the GOB in financial matters (see also Section 6.3.3). • Transition Initiatives (TRIs) as the thematic configurations of the Funding Partners. The TRIs shall be composed of Funding Partners in any composition that reflects the interest of funding to work collaboratively on particular Research Development and Innovation challenges as outlined in the SRIA (see also Section 6.3.4). • General Assembly (GEA) as a forum for all Parties that are collaborating in the CETPartnership (see also Section 6.3.5) and/or contributing to the implementation of Coordination, Management and Support Activities. It is not a decision-making body, but a forum for information and exchange, to foster transparency of activities, progress and decisions, laying the foundation to find consensus among all Parties. Meetings are organised back-to-back with GOB meetings. • Coordinator as a Party being the legal entity acting as the intermediary between the Parties and the Granting Authority as well as the intermediary between the GOB and the CETPartnership Management, being responsible to organise the efficient implementation of GOB decisions. The Coordinator shall, in addition to its responsibilities as a Party, perform the tasks assigned to it as prescribed in the Initial and Related Grant Agreements and this Partnership Framework Consortium Agreement and described in detail in the Implementation Plan (see also Section 6.3.6). • Co-coordinator as a Party closely collaborating with the Coordinator, co-representing the CETPartnership on European level (e.g. Horizon Europe Program Committee, SET-Plan Steering Group), in the interaction with other partnerships, initiatives and organisations as well as in the chairing of meetings (see Section 6.2.2). The Co-coordinator shall, in addition to its responsibilities as a Party, perform the tasks assigned to it as prescribed in this Partnership Framework Consortium Agreement and described in the Implementation Plan (Task 1.5: Coordination of European and international cooperation with other partnerships and initiatives) and the related Annual Work Programs. • CETPartnership Management comprising the TRI Managements meaning Parties being Task and Sub-Task Leaders according to Work Package 3 (TRIs) of the Implementation Plan, organising and supporting the collaboration of the Parties participating in a TRI. and the Coordination Bodies - Coordination (COR) coordinates the TRIs in strategic matters, to coordinate and support the CETPartnership Management in all operational and internal communication matters (including financial and contract management, data management and partnership monitoring) and to coordinate on European and international level with other partnerships and initiatives. Parties that are Work Package and Task Leaders according to Work Package 1 of the Implementation Plan. The COR is collaborating with the responsible counterparts in the TRI Managements, organised in Management Teams on specific matters. - Call Management (CAM) coordinates on the development and implementation of Joint Calls. Parties that are Work Package and Task Leaders according to Work Package 2 of the Implementation Plan. The CAM is collaborating with the responsible counterparts in the TRI Managements, organised in the Call Management Team, lead by CAM. - Communication Office (COO) coordinates on the external communication and serves as the initial contact of the CETPartnership. Parties that are Work Package Leaders and Task Leaders according to Work Package 4 of the Implementation Plan. The COO is collaborating with the responsible v3-31.01.2023/Finalised 25.05.2023 21  counterparts in the TRI Managements, organised in the Communication Management Team, lead by COO. - Knowledge Community Management (KCM) coordinates on activities related to knowledge creation, exchange and management, including the organisation of a Knowledge Community with the Funded Projects. Parties that are Work Package Leaders and Task Leaders according to Work Package 5 of the Implementation Plan. The KCM is collaborating with the responsible counterparts in the TRI Managements, organised in the Knowledge Community Management Team, lead by KCM. - Impact Network Management (INM) coordinates on activities related to maximising exploitation and impact, including the organisation of an Impact Network. Parties that are Work Package and Task Leaders according to Work Package 6 of the Implementation Plan. The INM is collaborating with the responsible counterparts in the TRI Managements, orgnised in the Impact Management Team, lead by INM. The Coordinator shall interact with the CETPartnership Management in order to ensure the efficient implementation of the decisions of the GOB and fulfilment of the obligations according to the Initial Grant Agreement, the Related Grant Agreements and this Partnership Framework Consortium Agreement. In that respect the TRI Leading Experts, TRI Offices and Coordination Body Leads shall act as the Coordinator’s central counterparts. The responsible Parties, as well as the tasks shared with other Parties within the Work Packages, are described in detail in the Implementation Plan and the Annual Work Programs (see section 6.3.1). The CETPartnership Management shall report to and be accountable to the GOB. 6.2 General operational procedures for all Consortium Bodies 6.2.1 Representation in meetings Each member of a Consortium Body shall appoint a representative with a mandate of representation and decision- making (where applicable) on behalf of the Party and if applicable its Program Owner it is representing. Any Party which is a member of a Consortium Body (hereinafter referred to as "Member"):  is expected to be present or represented at any meeting of such Consortium Body as outlined in Section 6.2.2.1;  may appoint a substitute or a proxy to attend and vote (where applicable) at any meeting of such Consortium Body;  and shall participate in a cooperative manner in the meetings of such Consortium Body; 6.2.2 Preparation and organisation of meetings 6.2.2.1 Convening meetings The chairperson or lead of a Consortium Body (TRI Management Lead, Coordination Body Lead) shall convene the meetings of that Consortium Body. Consortium Body [Chair/Lead] Ordinary meeting Extraordinary meeting Governing Board (including all At least twice a year in the At any time requested by the Coordinator or configurations) course of the GEA upon written request of one of the [Coordinator] Meetings Coordination Bodies or TRI Management Leads or 1/3 of the Governing Board Members Budget Review Group Prior to the GOB meetings Prior to written decisions on financial matters [Coordinator] where decisions on financial matters are expected to be taken Transition Initiatives At least one meeting per Working meetings according to the timelines [TRI Management Lead] quarter of the Core Processes, to be described in the TRI Terms of Reference General Assembly Twice a year, back-to-back None [Chair & Co-Chairs] with GOB meetings v3-31.01.2023/Finalised 25.05.2023 22  CETPartnership Management At least one jour fixe per Regular jour fixe meetings as well as specific [Coordinator] month together with the working meetings according to the timelines Coordinator and the of the Core Processes, to be described in the Coordination Bodies; Management Manual (see section 6.3.1) TRI Managements At least one jour fixe per [TRI Management Lead] quarter together with the Coordinator, the Coordination Bodies Coordination Body Leads [Coordination Body Lead] and the TRI Management Leads Meetings of each Consortium Body may be held by tele- or videoconference, or other telecommunication means or be offered in hybrid format. 6.2.2.2 Notice of a meeting The chairperson or lead of a Consortium Body shall give written notice of a meeting to each member of that Consortium Body as soon as possible and no later than the minimum number of days preceding the meeting as indicated below. Consortium Body Ordinary meeting Extraordinary meeting Governing Board 90 calendar days 21 calendar days General Assembly 90 calendar days -- Transition Initiatives 30 calendar days 7 calendar days CETPartnership Management 30 calendar days 7 calendar days 6.2.2.3 Sending the agenda The chairperson of the GOB shall prepare and provide to each of the Governing Board Members an agenda no later than 21 calendar days preceding the meeting and 14 calendar days for extraordinary meetings. Any other Consortium Body shall prepare and provide to each member of that Consortium Body an agenda no later than 7 calendar days preceding the meeting and 1 calendar day for extraordinary meetings. In case where the quorum is not reached and the chairperson of the GOB has to convene another meeting in 21 calendar days, he/she shall give written notice of the new meeting to each Governing Board Member as soon as possible but no later than the minimum number of calendar days preceding the meeting as indicated above. 6.2.2.4 Agenda items Any agenda item requiring a decision by the Governing Board Members must be identified as such on the agenda for the Governing Board meeting. Any Governing Board Member may add an item to the original agenda by written notice to all of the other Governing Board Members up to 7 calendar days preceding the meeting (can be done via the Coordinator). Such agenda items need to be adopted at the beginning of the meeting by decision of the GOB. For any other Consortium Body, a member may add an item to the original agenda by written notice to the chairperson or lead of that Consortium Body up to 1 calendar day preceding the meeting. During a meeting the members of a Consortium Body present or represented can unanimously agree to add a new item to the original agenda. 6.2.3 Decision making by the Governing Board 6.2.3.1 Decisions without a meeting Any decision may be taken without a meeting if a) the chairperson of the GOB circulates by written procedure (including by e-mail or other electronic means) to all Governing Board Members a suggested decision with the supporting documentation of reason for decision making and the recommendation or alternatives and with a deadline for responses of at least 21 calendar days starting after receipt by a Party and v3-31.01.2023/Finalised 25.05.2023 23  b) the decision is agreed by the majority (> 50%) of all Parties that are entitled to vote for the specific decision item (GOB Configurations and their responsibilities see Section 6.3.2.3). For decisions to be taken without a meeting in a Call Specific Configuration of the GOB (see Section 6.3.2.3), the Tier 2 decision model as described in Section 6.2.3.2 shall be used by default. Decisions may also be taken via online voting tools, provided the online vote duly observes the principles of fairness, transparency, proper documentation, and confidentiality as required to ensure the same degree of reliability comparable to a vote held in a physical meeting. The chairperson of the Governing Board shall inform the Parties of the tool to be used for online voting at least 15 calendar days prior to any vote for each Party to make sure they have sufficient technical access and opportunity to cast their vote. The chairperson of the GOB shall immediately inform all Governing Board Members of the vote outcome. According to Section 6.2.3.3 a veto may be submitted up to 7 calendar days after receipt of the outcome of the vote. The decision will be binding after the chairperson of the GOB sends a notification to all Governing Board Members. The chairperson of the Governing Board will keep records of the votes and make them available to the Parties upon request. 6.2.3.2 Voting rules and quorum4 in meetings The Governing Board shall not deliberate and decide validly in meetings unless more than half (> 50%) of the voting rights for the specific item (means voting rights for the Governing Board configuration to decide on that item, in the case of the Call Specific Configuration it isTier 2 Decision Model as described below) are present or represented (quorum). Abstentions will be counted for the quorum. If the quorum is not reached, the chairperson of the Governing Board shall convene another ordinary meeting within 21 calendar days. If in this meeting the quorum is not reached once more, the chairperson shall convene an extraordinary meeting, which shall be entitled to decide even if less than the quorum of Governing Board Members is present or represented. Defaulting Parties may not vote. The Governing Board shall strive to make decisions by consensus. If consensus cannot be achieved, decisions on proposals shall be taken by voting according to the following voting rules: The Governing Board Plenary, the Governing Board Strategic Configuration and the Governing Board Grant Agreement Specific Configuration(s) (see Section 6.3.2.3) shall take decisions with a majority of two-thirds (equal or more than 2/3) of the votes cast. The vote is void in case that less than 2/3 of present votes are cast. The Governing Board Operative Configuration (see Section 6.3.2.3) shall take decisions with a majority of more than 60% of the votes cast. The vote is void in case that less than 60% of present votes are cast. The Governing Board Call Specific Configurations (see Section 6.3.2.3) shall take decisions by a two-tier approach:  Tier 1 Decision Model: Decisions shall be taken with a majority of more than 60% of the votes cast. The vote is void in case that less than 60% of present votes are cast.  Tier 2 Decision Model: In the absence of an agreement in the Tier 1 Decision Model, or before the adoption of the meeting agenda at the beginning of the meeting, any member of the Call Specific Configuration may request that decisions are made by way of the Tier 2 Decision Model, which reflects the respective funding commitments of the Governing Board Members as follows: - for decisions taken before the approval of the Joint Call Text by the GOB, the votes of a Governing Board Member shall be its regular votes according to Section 6.3.2, weighted with its National/Regional Financial Contribution as announced in the Annual Work Program for the year in which the Joint Call is planned to be launched; 4 Quorum-Wikipedia: https://en.wikipedia.org/wiki/Quorum%23:~:text=A quorum is the minimum,the business of that group v3-31.01.2023/Finalised 25.05.2023 24  - for decisions taken before the approval of the Final List of Projects To Be Funded for the specific Joint Call, the votes of a Governing Board Member shall be its regular votes according to Section 6.3.2, weighted with its National/Regional Financial Contribution as announced in the Joint Call text; - for decisions taken after the approval of the Final List of Projects To Be Funded for the specific Joint Call, the votes of a Governing Board Member shall be its regular votes according to Section 6.3.2, weighted with its National/Regional Financial Contribution according to the Final List of Projects To Be Funded. The regular votes shall be weighted in quantification steps as follows: With a National/Regional Financial Contribution of … … a Governing Board Member shall have … below 1 Million Euro one vote between 1 Million and ≤ 5 Million Euro two votes Between 5 Million and ≤ 10 Million Euro three votes more than 10 Million Euro four votes Decisions will only be binding once the relevant part of the minutes has been accepted according to Section 6.2.3.4. 6.2.3.3 Veto rights A Party which can show that its own work, time for performance, costs, liabilities, intellectual property rights or other legitimate interests would be severely affected by a decision of the Governing Board or a conclusion made by any other Consortium Body to propose a decision to the Governing Board, may exercise a veto with respect to the corresponding decision or relevant part of the decision. When the decision is foreseen on the original agenda, a Party may only veto such a decision during the meeting. When a decision has been taken on a newly added item to the agenda before or during the meeting, a Party may veto such decision during the meeting and within 15 calendar days after receipt of the draft minutes of the meeting. When a decision has been taken without a meeting, a Party may veto such decision within 15 calendar days after written notice by the chairperson of the outcome of the vote. In case of exercise of veto, the Governing Board Members shall make every effort to resolve the matter, which caused the veto to the general satisfaction of all Governing Board Members. A Governing Board Member may neither veto decisions relating to its identification to be in breach of its obligations nor to its identification as a Defaulting Party. The Defaulting Party may not veto decisions relating to its participation and termination in the consortium or the consequences of them. A Governing Board Member requesting to leave the consortium may not veto decisions relating thereto. 6.2.3.4 Minutes of meetings The chairperson of a Consortium Body shall produce written minutes of each meeting, which shall be the formal record of all decisions or conclusions taken. The chairperson shall send the draft minutes to all members of the Consortium Body within 10 calendar days of the meeting. The minutes of the Governing Board and the Transition Initiatives meetings shall be considered as accepted if, within 15 calendar days from receipt, no member of the Consortium Body has sent an objection to the chairperson with respect to the accuracy of the draft of the minutes or raised a veto within the meaning of Section 6.2.3.3 by written notice (e.g. also email with acknowledgement of receipt possible). For all other Consortium Bodies within 7 calendar days. The Consortium Management shall send the accepted minutes of Governing Board meetings to all the members of the Consortium Body, who shall retain copies of them. Minutes of all other Consortium Bodies shall be made available for information to all Parties. v3-31.01.2023/Finalised 25.05.2023 25 6.3 Specific operational procedures for the Consortium Bodies 6.3.1 Set of Core Management Documents The CETPartnership Management will interact internally and in its communication with the Governing Board using a set of Core Management Documents. These documents are meant to describe operational procedures and plans on different levels of detail, in order to appropriately support and simplify decision-making in the Governing Board as well as to support a well coordinated interaction between the Parties. 1. Implementation Plan The Initial Implementation Plan (Implementation Plan v1.0) is the Annex 1 - Description of the Action (part A and part B) and Annex 2 - Estimated budget for the action of the Initial Grant Agreement, supplemented by the long-term Budget Calculations in Section 7.6.1 (i) „Typical Envisaged Annual Coordination Cost“ and (ii) „Envisaged Distribution of Coordination Cost over years and Grant Agreements“ of this Partnership Framework Consortium Agreement. Updated versions of the Implementation Plan shall describe the actual long term planning of the CETPartnership beyond the Initial Grant Agreement. It shall particularly also include sound concepts how to address the interdisciplinary approach and crosscutting topics. It shall be approved by the Governing Board and be revised every two years or/and in accordance with the acknowledgement of Related Grant Agreements or Amendments to any of the Grant Agreements. In that respect it is a concise documentation of decisions taken by the GOB in relation to the long term planning, particularly including the Budgeting (see Section 7.6). The Coordinator together witht the CETPartnership Management will ensure compliance of the Implementation Plan with the Initial Grant Agreement and the Related Grant Agreements and/or any Amendments. Furthermore, the Coordinator together with the CETPartnership Management will ensure consistency with all other Core Management Documents. In cases where updates in the Implementation Plan may require updates of Grant Agreement Data, in the course of the reporting to the Granting Authority, the Coordinator will take action accordingly. In cases where changes in the Implementation Plan would trigger amendments to the Initial Grant Agreement or a Related Grant Agreement, the Coordinator will take action to confirm these changes with the involved Beneficiaries of the affected Grant Agreement as well as with the Granting Authority. Such changes can by nature only become binding as accepted by the Parties and the Granting Authority. The Implementation Plan shall comprise • a Description of the Action (DoA) at least to the degree of detail as required for the Initial and Related Grant Agreement(s) by the Granting Authority • Concepts for each of the Transition Initiatives, describing the scope, core activities and roles • a long term financial plan (2022-2032) including - estimates for the planned Coordination Costs and the allocation of resources to Work Packages and Tasks, respectively Sub Tasks in the Work Package “Thematic Management - Transition Initiatives”, broken down to Capacities and Distributed Resources - committed and indicated national/regional financial contributions - planned Parties’ Own Management Cost to be claimed and eligible for EC Co-fund - mapping of planned eligible costs to be claimed for EC Financial Contribution to the different Grant Agreements - the Initial Grant Agreement and Related Grant Agreements (EC-Top-Up for Funded Projects, Coordination Cost and Parties’ Own Management Expenses) • a Glossary with explanations of all relevant specific terms, definitions and abbreviations. 2. Annual Work Programs and Management Reports Annual Work Programs shall be prepared by the CETPartnership Management and approved by the Governing Board in the second half of each preliminary calendar year. Based on this planning the Parties involved in Coordination, Management and Support Activities are expected to implement the activities and claim related cost for remuneration. For the avoidance of doubt, it shall be explicitly noted that the Annual Work Programs are not related to a specific Grant Agreement, but comprise all activities to be implemented in a specific year. The Annual Work Programs shall comprise  A description of the planned activities for the specific year for each TRI and each Coordination Body, highlighting the specific goals to be achieved in the particular year and the related main activities; v3-31.01.2023/Finalised 25.05.2023 26   The planned Coordination Costs for these activities per Task for the Coordination Bodies, respectively per Sub Task for the TRI Managements (aggregation or diversification possible in accordance with the GOB);  The planned Parties’ Own Management Expenses to be claimed and eligible for EU Financial Contribution;  A management summary overview of budgets and planned costs for the specific year on the level of TRIs and Coordination Bodies as well as the relation to the long-term planning;  A summary showing, which of the eligible costs will be claimed under which Grant Agreement (the Initial Grant Agreement or one of the Related Grant Agreements);  Information on intended participation and level of engagement for Funding Partners in Transition Initiatives for the particular year. The Annual Work Program 2022 v1.0 has been delivered with the initial proposal for the Initial Grant Agreement. Management Reports shall be prepared by the CETPartnership Management and approved by the Governing Board in the first half of each subsequent year. Based on the approved Management Report the cost of Parties involved in Coordination, Management and Support Activities will be remunerated by the Coordinator. The annual Management Reports shall comprise  A description of the implemented activities for the specific year for each TRI and each Coordination Body, highlighting the specific achievements in the particular year as well as potential deviations from the respective Annual Work Program;  The related expenses incurred with the same level of detail as outlined in the respective Annual Work Program with explanation for potential deviations;  A management summary overview of expenses incurred for the specific year with the same level of detail as outlined in the respective Annual Work Program with explanation for potential deviations. 3. Terms of Reference (TOR) for each of the Transition Initiatives Terms of Reference for the cooperation of Parties participating in the Transition Initiatives shall be provided by the TRI Managements for each TRI, based on a harmonised model for all TRIs but with specific information for the particular TRI. The TOR shall be approved by the Governing Board. They shall be revised as needed- e.g. when the composition of the main responsible Parties to implement the TRI Management (TRI Leading Expert, TRI Office, Sub Task Leaders) are changing. They shall comprise  the organisation of the TRI, roles and responsibilities;  processes for thematic management and stakeholder management, development of Call Modules for Joint Calls, communication and dissemination, contribution to project progress monitoring, contribution to knowledge management, contribution to impact creation within the TRI;  procedures for finding consensus within the TRI and preparing for decisions to be taken by the GOB;  short description of the TRI mission, main processes and deliverables with reference to the Implementation Plan;  annual deliverables and milestones. 4. Management Manual A Management Manual shall be provided by the CETPartnership Management and approved by the Governing Board. It shall describe procedures for the cooperation of the Parties involved in Coordination, Management and Support Activities as well as provide guidance for all Parties. It shall comprise  A description of the Core Processes with milestones for a coordinated approach to the annual implementation cycles according to the Implementation Plan (e.g. call preparation and implementation, communication and dissemination, progress and project monitoring, outreach activities, Knowledge Community Management, Impact Network Management, development of Annual Work Programs and Management Reports, preparation of Governing Board meetings and General Assembly meetings);  The interrelation and interfaces between the Core Processes;  Internal coordination and communication procedures (e.g. Coordination Bodies and TRI Managements, standards for and classification of deliverables); v3-31.01.2023/Finalised 25.05.2023 27   Corporate Identity and (external) communication plan, including guidance for TRIs and Parties;  A “Programme Managers Handbook” for each Joint Call, which describes milestones and guidance for Funding Partners for a coordinated approach to the preparation and implementation of the Joint Call;  A manual for the digital collaboration platform, including the file sharing system. 5. Deliverables Specific documents (deliverables as outlined in the Implementation Plan) shall be prepared by the CETPartnership Management to contribute to processes, documents and reports. They shall comprise deliverables of the following categories  Deliverables to the Governing Board as a basis for monitoring, supervision and decision-making;  Deliverables to the Granting Authority to report according to the Initial and the Related Grant Agreements and monitoring requirements of the Granting Authority;  Deliverables for dissemination resulting in CETPartnership publications, to be adopted by the GOB;  Internal deliverables that provide interfaces between different Consortium Bodies and processes (e.g. contribution to planning and reporting from Coordination Bodies and TRIs). 6.3.2 Specific operational procedures for the Governing Board In addition to the rules described in Section 6.2, the following rules apply: 6.3.2.1 Members The Governing Board shall be composed of all Funding Partners (Beneficiaries and Associated Partners) of the Initial and the Related Grant Agreements as well as the Supporting Partners that are Beneficiaries. They shall nominate a representative to the Governing Board as well as a substitute in case of his/her absence. Institutional Couples of Program Owner(s) and Program Manager, who are jointly providing financial resources from the same national fund or budget shall together only nominate one representative and alternate. In case that several Program Owners would form institutional couples with the same Program Manager, each of these Institutional Couples shall nominate one representative and substitute, so a representation will apply per Program Owner. For subject matters described in Section 6.3.2.3 (in particular i.e. Scheduling of Joint Call and TRIs, Launch of a Joint Call, Approval of Terms of Referece for the TRIs) the representation therefore will apply per Program Owner. This applies for the following Parties of the Initial Grant Agreement. Country/Region Program Manager Program Owner Germany- North- Rhine Westphalia PtJ [ETN] (MWIKE - not Party) Germany PtJ [ESX] (BMWK- not Party) Austria FFG BMK Austria FFG Klima- und Energiefonds The Coordinator or the Co-coordinator will chair the meetings of the Governing Board. In their absence, any of the General Assembly vice chairs will chair the meetings. Each Party shall formally nominate in written form the names of their representatives and alternates to the Coordinator and keep him/her informed of any changes. The Parties agree to abide by all decisions of the Governing Board. This does not prevent the Parties from exercising their veto rights, according to 6.2.3.3 or from submitting a dispute to resolution in accordance with the provisions of Settlement of disputes in 13.8. 6.3.2.2 Tasks and Decisions The Governing Board is responsible for overseeing the overall direction and strategic development of the CETPartnership as well as the fulfilment of the provisions of the Initial Grant Agreement and the subsequent Related Grant Agreements. It shall take decisions in various Governing Board Configurations according to different categories of decisions to be taken. v3-31.01.2023/Finalised 25.05.2023 28 The following tasks shall be undertaken by the Governing Board and the Governing Board Members:  Strategic direction of the CETPartnership including orientation and decisions on the SRIA, the Implementation Plan (including any relevant updates) and Annual Work Programs;  Mandating the CETPartnership Management with the development and implementation of the Annual Work Plans;  Mandating the Coordinator to remunerate the Parties involved in Coordination, Management and Support Activities for their activities by approval of the annual Management Reports;  Establishing national/regional coordination mechanisms, including connecting to national and regional policies and programmes;  Communication and promotion as well as dissemination of the CETPartnership and its activities and outcomes at national and/or regional level;  Arrangements among Parties to take coordinated action at national and regional levels e.g. related to the alignment of national programmes, linking to national sector policies, mobilising and engaging stakeholders - particularly relevant intermediaries for the Impact Network;  Arrangements among Parties to take coordinated action in their own area of influence, e.g. according to provision of budgets for Joint Calls, project monitoring as well as monitoring related to the management of grants and brief their respective country representative in the Horizon Europe program configuration. 6.3.2.3 Governing Board Configurations and related categories of decisions The following voting rights apply to the different categories of decisions to be taken by the various Governing Board Configurations. The Governing Board Plenary for decisions concerning the CETPartnership as a whole. Each Member represented according to Section 6.3.2.1 shall have one vote. The following decisions shall be taken by the Governing Board Plenary:  Evolution of the CETPartnership o Acknowledgement of a Grant Agreement as Related Grant Agreement; o Entry of a new Party and approval of the settlement on the conditions of the accession of such a new Party; o Withdrawal of a Party and the approval of the settlement on the conditions of the withdrawal; o Identification of a breach by a Party of its obligations under this Partnership Framework Consortium Agreement or the Initial Grant Agreement or a Related Grant Agreement; o Declaration of a Party to be a Defaulting Party; o Remedies to be performed by a Defaulting Party; o Termination of a Defaulting Party’s participation and measures relating thereto; o Proposal to the Granting Authority for a change of the Coordinator; o Proposal to the Granting Authority for suspension of all or part of the CETPartnership; o Proposal to the Granting Authority for termination of the CETPartnership and the Partnership Framework Consortium Agreement; o Solving issues in the case of uncovered payments, utilising the Reserve Fund (see Section 7.9.3); o Adopt agenda items that have been added to the original GOB meeting agenda by any Governing Board according to Section 6.2.2.4.  Decision regarding the Joint Calls and Transition Initiatives o Scheduling of Joint Calls o Launch of a Joint Call o Approval of Terms of Reference for the Transition Initiatives  Appointments o Scheduling of the meetings of the Governing Board and the General Assembly o Adoption of the agenda of Governing Board meetings o Approval of the minutes of Governing Board meetings. v3-31.01.2023/Finalised 25.05.2023 29 The Strategic Configuration for strategic decisions concerning the SRIA and the strategic role of the CETPartnership in relation to European programs, particularly Horizon Europe, and other Horizon Europe Partnerships. Each EU member country or associated country shall have one vote. Representatives from different Parties from the same country have to coordinate and to cast one vote together. The following decisions shall be taken by this configuration:  Approval of revisions to the SRIA;  Collaboration with other initiatives and partnerships. The Operative Configuration for operative decisions, concerning the planning of activities as well as budget and financing. Only members represented according to 6.3.2.1 that are Funding Partners and at the same time Beneficiaries (i.e. excluding Supporting Partners and Associated Partners) shall have a vote. However, these members shall only have a vote, if their financial contribution to Funded Projects  as announced in the Work Program for the year in which a specific Joint Call is planned to be launched, for any Joint Call before the text of this Joint Call has been approved by the GOB;  or as announced in the approved text for any Joint Call, before the Final List of Projects To Be Funded for this Joint Call has been approved by the GOB;  or accumulated over all Final List of Projects To Be Funded that have been approved by the GOB is not zero. For the avoidance of doubt, within the meaning of Section 6.3.2.1 of this Partnership Framework Consortium Agreement if one of these Parties represent more than one Program Owner, then this Party is entitled to have as many votes as Program Owners represented by this Party (for Tier 2 Decision Model: each weighted with the budget of the respective Program Owner). For Institutional Couples only the Program Manager needs to be a Beneficiary. The following decisions shall be taken by this configuration:  Approval of the Implementation Plan;  Approval of the Annual Work Programs;  Approval of the Annual Management Reports;  Approval of the Management Manual. The Call Specific Configuration for decisions related to a specific Joint Call (e.g. timelines, call topics and text, guidelines and rules for participation, Final List for Projects To Be Funded). Only Members represented according to 6.3.2.1 that are Funding Partners (Beneficiary or Associated Partner) involved in the specific Joint Call by providing funding for transnational projects shall have a vote. The following decisions shall be taken by this configuration:  Approval of the call specific Programme Managers Handbook;  Approval of particular Call Modules including specific requirements for proposals, exclusively by the Funding Partners dedicating budget to the specific Call Module;  Approval of the publishable text of the Joint Calls composed of the approved Call Modules and additional general text parts;  Approval of general guidelines and rules for submitting proposals to the Joint Call;  Approval of the Final List of Projects To Be Funded, selection based on Section 8.3.6. The Grant Agreement Specific Configuration for decisions related to the Grant Agreement affected (be it the Initial Grant Agreement or one of the Related Grant Agreements). Only Members represented according to 6.3.2.1 that are Beneficiaries (Funding Partner or Supporting Partner) to the particular Initial Grant Agreement or Related Grant Agreement shall have one vote. For Institutional Couples only the Program Manager needs to be a Beneficiary to the Initial Grant Agreement or Related Grant Agreement(s).  Content, finances and intellectual property rights on Grant Agreement level;  Proposals for changes to Annexes 1 and 2 of the particular Initial Grant Agreement or Related Grant Agreement(s) affected, to be agreed by the Granting Authority;  Changes to the Description of the Action (DoA) - Annex1 (Part B) of the Initial Grant Agreement or the affected Related Grant Agreement. v3-31.01.2023/Finalised 25.05.2023 30 6.3.3 Specific operational procedures for the Budget Review Group (BRG) In order to achieve a flawless execution of the financial management and to reach a common understanding and interpretation of all budget related figures in Annual Work Programs and Annual Management Reports, a Budget Review Group, appointed by the Governing Board, shall serve as an advisor to the Governing Board in these matters. BRG Members shall be volunteering Governing Board Members that are not involved in the implementation of Coordination, Management and Support Activities. The CETPartnership Management will support the BRG by preparing information, coordination and advice to the BRG. The BRG shall nominate a speaker among its BRG Members in order to ensure a neutral and independent reporting to the Governing Board. Duties of BRG Members:  look over and cross-check the financial reporting of the Annual Management Reports;  look over and cross-check the financial planning of Annual Work Programs;  revise documents and files with financial information provided by the CETPartnership Management;  provide feedback to the CETPartnership Management;  report to the Governing Board via a short summary at the Governing Board meetings, where related decisions are to be taken (in particular approval of Annual Work Programs and Management Reports) about these checks and eventually formulate recommendations with regard to improving the financial management;  eventually provide advice in budget related questions to reach a consensual and harmonized execution of all financial procedures and processes. There are no physical meetings foreseen. If there are financial related topics, which have to be prepared for the Governing Board meeting, there will be a web-based meeting organised by the Coordinator at least 14 calendar days ahead of the Governing Board meeting. 6.3.4 Specific operational procedures for the Transition Initiatives The TRIs shall develop respective modules for the Joint Calls for projects as well as interact with stakeholder groups on national and EU level, other initiatives and European partnerships under Horizon Europe, as well as Funded Projects in the field as described in the Implementation Plan and the Annual Work Programs. Each of the TRIs shall be led by a Leading Expert and supported by a TRI Office. The TRI Management may be supported by Supporting Partners (can also provide the Leading Expert or be responsible for the TRI Office). The operational procedures of the TRIs as well as the approach to reach consensus among the Parties participating in the TRIs shall be regulated in Terms of Reference (see Section 6.3.1 on “Set of Core Management Documents”), to be approved by the Governing Board. 6.3.5 Specific operational procedures for the General Assembly In addition to the rules described in Section 6.2, the following rules apply: 6.3.5.1 Members The General Assembly is a forum of all Parties, their Affiilated Entities, as well as their Subcontractors that are actively collaborating in the CETPartnership and/or contributing to the implementation of Coordination, Management and Support Activities. This includes all types of Partners as Funding Partners, Supporting Partners and Associated Partners. In addition, representatives of the European Commission Directorate General for Energy (DG ENER) and Directorate Research and Innovation (DG RTD) will be invited to participate in the General Assembly. Regular Governing Board meetings will be organised as an integral part of the bi-annual General Assembly meetings. All Parties that do not have a seat in the Governing Board will, by that, become observers in those meetings. The General Assembly shall consist of at least one representative of each Party (hereinafter General Assembly Member), which is the Governing Board Member of the Party. All Parties are invited to nominate more members from their own staff, their Affiliated Entities or Subcontractors that are involved in the implementation of the CETPartnership. The Coordinator and/or the Co-coordinator shall (co-)chair the meetings of the General Assembly, supported by elected vice chairs. The Governing Board shall specify number and duties of vice-chair positions as well as nominate and elect vice-chairs. v3-31.01.2023/Finalised 25.05.2023 31 6.3.5.2 Tasks The following tasks are to be performed by the General Assembly:  Ensuring transparency of activities and decisions by providing presentations, reports and analyses on outcomes and latest developments within the CETPartnership;  Striving for consensus amongst all Parties by providing opportunities for discussion and interpretation of these inputs;  Hosting meetings of the Governing Board. 6.3.6 Specific operational procedures for the Coordinator The Coordinator shall be the intermediary between the Parties and the Granting Authority and shall perform all tasks assigned to the Coordination as described in the Implementation Plan, the Grant Agreement(s) and in this Partnership Framework Consortium Agreement. In particular, the Coordinator shall:  monitor the implementation and progress of the CETPartnership in collaboration with the CETPartnership Management;  implement financial internal cost and budget controls to limit any kind of financial risks;  monitor compliance by the Parties with their obligations under this Partnership Framework Consortium Agreement and the Grant Agreement(s);  convene and chair Governing Board, General Assembly and CETPartnership Management meetings;  keep the address list of members of all Consortium Bodies and other contact persons updated and available;  collect, review relevant information & data to verify consistency; submit reports, other deliverables (including financial statements and related certifications), milestones and Grant Agreement(s) specific documents as requested to the Granting Authority and the Governing Board;  act as the intermediary for all communications between the Governing Board and the CETPartnership Management, being responsible to organise the efficient implementation of GOB decisions;  act as the intermediary for all communications between the consortium and the Granting Authority, unless the Grant Agreement(s) specifies otherwise, and in particular: o submit the pre-financing guarantees to the Granting Authority (if any); o request and review any documents or information required and verify their quality and completeness before passing them on to the Granting Authority; o submit the deliverables and reports to the Granting Authority; o inform the Granting Authority about the payments made to all of the Beneficiaries of the Grant Agreement(s) (report on the distribution of payments); o distribute the payments received from the Granting Authority to all of the Beneficiaries without unjustified delay; o transmit documents and information connected with the CETPartnership to any other Parties concerned; o administer the Financial Contribution and fulfil the financial tasks described in Section 7.2.; o provide, upon request to the Parties official copies or originals of documents that are in the sole possession of the Coordinator when such copies or originals are necessary for the Parties to present claims. If one or more of the Parties is late in submission of any CETPartnership deliverable, the Coordinator may nevertheless submit the other Parties’ deliverables and all other documents required by the Initial Grant Agreement or any of the Related Grant Agreements to the Granting Authority in time. If one or more of the Parties involved in the CETPartnership Management is late in contribution to any deliverable, the Coordinator may nevertheless submit an incomplete version of the deliverable with the content provided by the other Parties involved in Coordination, Management and Support Activities and all other documents required by the Governing Board to the Governing Board in time. If the Coordinator fails in its coordination tasks, the Governing Board may propose to the Granting Authority to change the Coordinator. v3-31.01.2023/Finalised 25.05.2023 32 The Coordinator shall not be entitled to act or to make legally binding declarations on behalf of any other Party or of the consortium, unless explicitly stated otherwise in the Grant Agreement or this Partnership Framework Consortium Agreement. The Coordinator shall not enlarge its role beyond the tasks specified in this PFCA and in the Initial Grant Agreement or any of the Related Grant Agreements. The Coordinator Party No1 Austrian Ministry of Climate Action (BMK) delegates the following tasks to Party No2 the Austrian Research Promotion Agency (FFG) with the authorisation to administer (FFG is controlled by BMK) according to Article 7 in the Annotated Model Grant Agreement:  act as the intermediary for all communications between the consortium and the Granting Authority, unless the Grant Agreement or Granting Authority specifies otherwise, and in particular: - submit the pre-financing guarantees to the Granting Authority (if any); - request and review any documents or information required and verify their quality and completeness before passing them on to the Granting Authority - submit the deliverables and reports to the Granting Authority; - inform the Granting Authority about the payments made to the other beneficiaries (report on the distribution of payments; if required, see Articles 22 and 32 of the Grant Agreement) under the Initial or Related Grant Agreement.  distribute the payments received from the Granting Authority to the other Beneficiaries without unjustified delay (see Article 22 of the Grant Agreement).  If requested by BMK: Coordinate and carry out procurements on behalf of the Coordinator and sign contracts with third parties on behalf of the Coordinator. The work of FFG is described in detail in Task 1.2: “Consortium Management of the Implementation Plan”. 6.3.7 Specific operational procedures for the CETPartnership Management In addition to the rules described in Section 6.2 the following rules apply: 6.3.7.1 Members Members of the CETPartnership Management are the Work Package Leaders, Task and Sub-Task Leaders according to the Implementation Plan. The interaction of the Coordinator, the Coordination Bodies and the TRIs will be organised in various Management Teams to be described in detail in the Management Manual. These teams are different configurations of the Management members according to the implementation of various Core Processes and coordination tasks, following the management and Work Package structure with their interfaces as described in the Implementation Plan, Section 3: Quality and Efficiency of the implementation. The number and composition of the Management Teams may be adjusted according to actual needs and experiences, to be described in the Management Manual, up for approval by the Governing Board. These Management teams shall be organised and their meetings shall be chaired by the respective responsible Lead of the Coordinating Body (Work Package Leader). The Parties involved in the CETPartnership Management shall in addition to their responsibilities as a Party, perform the tasks assigned to them as described in the Implementation Plan and the related Annual Work Programs. 6.3.7.2 Tasks The general tasks of the CETPartnership Management include the following: • Overall coordination and management of the CETPartnership in order to implement the Implementation Plan and the Annual Work Programs effectively and efficiently, in close collaboration with the Coordinator and in accordance with the decisions of the Governing Board; • Ongoing monitoring of the successful leverage of EU Financial Contribution through the Joint Calls and through the direct and indirect costs for implementation of the Implementation Plan and by the Parties; • Monitoring of the effective and efficient implementation of the CETPartnership and input to the overall monitoring process of Horizon Europe partnerships on a European level, as established by the Granting Authority. v3-31.01.2023/Finalised 25.05.2023 33 Leads of Coordinating Bodies (Work Package Leaders) are responsible • To organise the task sharing within their Coordinating Body according to their Work Package Description in the Implementation Plan; • for the timely contribution of their Work Package to the Core Processes described in the Implementation Plan including deliverables; • to organise the coordination with and among the TRIs on the aspects relevant for their Work Package; • to provide guidance enabling the TRIs to contribute to the Core Processes in a target oriented and timely manner. Section 7: Financial provisions 7.1 General Principles 7.1.1 The financial model (Overview) Financial contributions to implement the CETPartnership are provided: (A) by the Funding Partners in the form of support to Funded Projects from their own funds (National/Regional Financial Contribution). Such contributions are transferred from the National/Regional Program Managers directly to a third party that is participating in a Funded Project; (B) by the Granting Authority (EU Financial Conribution) in the form of funding from the Horizon Europe program. These contributions are transferred from the Granting Authority or its responsible agency to the Coordinator. The EU Financial Contributions are provided according to a. contributions to eligible Project Participants, by any of the Beneficiaries (calculated as 30% of eligible [National/Regional Financial Contribution + EU Financial Contribution] transferred to Project Participants); b. expenses of any of the Beneficiaries for the implementation of Coordination, Management and Support Activities (calculated as 30% of eligible Coordination Cost); c. expenses of any of the Beneficiaries to collaborate, contribute to and participate in the CETPartnership activities (calculated as 30% of eligible Parties’ Own Management Expenses); according to the regulations determined in the Initial Grant Agreement, the Related Grant Agreements and their annexes. Expenses to be borne from the EU Financial Contribution are the following: Coordination Cost shall be remunerated to the respective Parties to the full extent, including all arising direct and indirect cost (see Section 7.5). These costs will be directly deducted from the received EU Financial Contribution. The remuneration shall be transferred from the Coordinator to the respective Parties according to the cost reported in the Annual Management Reports as approved by the Governing Board. Parties’ Own Management Expenses are expected to be in-kind contributions from Funding Partners. In cases where this is Needed to enable the Party to participate in the CETPartnership activities, such expenses can be compensated to Beneficiaries to the extent of contribution actually received from the Granting Authority for these cost (30% of eligible costs, see Section 7.5). These fundings (30% of eligible cost) will be directly deducted from the received EU Financial Contribution. The EU Financial Contribution shall be transferred from the Coordinator to the respective Beneficiaries accordingly. EU-Top-Up for Funded Projects will be provided by distributing the remaining EU Financial Contribution from the Granting Authority, after deduction of the Coordination Costs and EU Financial Contribution for Parties’ Own Management Expenses (see also Section 7.5) among the Parties as according to - the financial contribution the Party provides to Project Participants, as claimed in the Initial Grant Agreement or any of the Related Grant Agreements and approved by the Granting Authority and - according to the Mixed Mode Funding Model that applies as described in Section 8 of this Partnership Framework Consortium Agreement. v3-31.01.2023/Finalised 25.05.2023 34 A Party’s share of the EU-Top-Up for Funded Projects will be transferred from the Coordinator to the Party. It then has to be transferred to the Project Participant(s) by the respective Party (national/regional Program Manager). It will remain upon the discretion of the Party at which point in time the EU-Top-Up For Funded Projects will be transferred to the Project Participants. For the avoidance of doubt, it is not the obligation of the Coordinator to transfer any funds directly to the Funded Projects. The amounts listed below give an indication of the envisaged use of the EU Financial Contribution after deduction of the Coordination Cost and Parties’ Own Management Expenses received under the Initial Grant Agreement, according to Section 7.6.1 (i) and (ii): Table 1: Global estimation for the use of the EU Financial Contribution received under the Initial Grant Agreement Estimate of the EU Financial Contribution 1) Coordination Cost eligible for EU Financial Contribution under the Initial Grant Agreement) according to Section 7.6.1 (i) and (ii), see Table 4 (GA1) of this PFCA ~ 16.000.000 € EU Financial Contribution for Coordination Cost (30%) ~ 4.800.000 € Coordination Cost to be covered by the EU-Top-Up for Funded Projects ~ 11.200.000 € 2) national/regional funding commitments according to Section 7.6.3 ~ 200.000.000 € Call Budget (nat.+ EU) = Max. theoretical contribution to third parties = ~ 270.000.000 € (1+ 0,3 : 0,7) * (national/regional funding commitments minus Coordination Cost to be covered by the EU-Top-Up for Funded Projects) expected final contribution to third parties: ~80% of max. ~ 216.000.000 € according to ERA-Net experience expected requested EU-Top-Up For Funded Projects = 30% of ~ 64.800.000 € expected contribution to third parties 3) Parties’ Own Management Expenses according to section 7.6.2, eligible for EU ~ 1.500.000 € Financial Contribution EU Financial Contribution for Parties’ Own Management Expenses (30%) ~ 450.000 € Total EU Financial Contribution: ~ 70.000.000 € Distribution of EU Financial Contribution Total available EU Financial Contribution (=maximum Grant Amount) 70.000.000 € minus Coordination Cost ~ 16.000.000 € minus 30% of Parties’ Own Management Expenses - ~ 450.000 € Remaining EU-Top-Up For Funded Projects to be distributed to national/regional ~ 53.550.000 € Program Managers for projects Net EU Top-Up funding rate under Initial Grant Agreement ~25% [EU-Top-Up For Funded Projects/expected contribution to third parties] v3-31.01.2023/Finalised 25.05.2023 35 7.1.2 Distribution of the EU Financial Contribution As described in Section 7.1.1 the Parties agree to use part of the EU Financial Contribution to co-fund the Funded Projects selected through the Joint Calls. Part of the EU Financial Contribution will be used to cover the expenses for Coordination, Management, and Support Activities and Parties’ Own Management Expenses. The Governing Board will control these cost by revision and approval of the Implementation Plan, the Annual Work Programs and the Annual Management Reports. These management documents together with the establishment of the Budget Review Group will enable the Governing Board to steer and control the implementation as well as the use and allocation of financial and personnel resources. The EU Financial Contribution shall be distributed by the Coordinator according to: - the expenses of a Party and its contribution to Project Participants, as described in Section 7.1.1, - the approval of claimed cost and reports by the Granting Authority, and - the provisions of payment in Section 7.2, 7.3 and 7.4, 7.5. 7.1.3 Justifying Costs towards the Granting Authority In accordance with its own usual accounting and management principles and practices, each Party shall be solely responsible for justifying its costs (and those of its Affiliated Entities, if any) with respect to the CETPartnership towards the Granting Authority. Neither the Coordinator nor any of the other Parties shall be in any way liable or responsible for such justification of costs towards the Granting Authority. 7.1.4 Financial Consequences of the termination of the participation of a Party A Party leaving the consortium shall refund to the Coordinator any payments it has received except the amount of contribution approved by the Governing Board and accepted by the Granting Authority. In addition, a Defaulting Party shall, within the limits specified in Section 5.2 of this Partnership Framework Consortium Agreement, bear any reasonable and justifiable additional costs occurring to the other Parties in order to perform the Defaulting Party’s task and necessary additional efforts to fulfil them as a consequence of the Party leaving the CETPartnership. The Governing Board should agree on a procedure regarding additional costs, which are not covered by the Defaulting Party or the Mutual Insurance Mechanism. 7.2 Payments Payments to Parties are the task of the Coordinator. FFG in its role as Consortium Management is acting with an authorisation to administer (see Section 6.3.6) on behalf of the Coordinator in this regard. Related banking and transaction costs are borne by the receiving Party. The Parties agree that any custody fees to be paid by the Coordinator for the administration of the EU Financial Contribution administered on behalf of the CETPartnership shall be borne by the Parties. In particular, the Consortium Management shall: - notify the Party concerned promptly of the date and composition of the amount transferred to its bank account, giving the relevant references; - perform diligently its tasks in the proper administration of any funds and in maintaining financial accounts; - undertake to keep the EU Financial Contribution separated from its normal business accounts, its own assets and property, except if it is a Public Body or is not entitled to do so due to statutory legislation. With reference to Article 22.3.4 of the Grant Agreement, no Party shall before the transfer of the final payment for a Grant Agreement from the Granting Authority to the Coordinator, receive more than its allocated share of the maximum grant amount less the proportionate expenses for Coordination Cost, less the amounts retained by the Granting Authority for the Mutual Insurance Mechanism as well as for the final payment. The payment schedule will be handled in accordance with the provisions of this Partnership Framework Consortium Agreement (see Section 7.4). 7.3 Withholding of Payments The Coordinator is entitled to withhold any payments due to a Party identified by the Governing Board to be in breach of its obligations under this Partnership Framework Consortium Agreement or the Initial Grant Agreement or any of the Related Grant Agreements or to a Beneficiary that has not yet signed this Partnership Framework Consortium Agreement. v3-31.01.2023/Finalised 25.05.2023 36 The Coordinator is entitled to recover any payments already paid to a Defaulting Party except the costs already claimed by the Defaulting Party and accepted by the Granting Authority. The Coordinator is equally entitled to withhold payments to a Party, when this is suggested by or agreed with the Granting Authority. 7.4 Payment schedule Reimbursement of Coordination Cost (as indicated in 7.1.1) shall be paid to the involved Parties upon approval by the Governing Board in separate instalments as agreed below: - 50 % first part payment of the planned Coordination Cost according to an approved Annual Work Program, no later than 30 calendar days after its approval by the Governing Board, starting on receipt of the first pre- financing payment by the Granting Authority to the Coordinator; - 30% second part payment of the planned Coordination Cost according to the approved Annual Work Program, no later than 31st January of the following year, starting on receipt of the first pre-financing payment by the Granting Authority to the Coordinator. In case that the envisaged annual Coordination Cost would deviate more than 20% from the planned Coordination Cost, the Party shall inform the Coordinator not later than 31st December of that same year. In such case the Coordinator may adjust the part payment accordingly; - balance of the reported cost according to the approved Annual Management Report, no later than 30 calendar days after its approval by the Governing Board, starting on receipt of the first pre-financing payment by the Granting Authority to the Coordinator; - Limited to the extent of financial resources made available by instalments by the Granting Authority and in accordance with the rules as determined in the Grant Agreement(s) regarding the Mutual Insurance Mechanism and the final payment; - For the avoidance of doubt, the provisions of Section 7.7 on excess payments and revenues apply. Funding of Parties’ Own Management Expenses (as indicated in 7.1.1) shall be paid to the respective Parties upon approval by the Granting Authority in separate instalments as agreed below: - Amount of funding according to cost reported in the course of a periodic report as planned in any of the Grant Agreements and as approved by the Granting Authority. - No later than 30 calendar days after transfer of the interim payment according to the periodic report from the Granting Authority to the Coordinator. - Agreements limited to the Parties’ Own Management Expenses planned in the Implementation Plan and the Annual Work Programs as approved by the Governing Board. EU-Top-Up for Funded Projects shall be paid to Parties funding the Funded Projects. The amount to be transferred to Parties shall be determined after deducting the planned Coordination Cost and EU Financial Contribution for Parties’ Own Management Expenses as described in 7.1.1. The remainder shall be paid in separate instalments as agreed below: - 50 % of the funding for Funded Projects resulting from a Joint Call on receipt of the pre-financing payment by the Granting Authority resulting from the Periodic Report to the Granting Authority in which the Final Selection List of Projects from the respective Joint Call has been reported, - 30% of the funding for Funded Projects resulting from a Joint Call on receipt of the pre-financing payment by the Granting Authority resulting from the Periodic Report to the Granting Authority in which the updated financial data of Projects from the respective Joint Call has been reported, - 15 % of the funding for Funded Projects resulting from all Joint Calls covered by the relevant Initial or Related Grant Agreement, on receipt of the payment of the balance for this Grant Agreement, - 5 % of the funding for Funded Projects resulting from all Joint Calls covered by the relevant Initial or Related Grant Agreement, on receipt of the payment of the Mutual Insurance Mechanism of the relevant Grant Agreement. The reporting periods to the Granting Authority are determined in the applying Initial or Related Grant Agreement. v3-31.01.2023/Finalised 25.05.2023 37 Table 2: CET Partnership Payment schedule from the Coordinator to the Parties under the Initial Grant Agreement Cash flow Cash flow from EU-Top-Up for Remuneration Parties’ Own from Year Granting Authority to Funded of Coordination Management Coordinator Coordinator Projects Cost Expenses to Parties [payments based on the [payments initial List of [payments based [pro rata [payments based on based on Projects To Be on Annual distribution for Periodic Reports to the Periodic Reports Funded and Management each cost Granting Authority] to the Granting annual Reports] category] Authority] Monitoring Reports] in € in € in € in € in € approx. 3.000.000 € Pre- 2022 20.000.000 financing - - 3.000.000 € 50% of 6.000.000 € (30%) RP 1 close 13.387.500 € 5.750.000 € ~ 112.500 € at M14 * (50% of 26,775 2023 10.000.000 50% of 6.000.000 € 25% of ~ 450.000 € 19.250.000 € (approx. Mio ) 42%) + 50% of 5.500.000 € RP 2 close 13.387.500 € 3.750.000 € ~ 112.500 € at M24 ** (50% of 26,775 2024 20.000.000 50% of 5.500.000 € 25% of ~ 450.000 € 17.250.000 € (approx. Mio ) 71%) + 50% of 2.000.000 € 1.750.000 € ~ 67.500 € 2025 - 50% of 2.000.000 € 15% of ~ 450.000 € 1.975.000 + 50% of 1.500.000 € RP 3 close 16.065.000 1.250.000 € ~ 67.500 € at M50 *** 30% of 53,550 2026 5.000.000 (approx. Mio € 50% of 1.500.000 € 15% of ~ 450.000 € 17.225.000 € 78%) + 50 % of 1.000.000 RP 4 close 500.000 € ~ 45.000 € 2027 5.000.000 at M 66 - 650.000 (85%) 50 % of 1.000.000 10% of ~ 450.000 € RP 5 close 7.032.500 € ~ 45.000 € 10.000.000 at M 80 - 8.025.000 (100%) (15% of 53,550 Mio) 10% of ~ 450.000 € 2028 receipt of Mutual Insurance 2.677.500 € Mechanism payment - - 2.625.000 (5% of 53,550 Mio) Total 70.000.000 - 53.550.000 € 16.000.000 € ~ 450.000 € 70.000.000 € in € € please note: all figures are preliminary and depend on the outcome of the Joint Calls 2022 & 2023 under the Intial Grant Agreement * Call 2022: 50% of the expected from Call 2022 ** Call 2023: 50% of the expected from Call 2023 *** 30% of total, in order to reduce admin = Coordination Cost v3-31.01.2023/Finalised 25.05.2023 38 7.5 Justifying Coordination Cost and Parties’ Own Management Expenses Coordination Cost Only the Parties indicated in the Annual Work Programs may claim Coordination Cost to the extent reported in the Annual Management Reports as approved by the Governing Board. These shall also comprise the break down to each of the Parties involved in the implementation of Coordination, Management and Support Activities as well as the break down to cost categories (see Section 6.3.1). Coordination costs are only eligible if they have incurred between 1st November 2021 and the submission of the final report for the latest ending Related Grant Agreement to the Granting Authority. 100 % of the personnel cost actually incurred by the Party during the Project duration and recorded in accordance with the usual time recording, accounting and calculation rules will be reimbursed. The daily rates shall be used for this purpose. The calculations shall be disclosed at the request of the Coordinator. The invoiced daily rates include all services, assistance services, costs, charges and fees associated with the provision of the contractual service and generally all services, assistance services, costs, charges and fees associated with the achievement of the contractual objectives, even if they are not listed separately in this contract, but are necessary to achieve the contractual performance. These include, for example, personnel, material and IT costs for office operations, insurance, imputed costs (e.g. interest, risks), expenses for personnel management, work meetings and corresponding presentations. Directly attributable material costs (in particular travel costs and event costs) are reimbursed separately. If the Party is liable to pay VAT - comply with the national applicable tax law - the reimbursement of costs shall be increased by the VAT to be shown in the reporting by the Party and to be paid to the tax office. This shall also apply to cash expenses, in each case less the items invoiced to the Party itself and therefore to be claimed by it as input tax. Parties’ Own Management Cost In cases where this is Needed to enable the Party to participate in the CETPartnership activities, Parties’ Own Management Expenses can be compensated in case the Party is a Beneficiary and only to the extent of the actually received EU Financial Contribution for these cost claimed by the respective beneficiary in any of the Grant Agreements and approved by the Granting Authority. Parties shall only claim such expenses for activities as described under “Standard Activities” in the Implementation Plan. For general orientation, it is expected that Parties would claim such expenses in any Grant Agreement in relation to the expected minimum of 10 person months per Joint Call that is subject to the Grant Agreement. However, claimed expenses can be higher if needed, planned in the Implementaton Plan and in the Annual Work Programs and approved by the Governing Board. Only Parties’ Own Management Expenses planned in the Annual Work Programs may be claimed under the Related Grant Agreements to the extent outlined in the Annual Management Reports as approved by the Governing Board. Parties’ Own Management Expenses are eligible for funding from the Granting Authority if they have incurred between the official start date of the respective Grant Agreement and the submission of the final report for this same Grant Agreement. Reporting Coordination Cost and Parties’ Own Management Expenses shall be reported to the Governing Board on an annual basis within the Annual Management Reports, using the following cost categories: - Personnel costs - Subcontracting costs (only applicable for Coordination Cost) - Purchase costs - Indirect costs as eligible to be claimed to the Granting Authority - Additional overheads and taxes (only applicable for Coordination Cost) 7.6 Budgeting The planning of activities and related resources shall be based on the following principles: - The Core Processes as described in the Implementation Plan- “Initiate and Finance Funded Projects”, “Project and Program Monitoring”, “Knowledge Creation”, “Maximising Exploitation and Impact”, “European and International Cooperation”, “Communication and Dissemination” - are multi-annual processes, based on the v3-31.01.2023/Finalised 25.05.2023 39  multiannual prospering of the Funded Projects resulting from a specific Joint Call, from their initiation, submission, selection, and financing to knowledge creation and management, dissemination and exploitation. Such a multiannual process starts every year, with the preparation and implementation of the Joint Call. - The work planning is organising these overlapping multiannual processes in interlinked “Annual Programming and Monitoring Cycles” as described in the Implementation Plan. - The Implementation Plan comprises an overarching work plan, that is focusing on establishing the core structures, processes and practises. It is following the original assumption, that the CETPartnership will implement annual Joint Calls from 2022 to 2027. It will be refined and further developed during its implementation, ensuring synergies and learning, resulting in elaborated key concepts and routines. - Activities are planned in detail on a yearly basis in the Annual Work Programs, following these routines while taking into account the actual portfolio of Funded Projects, strategic directions and decisions from the Governing Board as well as the status of the initiative achieved and the available financial and personnel resources provided by the Parties. The 1st Annual Work Program 2022 has been delivered as an annex to the proposal, and became part of the Initial Grant Agreement. The preparation phase from November 2021 to the official start date of the Initial Grant Agreement was integrated in this first Annual Work Program. The Parties have reached consensus to remunerate the related Coordination Cost based on the first Annual Management Report. - The Governing Board always remains responsible to adjust the work planning and the related resources as proposed by the CETPartnership Management according to the actual situation. The Coordinator shall design a financial reporting scheme that includes the data needed from each Party. It shall enable the CETPartnership Management and the Governing Board to monitor the balance between the available EU Financial Contribution on the one hand and the used and planned financial resources on the other hand. It shall support the related decision making in the Governing Board, supported by its Budget Review Group. It shall enable the Coordinator to trigger early warnings reported to the Governing Board and take actions decided by the Governing Board to mitigate financial risks. - Capacities are personnel resources for the CETPartnership Management, which are allocated to TRI Management Leaders (particularly TRI Offices) and Coordination Body Leads (the Parties that are Work Package Leaders according to the Implementation Plan). These Parties hold main responsibility to implement the CETPartnership Management (see also Section 6.3.7). Capacities are meant to provide the basic management backbone, facilitating the implementation of the planned annual Joint Calls from 2022 – 2027 and follow-up activities (incl. knowledge creation, sharing and management as well as maximising exploitation and impact). They are planned to ensure a seamless, reliable, sustainable and highly efficient implementation of the CETPartnership over the whole duration of the CETPartnership. The build-up of these Capacities is of utmost importance in order to attract highly skilled and sustainable staff, co-developing the complex, highly dynamic and interlinked core procedures from the very beginning and incorporating their design and the learnings to be gained. Major efficiency gains will be made by that. Therefore, the budgeting shall give planning security to the responsible Parties. - Additional Distributed Resources shall be shared with other Parties that are also contributing to Coordination, Management and Support Activities, planned to provide additional resources for the CETPartnership Management, to reach the highly ambitious goals of the CETPartnership. The TRI Management Leaders and Coordination Body Management Leaders are responsible for the detailed planning of the task sharing in the Implementation Plan as well as on a yearly basis (Annual Work Programs), including the allocation of the resources. The “Distributed Resources” are calculated based on the specific efforts related to a specific Joint Call and its follow-up activities. They also include all Subcontracting, Travel and Purchase Cost (e.g. for External Experts for project evaluation, meetings and events, ICT equipment and tools), part of which are required to fulfil the obligations towards the Granting Authority to a reasonable extent. Part of the “Distributed Resources” are expected to scale (up or down), according to the number of funded projects to be served, number of Funding Partners in the particular Joint Calls to be served, number and size of Independent Expert Panels, number and size of working groups in the Knowledge Community as well as quantity and ambition of other accompanying activities planned. v3-31.01.2023/Finalised 25.05.2023 40 7.6.1 Coordination Cost Coordination Cost for the implementation of the CETPartnership have been calculated on the following assumptions: - The Parties intend to implement the CETPartnership and the planned annual Joint Calls from 2022 to 2027, as indicated in the first proposal, that has been published by the Granting Authority on the CORDIS Website on 8th June 2020. - The Parties intend to implement the CETPartnership according to the formulated goals and ambitions in the Initial Implementation Plan (sections “Excellence” and “Impact”) and according to the extrapolation of the Coordination, Management and Support Activities as outlined in the Implementation Plan (section “Quality and Efficiency of Implementation”). - European Member States and the Granting Authority are planning to co-fund the annual Joint Calls from 2023 to 2027 via the Related Grant Agreements and allocate sufficient budget in the Horizon Europe Work Programmes for this purpose. - The Parties intend to acknowledge additional Grant Agreements other than the Initial Grant Agreement as Related Grant Agreements and all their Parties enter this Partnership Framework Consortium Agreement. (i) Typical Envisaged Annual Coordination Cost Coordination Cost in a year in which a Joint Call is organised and Funded Projects resulting from previous Joint Calls are in execution, under the assumption that National/Regional Financial Contributions for Joint Calls would be the same as for the Joint Calls 2022 and 2023 (see Section 7.6.3) are considered “Typical Coordination Cost”. They are planned as shown in the table below. Annual Coordination Cost in the ramp-up and ramp-down phase of the CETPartnership are expected to deviate from the envisaged annual 5.5M € Coordination Costs. Annual Coordination Cost may also deviate by decisions of the GOB. - according to actual national/regional Financial Contributions for the Joint Call in the respective year, together with the actual requested funding in proposals for Funded Projects, resulting in a certain number of Funded Projects to be evaluated; - according to the number of Parties that participate in the Transition Initiatives and in the Joint Call in the respective year, resulting in efforts to coordinate the development of Call Modules; - according to active Funded Projects resulting from previous Joint Calls that are collaborating in the Knowledge Community; v3-31.01.2023/Finalised 25.05.2023 41 Table 3: Envisaged Annual Coordinaton Costs for the whole CETPartnership duration, broken down to Coordination Bodies and TRI Managements [Mio €] % of Total Capacity 0,40 Coordination Distributed 0,60 [COR] Resources Total 1,00 18% Capacity 0,22 Call Management Distributed 0,43 [CAM] Resources Total 0,65 12% Capacity 1,00 Transition Initiatives Distributed 1,35 [TRIs] Resources Total 2,35 43% Capacity 0,13 Communication Office Distributed 0,37 [COO] Resources Total 0,50 9% Knowledge Community Capacity 0,30 Management Distributed 0,20 [KCM] Resources Total 0,50 9% Impact Network Capacity 0,30 Management Distributed 0,20 [INM] Resources Total 0,50 9% Total 5,50 100% (ii) Envisaged Distribution of Coordination Cost over years and Grant Agreements or extension Periods resulting from Extension Amendments (“GA2”, “GA3”) The distribution of Coordination Cost over years and Grant Agreements has been calculated based on typical envisaged Coordination Cost, according to the following assumptions: - First Joint Call implemented in 2022 after a ramp-up and preparation phase starting in November 2021. - Annual Joint Calls implemented as planned with constant National/Regional Financial Contributions according to section 7.4.3. - Time from Joint Call publication to grant of Funded Projects is 1,5 years. - Implementation time for Funded Projects is 3 years. - The Initial Grant Agreement and each Related Grant Agreement comprises o the preparation and implementation of two Co-funded Joint Calls; o and the follow-up activities for the Funded Projects resulting from these two Co-funded Joint Calls. - In addition to the Initial Grant Agreement two Related Grant Agreements or Extension Amendments to co- fund activities not covered by the Initial Grant Agreement, will be closed in 2024 and 2026 (indicated in Tables as “GA2” and “GA3”). - Each Grant Agreement or Extension Amendment comprises 6 months for final reporting from the anticipated end of the last funded Transnational Project. The contribution of the Granting Authority has been calculated on the following assumptions: - Within the first two Joint Calls, 80% of the National/Regional Financial Contributions would be finally granted to Funded Projects. With improvements based on learnings from the first calls, it would be 86% in the following Joint Calls - EU Top-Up For Funded Projects is 30% of total contribution to Project Participants (National/Regional Financial Contribution plus EU Top-Up For Funded Projects) - 30% EU Financial Contribution for Coordination Cost. v3-31.01.2023/Finalised 25.05.2023 42  Table 4: Envisaged Coordination Cost for the whole CET Partnership duration and its distribution among Grant Agreements, broken down to Coordination Bodies and TRI Managements (iii) Budgeting for the Initial Grant Agreement Resources in the Initial Grant Agreement are planned under the following assumptions to mitigate risks going along with the uncertainties according to the closure of Related Grant Agreements: - Capacities have been planned to enable the CETPartnership to implement annual Joint Calls from 2022 – 2027. - Distributed resources are planned on the basis of the efforts to prepare and implement the Joint Calls 2022 and 2023 and related follow-up activities. They also include all Subcontracting, Travel and Purchase Cost (e.g. for External Experts for project evaluation, meetings and events, ICT equipment and tools). Table 5: Capacities and Distributed Resources as budgeted in the Initial Grant Agreement Capacities CETPartnership Management Distributed Resources CETPartnership Management (WP Leads, TRI Offices aggregated) (WPs all contributors, TRIs aggregated all contributors) Capacities TRIs (TRI Offices) Distributed Resources TRIs (all contributors) In total a maximum of 35.1M € of Coordination Cost is planned in the Initial Grant Agreement, providing the flexibility to be claimed to the Granting Authority to also leverage the maximum grant amount of the Initial Grant Agreement in case that the maximum grant amount of 70M € would not be leveraged and the closure of the Related Grant Agreements or Extension Amendments would be delayed or even not realised. This planning will be subject to request for change to the Granting Authority in the course of amendments to the Initial Grant Agreement, as soon as Related Grant Agreements or Extension Amendments have been closed and Coordination Cost can be v3-31.01.2023/Finalised 25.05.2023 43 distributed among the Grant Agreements or extension periods resulting from Extension Amendments as shown in 7.6.1 (ii), Table 4 (“GA2”, “GA3”). 7.6.2 Parties’ Own Management Expenses Initial Parties’ Own Management Expenses are planned in the Initial Grant Agreement for activities according to the preparation and implementation of the Joint Calls 2022 and 2023 and the related follow-up activities as shown in Table 6. These figures are the basis for the calculations in Section 7 (Financial Provisions). The Parties agree on the following allocation of budget for Parties’ Own Management Expenses. Table 6: Planned Parties’ Own Management Cost, status as per date of signature of this Partnership Framework Consortium Agreement Country Party Party Name Personnel Travel Party Total Code 4 - SPW BE Public Service of Wallonia - 13.500 € 13.500 € 5 - TA CR Technology Agency of the Czech 38.400 € 4.000 € 42.400 € CZ Republic 11 - MKM Ministry of Economic Affairs and - 8.000 € 8.000 € EE Communications 12 - ETAg EE Estonian Research Council 21.000 € 20.000 € 41.000 € 13 - GSRI Greek Ministry for Development and 50.000 € 4.800 € 54.800 € EL Investments, General Secretariat for Research & Innovation 14 - AEI ES Agencia Estatal de Investigación 96.000 € 15.000 € 111.000 € 15 - SODERCAN Regional Development Agency of 30.000 € 4.000 € 34.000 € ES Cantabria 18 - FICYT Foundation for the Promotion of 49.000 € 4.800 € 53.800 € ES Applied Scientific Research and Technology in Asturias 19 - CDTI E.P.E. ES CDTI E.P.E 30.000 € 5.000 € 35.000 € 21 - ANR FR French National Research Agency 150.000 € 4.000 € 154.000 € 26 - NKFIH National Research, Development and 21.600 € 3.200 € 24.800 € HU Innovation Office 28 - GSI Department of the Environment, 40.000 € 5.000 € 45.000 € IE Climate & Communications/ Geological Survey Ireland 34 - LZP LV Latvian Council of Science 49.000 € 8.000 € 57.000 € 35 - MEYR Ministry for Equality, Research and 83.000 € 11.000 € 94.000 € MT Innovation 41 - NCBR National Centre for Research and 59.500 € 18.300 € 77.800 € PL Development 42 - FCT Portuguese Foundation for Science 47.500 € 3.000 € 50.500 € PT and Technology 43 - DGEG Portuguese Directorate General for 48.850 € 4.500 € 53.350 € PT Energy and Geology 46 - TUBITAK The Scientific and Technological 72.000 € 10.000 € 82.000 € TR Research Council of Turkey 47 - RIFC Reseach and Innovation Foundation 67.000 € 16.800 € 83.800 € CY Cyprus 48- SMWK Saxon State Ministry for Science, 53.000 € 6.000 € 59.000 € DE Culture and Tourism 50.1 - VLAIO BE Vlaamse gewest 20.000 € 6.000 € 26.000 € Total 1.025.850 € 174.900 € 1.200.750 € v3-31.01.2023/Finalised 25.05.2023 44 7.6.3 National/Regional Financial Contributions from Funding Partners The following table indicates the initial financial commitments and indications of Funding Partners from their own national/regional funds for the Joint Calls 2022 and 2023 as covered by the Initial Grant Agreement and the overall commitment for all Joint Calls planned in the CETPartnership from 2022 - 2027. In order to avoid doubt: Budgets in this table are included in good faith. Only financial figures in the Initial Grant Agreement or the Related Grant Agreements are binding, apart from Force Majeure. Commitments for the planned annual Joint Calls 2024 - 2027 will be specified on establishing the Related Grant Agreements and summarised in the Implementation Plan. The figures in Table 7 indicate the planned National/Regional Financial Contributions, meaning the financial support, eligible to receive EU Financial Contribution, the Party in its role as a Program Manager or Program Owner & Manager provides to Funded Projects from their own accounts. Institutional Couples are indicated by naming the respective Program Manager or Program Owner under “Role” in parentheses. Updates of this table will be provided in the actual version of the Implementation Plan as approved by the Governing Board. v3-31.01.2023/Finalised 25.05.2023 45 Table 7: Planned National/Regional Financial Contributions Committed Role Indicated Total National/ Regional [PO Program National/Regional Country Financial Party Party Name Owner, Financial Code Contributions for PM Program Contributions for Manager] Calls 2022 and Calls 2022-2027 2023 Federal Ministry for Climate Action, Environment, PO BMK AT - - Energy, Mobility, Innovation (PM: FFG) and Technology PM Austrian Research FFG AT for PO: BMK 4.000.000 € Promotion Agency 40.000.000 € for PO: KLIEN 7.000.000 € PO KLIEN AT Climate and Energy Fund - - (PM FFG) SPW BE Public Service of Wallonia PO&M 900.000 € 5.400.000 € Technology Agency of the PM TA CR CZ 2.600.000 € 8.200.000 € Czech Republic (PO: MPO) Czech Ministry of Industry PO MPO CZ - - and Trade (PM: TACR) Czech Ministry of PO MZP CZ - - Environment (PM: TACR) Projektträger Jülich | PM FZJ DE Forschungszentrum Jülich [PO: MWIDE] 26.000.000 € 90.000.000 € GmbH [PO: BMBWK] INNOV. FUND DK Innovation Fund Denmark PM 2.000.000 € 7.000.000 € DK DEA DK Danish Energy Authority PM 6.000.000 € 21.000.000 € Ministry of Economic Affairs MKM EE PO&M 420.000 € 1.500.000 € and Communications ETA EE Estonian Research Council PO&M 520.000 € 1.850.000 € Greek Ministry for Development and GSRI EL Investments, General PO&M 1.000.000 € 7.000.000 € Secretariat for Research & Innovation Agencia Estatal de AEI ES PM 4.000.000 € 14.000.000 € Investigación Regional Development SODERCAN ES PO&M 300.000 € 1.600.000 € Agency of Cantabria Departamento de Desarrollo Económico, Sostenibilidad y EUSKADI ES PO&M 2.000.000 € 7.000.000 € Medio Ambiente. Eusko Jaurlaritza-Gobierno Vasco EVE ES Ente Vasco de la Energía PO&M 2.000.000 € 7.000.000 € Foundation for the Promotion of Applied FICYT ES PM 600.000 € 2.400.000 € Scientific Research and Technology in Asturias CDTI E.P.E. ES CDTI E.P.E PM 3.000.000 € 10.500.000 € Innovaatiorahoituskeskus BF FI PO&M 10.000.000 € 35.000.000 € Business Finland v3-31.01.2023/Finalised 25.05.2023 46  Committed Role Indicated Total National/ Regional [PO Program National/Regional Country Financial Party Party Name Owner, Financial Code Contributions for PM Program Contributions for Manager] Calls 2022 and Calls 2022-2027 2023 French National Research PM ANR FR 6.000.000 € 21.000.000 € Agency (PO: MESRI) French Ministry of Higher PO MESRI FR Education, Research and - - (PM: ANR) Innovation Agence De l'Environnement ADEME FR et de la Maitrise De PM 3.000.000 € 21.000.000 € L'energie RPL FR Région Pays de la Loire PO&M 1.720.000 € 6.000.000 € Croatian Ministry of CMESD HR Economy and Sustainable PO&M - 11.000 € Development National Research, NKFIH HU Development and Innovation PM 2.000.000 € 7.000.000 € Office Sustainable Energy SEAI IE PO&M 1.000.000 € 3.500.000 € Authority of Ireland Department of the Environment, Climate & GSI IE PO&M 200.000 € 500.000 € Communications/Geological Survey Ireland Ministry of National MoE IL Infrastructure, Energy and PO&M 2.400.000 € 8.400.000 € Water Resources PM The Icelandic Centre for Rannis IS (PO: 2.000.000 € 7.000.000 € Research, rannís Orkustofnun) National Energy Authority of PO Orkustofnun IS - - Iceland/Orkustofnun (PM: Rannis) Ministero dell'Università e MUR IT PO&M 16.400.000 € 50.000.000 € della Ricerca Ministry of Economic Development (intending to MISE - MIMIT IT PO&M 32.000.000 € 32.000.000 € become a party by amendment of the GA) ENMIN Ministry of Energy of the LT PO&M 1.400.000 € 8.900.000 € LITHUANIA Republic of Lithuania LZP LV Latvian Council of Science PM 400.000 € 3.000.000 € Institut de Recherche en IRESEN MA Energie Solaire et Energies PO&M - - Nouvelles Ministry for Equality, MFER MT PO&M 3.500.000 € 3.500.000 € Research and Innovation Dutch Ministry of Economic MINEZK NL PO&M 16.000.000 € 56.000.000 € Affairs and Climate NWO NL Dutch Research Council PM 2.000.000 € 6.750.000 € The Research Council of RCN NO PM 16.660.000 € 50.000.000 € Norway GASSNOVA NO Gassnova PO&M 1.200.000 € 1.200.000 € v3-31.01.2023/Finalised 25.05.2023 47  Committed Role Indicated Total National/ Regional [PO Program National/Regional Country Financial Party Party Name Owner, Financial Code Contributions for PM Program Contributions for Manager] Calls 2022 and Calls 2022-2027 2023 National Centre for NCBR PL PO&M 6.000.000 € 21.000.000 € Research and Development Portuguese Foundation for PO&M FCT PT 1.000.000 € 1.000.000 € Science and Technology (DGEG supp.) Portuguese Directorate Support: DGEG PT General for Energy and - - (PO&M FCT) Geology Executive Agency for Higher Education, Research, PM UEFISCDI RO 2.000.000 € 2.000.000 € Development and Innovation (PO: MCID) Funding SWEA - STEM SE Statens energimyndighet PO&M 7.000.000 € 40.000.000 € The Scientific and TUBITAK TR Technological Research PM 4.000.000 € 12.000.000 € Council of Turkey SCOTENT UK Scottish Enterprise PM 8.600.000 € 30.000.000 € Reseach and Innovation RIFC CY PM 1.000.000 € 3.000.000 € Foundation Cyprus Saxon State Ministry for SMWK DE Science, Culture and PO&M 4.000.000 € 15.000.000 € Tourism PO&M Fonds Innoveren en FIO BE (PM Support: 2.000.000 € 7.000.000 € Ondernemen VLAIO) Total consortium 215.820.000 € 669.211.000 € without CH Federal Department of the Environment, Transport, DETEC CH PO&M 4.000.000 € 10.000.000 € Energy and Communications Swiss National Science SNF CH PO&M 1.100.000 € 3.300.000 € Foundation Total consortium 220.920.000 € 682.511.000 € with CH 7.7 Excess payments and revenues A Party has received excess payment if the payment received from the Coordinator exceeds the amount declared and approved by the Granting Authority and/or the Governing Board where applicable. In any case of a Party having received excess payments, the Party has to inform the Coordinator and return the relevant amount to the Coordinator without undue delay. In case no refund takes place within 30 calendar days upon request for return of excess payment from the Coordinator, the Party is in substantial breach of this Partnership Framework Consortium Agreement and shall be reported to the Governing Board as a possible Defaulting Party. The Governing Board may declare the breaching Party as a Defaulting Party. v3-31.01.2023/Finalised 25.05.2023 48 In case of a breach the Governing Board decides on legal action against the breaching Party. The Coordinator engages to take the necessary and reasonable steps to recover the amount due from the breaching Party. Amounts which are not refunded by a breaching Party and which are not due to the Granting Authority, shall be apportioned by the Coordinator to the remaining Funding Partners that are Beneficiaries of the affected Grant Agreement pro rata according to their share of total costs as identified in the latest Periodic Report within the Grant Agreement to the Granting Authority, or in its absence, as identified in the initial data of the affected Grant Agreement, until recovery from the breaching Party is possible. 7.8 Cost of Certificates on the Financial Statement If a Party is eligible for requesting a total EU Financial Contribution of 430,000.00 € or more as reimbursement for all costs (including indirect costs), a Certificate on the Financial Statement is required. Each Party shall cover the costs for its own Certificate on the Financial Statement it has to provide according to the respective Grant Agreement. 7.9 Mitigation Scenarios and deduced obligations Budgets and payments are controlled by the Governing Board. The Coordinator shall facilitate this by designing a financial reporting scheme that includes the data needed from each Party. This shall enable the CETPartnership Management and the Governing Board to monitor the balance between the available EU Financial Contribution on the one hand and the used and planned financial resources on the other hand. It shall support the related decision- making in the Governing Board, supported by its Budget Review Group. It shall enable the Coordinator to trigger early warnings to mitigate financial risks. Thus the Parties shall jointly guarantee to keep up Capacity to act according to the obligations towards the Granting Authority as well as building a reserve fund from the EU Financial Contribution to mitigate risk of uncovered payments. The following Mitigation Scenarios have been calculated in order to exemplarily demonstrate possible mitigation strategies for any - even substantial - deviations from the original budget plans and deduce necessary commitments from the Parties to provide for risk mitigation or even emergency steps. 7.9.1 Termination Scenario In the unlikely case, that the CETPartnership might need to be terminated at an early stage under the following circumstances: - The Joint Calls 2022 and 2023 would not be successful in a way that only an unexpected low number of Funded Projects started, either through a lack of proposals with sufficient quality or due to/or in combination with a failure in the selection process when applying the Mixed Mode Funding Model. - Additionally, the planned Related Grant Agreements or Extension Amendments (outlined as ”GA 2” and ”GA 3” in Table 8) would not be realised. - And also, no other Joint Calls could be launched with the remaining or new National/Regional Financial Contributions or could not be credited under the Initial Grant Agreement. As a consequence, a high share of the EU Financial Contribution would be used to cover Coordination Cost. In the model calculation below it was assumed that only 27% of the National/Regional Financial Contributions (resulting in 30M € total financial contributions to Funded Projects) would finally be granted to Funded Projects within the Joint Call 2022 and only 44% (resulting in 50M € total financial contribution to Funded Projects) within the Joint Call 2023. Under the assumption that the Governing Board would minimise the resources for Coordination, Management and Support Activities to “Capacities”, to implement basic functions of the CETPartnership and to enable the consortium to fulfil its obligations towards the Granting Authority, this might e.g. result in 70% of the leveraged EU Financial Contribution to be used for Coordination Cost, which would increase to 21% of the total cost (= total contribution to third parties + Coordination Cost). v3-31.01.2023/Finalised 25.05.2023 49 Table 8: Model Calculation Termination Scenario However, even in such scenario it would be possible to - broadly fulfil the obligations towards the Granting Authority, - mitigate risk for Parties impelementing Coordination, Mangement and Support Activities, particularly Supporting Partners, and - mitigate risk for Fuding Partners, as the Parties shall be committed to the following: - In case of unsuccessful first two Co-funded Joint Calls and non-realisation of the Related Grant Agreements (depicted in Table 8 as “GA 2” and “GA 3”), the Parties of this Partnership Framework Consortium Agreement guarantee the financing of the CETPartnership Management with priority to „Capacities“ with the respective EU Financial Contribution to be received, until obligations towards the Granting Authority under the Initial Grant Agreement are fulfilled. - With the additional rule that no Funding Partner can be forced to contribute more to Coordination Cost than the EU-Top-Up For Funded Projects the Party has received. For the avoidance of doubt: planned Coordination Cost can never exceed the available EU Financial Contribution. - Budgets shall be adjusted according to the following prioritisation: o Keep-up Capacities to the extent ensuring in any case contract management and timely reporting to the Granting Authority; o Cover justified Coordination Cost incurred of Parties that are not a public entity; o Provide EU Top-Up For Funded Projects; o Cover Coordination Cost of Parties that are public bodies. 7.9.2 Minimal Scenario – reduce to Capacities In a scenario considering political and economic uncertainties to commence, the CETPartnership might limit its activities under the following assumptions: - The Joint Calls 2022 and 2023 would be reasonably successful. - The planned Related Grant Agreements or Extension Amendments (in Table 9 connotated as “GA 2” and “GA 3”) would be realised. - Annual Co-funded Joint Calls until 2027 would be implemented. - But with a substantial decrease of National/Regional Financial Contributions. v3-31.01.2023/Finalised 25.05.2023 50 In the model calculation the National/Regional Financial Contributions have been assumed to decrease drastically to half the amount of the first two Joint Calls. Coordination Cost have been limited to „Capacities“ to the extent planned according to the „Typical Annual Coordination Cost“ (Section 7.6.1). The result is, that Coordination Cost limited to „Capacities“ would stay within a reasonable range of max. 7% of total cost (=total contribution to third parties + Coordination Cost), even if the national/regional commitments would be cut by half compared to the initial commitments (see Section 7.4.3 Financial Contributions from Funding Partners- 2022-2027). Table 9: Model calculation Minimal Scenario Also in such scenario it would be possible to - Successfully implement the CETPartnership Implementation Plan. - Put into action the prospects given to the European Research, Development and Innovation communities. - Ensure that the Parties are able to successfully fulfil their obligations towards the Granting Authority. - Value the efforts of the Parties to establish the CETPartnership and keep a balance between the commitment of Parties involved in the CETPartnership Management and all other partners. - Limit the Coordination Cost to a reasonable fraction of the total budget. as the Parties shall be committed to the following: - As long as the planned Related Grant Agreements or Extension Amendments - ”GA 2” and ”GA 3” - are going to be realised, the consortium guarantees the financing of the planned “Capacities“ according to the „Typical Annual Coordination Cost“ as outlined in Section 7.6.1 until the planned end of the CETPartnership. - The Governing Board may decide to cut the “Capacities“ (as planned according to the “Typical Annual Coordination Cost“ as outlined in Section 7.6.1), in case the Coordination Cost limited to “Capacities“ would exceed 7% of the annual total budget. - With the additional rule that no Party can be forced to contribute more to Coordination Cost than the EU Financial Contribution the Party has received. In other words: Coordination Cost can never exceed the available EU Financial Contribution. 7.9.3 Reserve fund from the EU-Top-Up for Projects to mitigate risk of uncovered payments With the implementation of the financial monitoring and warning system by the Coordinator, the in-depth checks of budgets and financial planning by the Budget Review Group and the foresightful decision making in the GOB, a situation of uncovered Coordination Cost will be broadly avoided. However, unforeseen events that cannot be taken v3-31.01.2023/Finalised 25.05.2023 51 into account in the financial planning, e.g. failing of a big Funded Project very late in its implementation process, could lead to a situation, where close to the end of a Grant Agreement the eligible costs to be clamied to the Granting Authority would be less than planned and the available EU Financial Contribution will be less as well. In such cases, costs may already have incurred, which cannot be averted any more  as they have been adopted by the GOB within an Annual Work Program and cannot be avoided, even by trying to reduce the planned activities last minute during the execution of the Annual Work Program,  or even have already been adopted by the GOB within an Annual Management Report. In order to keep the GOB capable of acting in such cases, making final adjustments to the financial planning and reimburse incurred costs, the following shall be agreed:  The GOB will investigate, if coverage of the costs incurred is possible by other measures (e.g. Parties would be able to cover the costs from their own part of the EU Financial Contribution or it would be possible to shift the allocation of cost between different Grant Agreements) or if other options of compensation are available.  If this is not possible, the GOB will be allowed to use the final two planned transfers of EU-Top-Up For Funded Projects from the Initial Grant Agreement (see Table 2) or a Related Grant Agreement from the Coordinator to the Parties (planned to be 25% + 5% of the EU-Top-Up For Funded Projects) as a reserve fund to cover the incurred cost. Section 8: Implementation of Joint Calls 8.1 Commitment of the Funding Partners The Funding Partners will endeavour to make every effort, particularly through their financial commitments, the Joint Call definition and their choices in terms of selection, so that the Partnership can (in no particular order of importance)  maximise the amount of EU Top-Up For Funded Projects generated,  maximise the total output in terms of Funded Projects,  have a good balance between the Call Modules regarding the output in terms of Funded Projects,  maximise the number of countries/regions involved into the Funded Projects,  have similar success rates between the Call Modules. 8.2. Preparation of Joint Calls The Transition Initiatives are responsible to coordinate the Parties, participating in the TRIs, to formulate Call Module(s) for the Joint Call, comprising the objectives and challenges or topics addressed, requirements for projects and information about the Funding Partners providing funding. The TRIs shall be coordinated and supported by the Call Management in this task towards a harmonised approach. Joint Calls shall be composed of the Call Modules from the different TRIs. Joint Calls shall be published on the CETPartnership website. The TRIs together with the Communication Office will disseminate the information about Joint calls to the CETPartnership and TRI specific stakeholder groups. Additionally, they will support the Funding Partners to convey the information to the relevant national stakeholder groups. Proposals will be submitted to the CETPartnership via an electronic submission tool provided via the CETPartnership website. 8.3 Evaluation and Selection of Funded Projects The Sections 8.2 and 8.3 describe the process for the Co-funded Joint Calls. The procedure for non-co-funded Joint Calls will be decided upon by the Governing Board Call Specific Configuration by unanimity proposed in the Programme Managers Handbook (see Section 6.3.1). Eligibility of pre-proposals and full proposals will be checked on national/regional level by the Programme Managers as well as on a transnational level by the Call Management according to rules to be described in the Programme Managers Handbook. v3-31.01.2023/Finalised 25.05.2023 52 8.3.1 Pre-proposal stage In order to establish a short-list of pre-proposals to be invited to submit a full proposal, two main aspects shall be taken into account:  the quality of the pre-proposals as well as the  available National/Regional Financial Contributions per Call Module. 8.3.2 Central scientific evaluation of pre-proposals A single international peer review shall be accomplished after the national/regional and transnational eligibility checks to assess the submitted pre-proposals. At least three independent experts shall evaluate each pre-proposal according to the Evaluation Criteria as described in the Programme Managers Handbook in full compliance with the rules given by the Granting Authority. The result of the peer review shall be one ranking long-list of pre-proposals for each call module consisting of projects having reached the evaluation threshold. 8.3.3 Limiting oversubscription The Call Partners shall make their best efforts to match their national/regional funding budget with the expected success of their respective research and innovation communities. All Call Partners have the right to allocate their National/Regional Financial Contributions to specific call modules. The oversubscription rate per Call Partner shall be limited to a maximum of four, unless otherwise decided by the Governing Board Call Specific Configuration. The oversubscription rate shall be defined in the Programme Managers Handbook, to be approved by the Governing Board Call Specific Configuration for each Joint Call. For Call Partners that have allocated their contribution to specific call modules, the oversubscription rate shall be calculated per call module, limiting requested funding to no more than four times the national/regional financial commitment of each partner allocated/preliminary committed to the specific call module. Call Partners not having dedicated funding to specific call modules up front, shall calculate their oversubscription in relation to their overall funding/application ratio, considering all pre-proposals on the long-list with partners requesting their contribution and their total financial contribution to the Joint Call. Call Partners with high oversubscription rates will be invited to seek for an increase of their budget. Additional measures to manage oversubscription may be implemented if necessary. These are to be decided upon by the Governing Board Call Specific Configuration based on a proposal from the TRIs together with the Call Management. 8.3.4 Selection of projects to be invited to submit a full proposal On the basis of the long-lists, a short-list of pre-proposals to be invited to submit a full proposal shall be established by the Call Management together with the TRI Leading Experts. This short-list will follow strictly the ranked long- lists and skip the pre-proposals involving Call Partners that have already reached the oversubscription limit. Call Partners with high oversubscription rates will be invited to seek for an increase of their budget. Taking into account the new availability of funds and the discussion among Call Partners, the final group of pre-proposals will be selected. The proposed short list shall be developed according to the core principles as listed in Section 8.1 in no particular order of importance. 8.3.5 Full-proposal stage A single international peer review shall be accomplished. The Expert Panel shall rank proposals according to the evaluation criteria as will be described in the Programme Managers Handbook in full compliance with the rules given by the Granting Authority. At least three independent experts shall evaluate each full proposal. The result of the peer review shall be a ranking list of full proposals, suggested for funding. 8.3.6 Selection of the projects to be funded Based on the rankings by the Expert Panel and considering the respective available budgets of the Call Partners and the EU Financial Contribution, the Call Management Team together with the TRI Leading Experts will prepare funding scenarios and recommendations to the Governing Board, taking into account that it is a requirement of the CETPartnership to follow the ranking list as suggested. v3-31.01.2023/Finalised 25.05.2023 53 The Governing Board Call Specific Configuration shall agree on the ranking list based on the suggestion by the Call Management together with the TRI Leading Experts. Projects with scores below the thresholds given in the call text will not be funded, even if there is national/regional funding available. The selection lists will strictly follow the ranking of the projects starting from the highest ranked project. The selection of the projects to be funded will proceed in two stages. At the first stage, each Call Partner that has not yet allocated funding to a specific call module, provides a funding allocation per call module-specific ranking list within the oversubscription limit per call module. Once all the Call Partners have blocked the budget per module, the top-up available for project funding, is distributed according to the individual Call Partners’ budget per module. When all national/regional funding and EU-Top-Up is distributed among the call modules, the Call Management together with the TRI Leading Experts will develop call module-specific selection lists following the ranking list in each call module until national/regional budgets are exhausted. Up to 80% of the EU-Top-Up balancing pot that is generated by national/regional funding within one specific call module may be used for gap-filling within that specific call module. The remaining 20% or more of the EU-Top-Up funding generated by each call module shall be reserved for the purpose of gap-filling at CETPartnership level. At the second stage, the Call Management Team together with the TRI Leading Expert will develop a proposal on how to use the available top-up funding and remaining available national/regional funding to fill gaps in the ranking lists. Some Call Partners may be invited to seek for an increase of their budget. The proposed selection list shall be developed according to the core principles as listed in Section 8.1 in no particular order of importance. The Call Partners may use their remaining national/regional funding freely to support projects across call modules. 8.4 Use of EU-Top-Up for Funded Projects The Call Partners agree to fund as many Funded Projects as possible following the ranking lists per call module. The EU-Top-Up for Funded Projects shall be used in the most efficient way possible. The Call Partners thus agree that they will not insist on an equal share of the EU-Top-Up. The EU-Top-Up for Funded Projects for each Call Partner shall be limited to its total respective financial contribution to the Joint Calls. The Governing Board can re-evaluate the rules for using the EU-Top-Up for Funded Projects if a Highly Detrimental Situation occurs. The Call Partners agree to use a Mixed Mode Funding Model to compensate cases where participating Funding Agencies have exhausted their budget at different points in the ranking list. A minimum of 30% of the EU-Top-Up for Funded Projects, after deduction of the contribution to Coordination Costs (see Section 7), will be reserved for financial balancing purposes. If more than 30% of the EU-Top-Up for Funded Projects after reduction of the contribution to Coordination Cost is needed for balancing purposes in order to maximise the number of Funded Projects that can be funded, this percentage may be further increased by a decision of the Governing Board Call Specific Configuration for this Joint Call. The EU-Top-Up for Funded Projects will be used for proportional topping- up of the national/regional funding of the respective Call Partner. All formal decisions regarding the final selection list of Funded Projects, including the gap filling on CETPartnership level (meaning the 20% trans-TRI gap filling) shall be taken by the Governing Board Call Specific Configuration on the basis of proposals from the Call Management together with the TRI Leading Experts. Consensus about call module specific final lists of projects to be funded, including the call module specific gap filling (80%) shall be reached within the TRIs according to the TRI Terms of Reference. In case that a call module is developed by several TRIs, consensus has to be found within a process together with all involved TRIs, also to be described in the TRI Terms of Reference. v3-31.01.2023/Finalised 25.05.2023 54 8.5 Conflicts of interests Each Party agrees that, in order to avoid any conflict of interest within the call for proposals developed in the CETPartnership, it will not be involved in the evaluation process (including the appointment of the international panel of independent experts). In selecting the international independent experts for the Expert Panels, the TRIs, Call Management and the Governing Board shall also endeavour to avoid any possible conflicts of interest. The Call Management Team shall prepare a template concerning potential conflicts of interests and a declaration, which has to be signed by each member of the Expert Panels. 8.6 Contractual obligations towards the Granting Authority on selection The Funding Agencies shall provide to the Coordinator within 20 calendar days after the end of the selection process a formal and duly signed commitment on availability of funds for their selected projects. After the end of the selection process, the Coordinator shall submit including but not limited to the Granting Authority: (a) the ranking lists of the projects; (b) the evaluation observers' report on the evaluation; (c) the joint selection list of the projects to be funded, and (d) a formal and duly signed commitment on availability of funds for the selected projects from each Funding Agency participating in the Joint Calls. The Coordinator will furthermore submit to the Granting Authority after the end of the selection process information on each project selected for funding, including data on each Project Participant and abstracts of the project proposals, in a format specified by the Granting Authority, for publication and evaluation purposes, based on information delivered by the Projects during the submission of proposals. This information will be updated at the end of the CETPartnership within the established Project Monitoring (information on each Funded Project, including data on each Project Participant and overview of the results). The Funding Agencies shall inform their national project applicants that the above mentioned data will be submitted to the Granting Authority. 8.7 Contractual obligations for projects funded in the Joint Calls The Call Partners acting as Program Managers for projects selected for funding in the Joint Calls agree to oblige their Project Participants in funding contracts to the following:  to have a signed Consortium Agreement (recommended: prior to the start of the project) at least addressing the following topics: o Internal organisation and management of the consortium o Intellectual Property arrangements o Settlement of internal disputes  to prepare popular science summaries of the project contents for programme activities and publications (e.g. for brochures, [digital] newsletters, the website) jointly with all Project Participants of the Funded Project;  to participate in the Activities of the CETPartnership Knowledge Community, based on resources provided in a relevant standard work package to each Funded Project;  to take part in, and contribute with project presentations and/or posters to the foreseen events of the CETPartnership;  to prepare short annual joint reports together with all Project Participants of the funded Project according to a standardised template and to respond to two in-depth monitoring surveys (mid-term and final) to measure project progress and contribution to overall CETPartnership aims;  to provide the information on their projects, including data on each Project Participant and abstracts of the project proposals, in a format specified by the Granting Authority, for publication and evaluation purposes. v3-31.01.2023/Finalised 25.05.2023 55 Section 9: Results 9.1 Ownership of Results For the avoidance of doubt, the term „Results“ in this section (as defined in Article 16.2 GA) refers to the Results generated by the CETPartnership and does not include the results generated by the Funded Projects. Results are owned by the Party that generates them. Joint ownership is governed by Article 16.4 of the Annotated Model Grant Agreement and its Annex 5, Section Ownership of results, with the following additions: Unless otherwise agreed:  each of the joint owners shall be entitled to use their jointly owned Results for non-commercial activities on a royalty-free basis, and without requiring the prior consent of the other joint owner(s), and  each of the joint owners shall be entitled to otherwise exploit the jointly owned Results and to grant non- exclusive licenses to third parties (without any right to sub-license), if the other joint owners are given: (a) at least 45 calendar days advance notice; and (b) fair and reasonable compensation. The joint owners shall agree on all protection measures and the division of related cost in advance. 9.2 Dissemination of own Results For the avoidance of doubt, the confidentiality obligations set out in Section 11 apply to all dissemination activities described in 9.2, 9.3 and 9.4. During the CETPartnership and for a period of one year after the end of the CETPartnership, the dissemination of own Results by one or several Parties, including but not restricted to publications and presentations, shall be governed by the procedure of Article 17.4 of the Annotated Model Grant Agreement and its Annex 5, Section Dissemination, subject to the following provisions. Prior notice of any planned publication shall be given to the other Parties at least 45 calendar days before the publication. Any objection to the planned publication shall be made in accordance with the Grant Agreement by written notice to the Coordinator and to the Party or Parties proposing the dissemination within 30 calendar days after receipt of the notice. If no objection is made within the time limit stated above, the publication is permitted. An objection is justified if: (a) the protection of the objecting Party's Results or Background would be adversely affected (b) the objecting Party's legitimate interests in relation to its Results or Background would be significantly harmed, or (c) the proposed publication includes Confidential Information of the objecting Party. The objection has to include a precise request for necessary modifications. If an objection has been raised, the involved Parties shall discuss how to overcome the justified grounds for the objection on a timely basis (for example by amendment to the planned publication and/or by protecting information before publication) and the objecting Party shall not unreasonably continue the opposition if appropriate measures are taken following the discussion. The objecting Party can request a publication delay of not more than 90 calendar days from the time it raises such an objection. After 90 calendar days the publication is permitted, provided that the objections of the objecting Party have been addressed. 9.3 Dissemination of another Party’s unpublished Results or Background A Party shall not include in any dissemination activity another Party's Results or Background without obtaining the owning Party's prior written approval, unless they are already published. v3-31.01.2023/Finalised 25.05.2023 56 9.4 Use of names, logos or trademarks Nothing in this Partnership Framework Consortium Agreement shall be construed as conferring rights to use in advertising, publicity or otherwise the name of the Parties or any of their logos or trademarks without their prior written approval. v3-31.01.2023/Finalised 25.05.2023 57 Section 10: Access Rights For the avoidance of doubt, this section refers to the Access Rights of the CETPartnership and does not include the Access Rights to Background/Results of the Funded Projects. 10.1 Background included In Attachment 1, the Parties have identified and agreed on the Background for the CETPartnership and have also, where relevant, informed each other that Access to specific Background is subject to legal restrictions or limits. Anything not identified in Attachment 1 shall not be the object of Access Right obligations regarding Background. Any Party may add additional Background to Attachment 1 during the CETPartnership provided they give written notice to the other Parties. However, approval of the Governing Board is needed should a Party wish to add, modify or withdraw its Background in Attachment 1. 10.2 General Principles Each Party shall implement its tasks in accordance with the Implementation Plan and the Annual Work Program and shall bear sole responsibility for ensuring that its acts within the CETPartnership do not knowingly infringe third party property rights. Any Access Rights granted exclude any rights to sublicense unless expressly stated otherwise. Access Rights shall be free of any administrative transfer costs. Access Rights are granted on a non-exclusive basis. Results and Background shall be used only for the purposes for which Access Rights to it have been granted. All requests for Access Rights shall be made in writing. The granting of Access Rights may be made conditional on the acceptance of specific conditions aimed at ensuring that these rights will be used only for the intended purpose and that appropriate confidentiality obligations are in place. The requesting Party must show that the Access Rights are Needed. 10.3 Access Rights for implementation Access Rights to Results and Background Needed for the performance of the own work of a Party under the CETPartnership shall be granted on a royalty-free basis. 10.4 Access Rights for Exploitation Access Rights to Results if Needed for Exploitation of a Party's own Results shall be granted on a royalty-free basis. Access Rights to Background if Needed for Exploitation of a Party's own Results, including for research on behalf of a third party, shall be granted on Fair and Reasonable conditions. A request for Access Rights may be made up to twelve months after the end of the CETPartnership or, in the case of a non-Defaulting Party leaving voluntarily and with the other Parties' consent, up to twelve months after the termination of the requesting Party’s participation in the CETPartnership. 10.5 Access Rights for Parties entering or leaving the consortium With regards to Results developed before the accession of the new Party, the new Party will be granted Access Rights on the conditions applying for Access Rights to Background. Access Rights granted to a Defaulting Party and such Party's right to request Access Rights shall cease immediately upon receipt by the Defaulting Party of the formal notice of the decision of the Governing Board to terminate its participation in the CETPartnership. A non-Defaulting Party leaving voluntarily and with the other Parties' consent shall have Access Rights to the Results developed until the date of the termination of its participation. It may request Access Rights within the period of time specified in Section 10.4. v3-31.01.2023/Finalised 25.05.2023 58 Any Party leaving the CETPartnership shall continue to grant Access Rights pursuant to the Grant Agreement and this Partnership Framework Consortium Agreement as if it had remained a Party for the whole duration of the CETPartnership. Section 11: Non-disclosure of information 11.1 Scope All information, especially the Ranking List to each Call Module or any information related to proposals or any information about the outcome of the Joint Call prior to publication of the information on the Funded Projects, in whatever form or mode of communication, which is disclosed by a Party (the “Disclosing Party”) to any other Party (the “Recipient”) in connection with the CETPartnership during its implementation and which has been explicitly marked as “confidential” or “personal distribution for named recipients only” or “limited distribution” at the time of disclosure, or, when disclosed orally has been identified as confidential at the time of disclosure, and has been confirmed and designated in writing within 15 calendar days from oral disclosure at the latest as confidential information by the Disclosing Party, is “Confidential Information”, notwithstanding other applicable laws and regulations on confidentiality. 11.2 Approach The Recipients hereby undertake in addition and without prejudice to any commitment on non-disclosure under the Grant Agreement, for a period of five years after the end of the CETPartnership:  not to use Confidential Information otherwise than for the purpose for which it was disclosed;  not to disclose Confidential Information without the prior written consent by the Disclosing Party;  to ensure that internal distribution of Confidential Information by a Recipient shall take place on a strict need-to-know basis;  to return to the Disclosing Party, or destroy on request all Confidential Information that has been disclosed by the Recipients including all copies thereof and to delete all information stored in a machine-readable form to the extent practically possible. The Recipients may keep a copy to the extent it is required to keep, archive or store such Confidential Information because of compliance with applicable laws and regulations or for the proof of on-going obligations provided that the Recipient complies with the confidentiality obligations herein contained with respect to such copy. 11.3 Range The Recipients shall be responsible for the fulfilment of the above obligations on the part of their employees or third parties involved in the CETPartnership and shall ensure that they remain so obliged, as far as legally possible, during and after the end of the CETPartnership and/or after the termination of the contractual relationship with the employee or third party. 11.4 Exception The above shall not apply for disclosure or use of Confidential Information, if and in so far as the Recipient can show that:  the Confidential Information has become or becomes publicly available by means other than a breach of the Recipient’s confidentiality obligations;  the Disclosing Party subsequently informs the Recipient that the Confidential Information is no longer confidential;  the Confidential Information is communicated to the Recipient without any obligation of confidence by a third party, who is to the best knowledge of the Recipient in lawful possession thereof and under no obligation of confidentiality to the Disclosing Party;  the disclosure or communication of the Confidential Information is foreseen by provisions of the Grant Agreement;  the Confidential Information, at any time, was developed by the Recipient completely independently of any such disclosure by the Disclosing Party;  the Confidential Information was already known to the Recipient prior to disclosure or v3-31.01.2023/Finalised 25.05.2023 59   the Recipient is required to disclose the Confidential Information in order to comply with applicable national laws and/or regulations or with a court or administrative order, subject to 11.7 hereunder. 11.5 Handling The Recipient shall apply the same degree of care with regard to the Confidential Information disclosed within the scope of the CETPartnership as with its own confidential and/or proprietary information, but in no case less than reasonable care. 11.6 Unauthorised disclosure Each Party shall promptly inform the relevant Disclosing Party by written notice of any unauthorised disclosure, misappropriation or misuse of Confidential Information after it becomes aware of such unauthorised disclosure, misappropriation or misuse. 11.7 Disclosing Confidential Information in order to comply with applicable laws or regulations If any Recipient becomes aware that it will be required, or is likely to be required, to disclose Confidential Information in order to comply with applicable laws or regulations or with a court or administrative order, it shall, to the extent it is lawfully able to do so, prior to any such disclosure  notify the Disclosing Party, and  comply with the Disclosing Party’s reasonable instructions to protect the confidentiality of the information. The confidentiality obligations under this Partnership Framework Consortium Agreement shall not prevent the obligations, arising from the Initial Grant Agreement or a Related Grant Agreement, concerning the communication with the Granting Authority. 11.8 Confidentiality for Proposals and Funded Projects The content of the proposals received under the Joint Calls is deemed to be confidential, except for the lists of Funded Projects after the Publication by the CETPartnership Call Management (to be coordinated with all involved Program Managers). This obligation shall survive the expiration or termination of this Partnership Framework Consortium Agreement. Section 12: Data Management Appropriate and secure use of material and data of Funded Projects will be enabled according to the application of common standards. Data management guidelines will be developed by the CETPartnership Management and approved by the Governing Board (Deliverable “Data Management Plan” according to the Implementation Plan) and will be applied in the implementation of the partnership. The collected data will be protected and secured, in order to avoid a malevolent use of it. Section 13: Miscellaneous 13.1 Attachments, inconsistencies and severability This Partnership Framework Consortium Agreement consists of this core text and Attachment 1 (Background included) Attachment 2 (Accession document) Attachment 3 (Budget Indications for the Joint Call/at the time of Initial GA) In case the terms of this Partnership Framework Consortium Agreement are in conflict with the terms of the Initial Grant Agreement or any of the Related Grant Agreements, the terms of the latter shall prevail. In case of conflicts between the attachments and the core text of this Partnership Framework Consortium Agreement, the latter shall prevail. v3-31.01.2023/Finalised 25.05.2023 60 Should any provision of this Partnership Framework Consortium Agreement become invalid, illegal or unenforceable, it shall not affect the validity of the remaining provisions of this Partnership Framework Consortium Agreement. In such a case, the Parties concerned shall be entitled to request that a valid and practicable provision be negotiated which fulfils the purpose of the original provision. 13.2 No representation or agency Except if otherwise provided in Section 6.3.6, no Party shall be entitled to act or to make legally binding declarations on behalf of any other Party or of the consortium. Nothing in this Partnership Framework Consortium Agreement shall be deemed to constitute a joint venture, agency, legal entitiy, interest grouping or any other kind of formal business grouping or entity between the Parties. 13.3 Formal and written notices and other communication Any notice to be given under this Partnership Framework Consortium Agreement shall be addressed to the recipients as listed as “Executive Contact” of a Party in the most current address list kept by the Coordinator. Any change of persons or contact details shall be immediately communicated to the Coordinator by written notice. The address list shall be accessible to all Parties. Formal notices: If it is required in this Partnership Framework Consortium Agreement (e.g. Sections 4.2, 13.4) that a formal notice, consent or approval shall be given, such notice shall be signed by an authorised representative of a Party and shall either be served personally or sent by mail with recorded delivery with acknowledgement of receipt. Written notice: Where written notice is required by this Partnership Framework Consortium Agreement, this is fulfilled also by other means of communication such as e-mail with acknowledgement of receipt. Other communication between the Parties may also be effected by other means such as e-mail with acknowledgement of receipt, which fulfils the conditions of written form. 13.4 Assignment and amendments Unless otherwise agreed upon in this Partnership Framework Consortium Agreement, no rights or obligations of the Parties arising from this Partnership Framework Consortium Agreement may be assigned or transferred, in whole or in part, to any third party without the other Parties’ prior formal approval. This does not apply for cases in which one of the Program Owners selects a new Program Manager to represent the funding program under the CETPartnership. Amendments and modifications to the text of this Partnership Framework Consortium Agreement not explicitly described in Section 3.2 or listed in Sections 6.2.3, 6.3.2 require a separate written agreement to be signed between all Parties. Core Management Documents listed in Section 6.3.1 as approved by the Governing Board are not considered to amend or modify the text of this Partnership Framework Consortium Agreement. 13.5 Mandatory national law Nothing in this Partnership Framework Consortium Agreement shall be deemed to require a Party to breach any mandatory statutory or national law under which the Party is operating. 13.6 Language This Partnership Framework Consortium Agreement is drawn up in English, which language shall govern all documents, notices, meetings, arbitral proceedings and processes relative thereto. 13.7 Applicable law This Partnership Framework Consortium Agreement shall be construed in accordance with and governed by the laws of Belgium excluding its conflict of laws rules. v3-31.01.2023/Finalised 25.05.2023 61 13.8 Settlement of disputes The Parties shall endeavour to settle their disputes amicably among themselves including if necessary within the Consortium governance or by any lawful alternative dispute resolution (ADR) method upon which they might agree therefore (ie. Negotiation, conciliation, mediation, transaction or arbitration). The language to be used in such ADR proceedings shall be in English unless otherwise agreed upon. In case of a conflict of opinion which cannot be solved within the respective Consortium Body or between the respective Consortium Bodies, the Coordinator shall be approached for advice. The Coordinator may decide to seek a decision of the whole Governing Board in order to come to a solution. If the Coordinator is involved in the conflict, the Co-Coordinator should take over this role. Should the attempts to settle the dispute amicably fail to bring about a full agreement between the Parties, any dispute, controversy or claim arising under, out of or relating to this Partnership Framework Consortium Agreement, including, without limitation, its formation, validity, binding effect, interpretation, performance, breach or termination, as well as non-contractual claims, shall be finally settled by the competent court of Brussels that shall have exclusive jurisdiction. Nothing in this Partnership Framework Consortium Agreement shall limit the Parties’ rights to seek injunctive relief in any applicable competent court. v3-31.01.2023/Finalised 25.05.2023 62 Section 14: Signatures AS WITNESS: The Parties have caused this Partnership Framework Consortium Agreement to be duly signed by the undersigned authorised representatives in separate signature pages the day and year first above written. The following Pages are reserved for Parties’ Signatures. v3-31.01.2023/Finalised 25.05.2023 63 FEDERAL MINISTRY FOR CLIMATE ACTION, ENVIRONMENT, ENERGY, MOBILITY, INNOVATION AND TECHNOLOGY (BMK), Austria ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 64 AUSTRIAN RESEARCH PROMOTION AGENCY (FFG), Austria ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 65 CLIMATE AND ENERGY FUND (KLIEN), Austria ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 66 PUBLIC SERVICE OF WALLONIA (SPW), Belgium ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 67 TECHNOLOGY AGENCY OF THE CZECH REPUBLIC (TA CR), Czech Republic ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 68 CZECH MINISTRY OF INDUSTRY AND TRADE (MPO), Czech Republic ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 69 CZECH MINISTRY OF ENVIRONMENT (MZP), Czech Republic ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 70 PROJEKTTRÄGER JÜLICH | FORSCHUNGSZENTRUM JÜLICH GMBH (PtJ), Germany ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 71 INNOVATION FUND DENMARK (INNOV. FUND DK), Denmark ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 72 DANISH ENERGY AUTHORITY (DEA), Denmark Danish Energy Authority ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 73 MINISTRY OF ECONOMIC AFFAIRS AND COMMUNICATIONS (MKM), Estonia ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 74 ESTONIAN RESEARCH COUNCIL (ETA), Estonia ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 75 GREEK MINISTRY FOR DEVELOPMENT AND INVESTMENTS, GENERAL SECRETARIAT FOR RESEARCH & INNOVATION (GSRI), Greece ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 76 AGENCIA ESTATAL DE INVESTIGACIÓN (AEI), Spain ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 77 REGIONAL DEVELOPMENT AGENCY OF CANTABRIA (SODERCAN), Spain ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 78 DEPARTAMENTO DE DESAROLLO ECONÓMICO, SOSTENIBILIDAD Y MEDIO AMBIENTE: EUSKO JAURLARITZA-GOBIERNO VASCO (EUSKADI), Spain ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 79 ENTE VASCO DE LA ENERGÍA (EVE), Spain ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 80 FOUNDATION FOR THE PROMOTION OF APPIED SCIENTIFIC RESEATCH AND TECHNOLOGY IN ASTURIAS (FICYT), Spain ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 81 CENTRO PARA EL DESARROLLO TECNOLOGICO INDUSTRIAL (CDTI E.P.E), Spain ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 82 INNOVAATIORAHOITUSKESKUS BUSINESS FINLAND (BF), Finland ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 83 FRENCH NATIONAL RESEARCH AGENCY (ANR), France ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 84 FRENCH MINISTRY OF HIGHGER EDUCATION AND INNOVATION (MESRI), France ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 85 AGENCE DE L'ENVIRONNEMENT ET DE LAMAITRISE DE L'ENERGIE (ADEME), France ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 86 RÉGION DES PAYS DE LA LOIRE (RPL), France ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 87 MINISTARSTVO GOSPODARSTVA I ODRZIVOG RAZVOJA (CMESD), Croatia ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 88 NEMZETI KUTATASI FEJLESZTESI ES INNOVACIOS HIVATAL (NKFIH), Hungary ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 89 THE SUSTAINABLE ENERGY AUTHORITY OF IRELAND (SEAI), Ireland ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 90 DEPARTMENT OF ENVIRONMENT, CLIMATE AND COMMUNICATIONS (GSI), Ireland ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 91 MINISTRY OF NATIONAL INFRASTRUCTURE, ENERGY AND WATER RESOURCES (MoE), Israel ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 92 RANNSOKNAMIDSTOD ISLANDS (Rannis), Iceland ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 93 ORKUSTOFNUN (Orkustofnun), Iceland ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 94 MINISTERO DELL'UNIVERSITÀ E DELLA RICERCA (MUR), Italy ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 95 LIETUVOS RESPUBLIKOS ENERGETIKOS MINISTERIJOS (ENMIN LITHUANIA), Lithuania ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 96 LATVIJAS ZINATNES PADOME (LZP), Latvia ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 97 MINISTRY FOR EDUCATION, SPORT, YOUTH, RESEARCH AND INNOVATION (MEYR), France ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 98 MINISTERIE VAN ECONOMISCHE ZAKEN EN KLIMAAT (RVO), Netherlands ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 99 NEDERLANDSE ORGANISATIE VOOR WETENSCHAPPELIJK ONDERZOEK (NWO), ZAKEN EN KLIMAAT, Netherlands ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 100 NORDISK ENERGIFORSKNING NORDI ENERGY RESEARCH (NER), Norway ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 101 NORGES FORSKNINGSRAD (RCN), Norway ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 102 GASSNOVA SF (GASSNOVA), Norway ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 103 NARODOWE CENTRUM BADAN I ROZWOJU (NCBR), Poland ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 104 FUNDACAO PARA A CIENCIA E A TECNOLOGIA (FCT), Portugal ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 105 DIRECAO-GERAL DE ENERGIA E GEOLOGIA (DGEG), Portugal ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 106 UNITATEA EXECUTIVA PENTRU FINANTAREA INVATAMANTULUI SUPERIOR A CERCETARII DEZVOLTARII SI INOVARII (UEFISCDI), Romania ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 107 STATENS ENERGIMYNDIGHET (SWEA - STEM), Sweden ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 108 TURKIYE BILIMSEL VE TEKNOLOJIK ARASTIRMA KURUMU (TUBITAK), Turkey ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 109 IDRYMA EREVNAS KAI KAINOTOMIAS (RIFC), Cyprus ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 110 SAECHSISCHES STAATSMINISTERIUM FUR WISSENSCHAFT, KULTUR UND TOURISMUS (SMWK), Germany ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 111 RICERCA SUL SISTEMA ENERGETICO - RSE SPA (RSE SPA), Italy ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 112 FONDS INNOVEREN EN ONDERNEMEN (FIO), Belgium ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 113 MINISTRY OF ENTERPRISES AND MADE IN ITALY (MIMIT), Italy ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 114 FUNDACION ESPANOLA PARA LA CIENCIAY LA TECNOLOGIA, F.S.P., FECYT (FECYT), Spain ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 115 BUSINESS FINLAND OY (BF OY), Finland ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 116 EXPRESS INNOVATION AGENCY VMV NONPROFIT ZARTKORUEN MUKODO RESZVENYTARSASAG (XIA), Hungary ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 117 GEORG-RANNSOKNARKLASI I JARDHITA (GEORG), Iceland ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 118 VLAAMSE GEWEST (VLAIO), Belgium ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 119 FEDERAL DEPARTMENT FOR ENVIRONMENT, TRANSPORT, ENERGY AND COMMUNICATIONS (DETEC), Switzerland ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 120 SCHWEIZERISCHER NATIONALFONDS ZUR FORDERUNG DER WISSENSCHAFTLICHEN FORSCHUNG (SNF), Switzerland ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 121 SCOTTISH ENTERPRISE (SCOTENT), United Kingdom ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 122 UNITED KINGDOM RESEARCH AND INNOVATION (UKRI), United Kingdom ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 123 THE ENERGY SAVING TRUST LIMITED (EST), United Kingdom ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 124 INSTITUT DE RECHERCHES EN ENERGIE SOLAIRE ET ENERGIES NOUVELLES (IRESEN), Morocco ___________________________________________________________________________________________________ Name(s)/Surname/Title(s) [in capital letters] __________________________________________________________________________________________ Signature(s) v3-31.01.2023/Finalised 25.05.2023 125 Attachment 1: Background Included According to the Initial Grant Agreement No. 101069750 (Article 16.1) Background is defined as “data, know-how or information (…) that is (...) needed to implement the action or exploit the results”. Because of this need, Access Rights have to be granted in principle, but Parties must identify and agree amongst them on the Background for the CETPartnership. This is the purpose of this attachment, to describe Background. As to all Funding Parties, it is agreed between the Parties that, to the best of their knowledge, the following Background is hereby identified and agreed upon for the CETPartnership. Specific limitations and/or conditions shall be mentioned hereunder. No data, know-how or information of a Party shall be Needed by another Party unless for the purposes of CETPartnership, its implementation and project related work, as well as No specific limitations and/or conditions for implementation (Article 16.1 Grant Agreement and its Annex 5, section “Access rights to results and background”, sub-section “Access rights for implementing the action”) and no specific limitations and/or conditions for Exploitation (Article 16.1 Grant Agreement and its Annex 5, section “Access rights to results and background”, sub-section “Access rights for exploiting the results”) exist. This represents the status at the time of signature of this Consortium Agreement. In Order to facilitate the Governing Board in controlling and monitoring the balance between budgets and expenses, the Funding Parties shall provide to the Management the best available information about the status of implementation of Funded Projects as well as about the already transferred and finally expected financial contributions to third parties involved in Funded Projects, according to annual reporting routines to be established or on request within 30 calendar days. Financial Contributions to individual third parties involved in Funded Projects shall be treated as confidential. Financial Contributions to third parties involved in Funded Projects shall only be published on an aggregated level per country or region. To agree to the above Background Included, all Parties should be listed hereafter: 1. BUNDESMINISTERIUM FUER KLIMASCHUTZ, UMWELT, ENERGIE, MOBILITAET, INNOVATION UND TECHNOLOGIE (BMK), PIC 999633695 2. ÖSTERREICHISCHE FORSCHUNGSFORDERUNGSGESELLSCHAFT MBH (FFG), PIC 999507207 3. KLIMA- UND ENERGIEFONDS (KLIEN), PIC 953994031 4. SERVICE PUBLIC DE WALLONIE (SPW), PIC 999811884 5. TECHNOLOGICKA AGENTURA CESKE REPUBLIKY (TA CR), PIC 927033172 6. MINISTRY OF INDUSTRY AND TRADE (MPO), PIC 999810332 7. MINISTERSTVO ZIVOTNIHO PROSTREDI (MZP), PIC 890202757 8. FORSCHUNGSZENTRUM JULICH GMBH (FZJ), PIC 999980470 9. INNOVATION FUND DENMARK (INNOV. FUND DK), PIC 939076692 10. ENERGISTYRELSEN (DEA), PIC 994605603 11. MAJANDUS JA KOMMUNIKATSIOONIMINISTEERIUM (MKM), PIC 963638450 12. SIHTASUTUS EESTI TEADUSAGENTUUR (ETAg), PIC 998483760 13. GENIKI GRAMMATIA EREVNAS KAI KAINOTOMIAS (GSRI), PIC 999827016 14. AGENCIA ESTATAL DE INVESTIGACION (AEI), PIC 911508128 15. SOCIEDAD PARA EL DESARROLLO REGIONAL DE CANTABRIA SA (SODERCAN), PIC 990269994 16. CONSEJERIA DE DESARROLLO ECONÓMICO, SOSTENIBILIDAD Y MEDIO AMBIENTE. EUSKO JAURLARITZA-GOBIERNO VASCO (EUSKADI), PIC 999778225 17. ENTE VASCO DE LA ENERGIA (EVE), PIC 997911363 v3-31.01.2023/Finalised 25.05.2023 126 18. FUNDACION PARA EL FOMENTO EN ASTURIAS DE LA INVESTIGACION CIENTIFICA APLICADA Y TECNOLOGIA (FICYT), PIC 999791514 19. CENTRO PARA EL DESARROLLO TECNOLOGICO INDUSTRIAL. (CDTI E.P.E.), PIC 999510020 20. INNOVAATIORAHOITUSKESKUS BUSINESS FINLAND (BF), PIC 999549111 21. AGENCE NATIONALE DE LA RECHERCHE (ANR), PIC 998711613 22. MINISTERE DE L'ENSEIGNEMENT SUPERIEUR, DE LA RECHERCHE ET DE L INNOVATION (MESRI), PIC 999822263 23. AGENCE DE L'ENVIRONNEMENT ET DE LAMAITRISE DE L'ENERGIE (ADEME), PIC 999963301 24. Région des Pays de la Loire (RPL), PIC 984814132 25. MINISTARSTVO GOSPODARSTVA I ODRZIVOG RAZVOJA (CMESD), PIC 916533310, 26. NEMZETI KUTATASI FEJLESZTESI ES INNOVACIOS HIVATAL (NKFIH), PIC 999578696 27. THE SUSTAINABLE ENERGY AUTHORITY OF IRELAND (SEAI), PIC 997611148 28. DEPARTMENT OF ENVIRONMENT, CLIMATE AND COMMUNICATIONS (GSI), PIC 996559280 29. Ministry of National Infrastructure, Energy and Water Resources (MoE), PIC 953232387 30. RANNSOKNAMIDSTOD ISLANDS (Rannis), PIC 999547268 31. ORKUSTOFNUN (Orkustofnun), PIC 969550406 32. MINISTERO DELL'UNIVERSITÀ E DELLA RICERCA (MUR), PIC 894763406 33. LIETUVOS RESPUBLIKOS ENERGETIKOS MINISTERIJOS (ENMIN LITHUANIA), PIC 923846916 34. LATVIJAS ZINATNES PADOME (LZP), PIC 999546589 35. MINISTRY FOR EDUCATION, SPORT, YOUTH, RESEARCH AND INNOVATION (MEYR), PIC 947567102 36. MINISTERIE VAN ECONOMISCHE ZAKEN EN KLIMAAT (RVO), PIC 972778178 37. NEDERLANDSE ORGANISATIE VOOR WETENSCHAPPELIJK ONDERZOEK (NWO), PIC 999663862 38. NORDISK ENERGIFORSKNING NORDIC ENERGY RESEARCH (NER), PIC 998859538 39. NORGES FORSKNINGSRAD (RCN), PIC 999460453 40. GASSNOVA SF (GASSNOVA), PIC 928434628 41. NARODOWE CENTRUM BADAN I ROZWOJU (NCBR), PIC 999519720 42. FUNDACAO PARA A CIENCIA E A TECNOLOGIA (FCT), PIC 999543970 43. DIRECAO-GERAL DE ENERGIA E GEOLOGIA (DGEG), PIC 951676022 44. UNITATEA EXECUTIVA PENTRU FINANTAREA INVATAMANTULUI SUPERIOR A CERCETARII DEZVOLTARII SI INOVARII (UEFISCDI), PIC 972130024 45. STATENS ENERGIMYNDIGHET (SWEA - STEM), PIC 998687363 46. TURKIYE BILIMSEL VE TEKNOLOJIK ARASTIRMA KURUMU (TUBITAK), PIC 999587135 47. IDRYMA EREVNAS KAI KAINOTOMIAS (RIFC), PIC 999946035 48. SAECHSISCHES STAATSMINISTERIUM FUR WISSENSCHAFT, KULTUR UND TOURISMUS (SMWK), PIC 998235634 49. RICERCA SUL SISTEMA ENERGETICO - RSE SPA (RSE SPA), PIC 999529420 50. FONDS INNOVEREN EN ONDERNEMEN (FIO), PIC 919917349 51. Ministry of Enterprises and Made in Italy (MIMIT), PIC 949756780 AFFILIATED PARTIES 14.1 FUNDACION ESPANOLA PARA LA CIENCIAY LA TECNOLOGIA, F.S.P., FECYT (FECYT), PIC 999421944, linked to AGENCIA ESTATAL DE INVESTIGACION (AEI) 20.1 BUSINESS FINLAND OY (BF OY), PIC 916229118, linked to INNOVAATIORAHOITUSKESKUS BUSINESS FINLAND (BF) 26.1 EXPRESS INNOVATION AGENCY VMV NONPROFIT ZARTKORUEN MUKODO RESZVENYTARSASAG (XIA), PIC 887408478, linked to NEMZETI KUTATASI FEJLESZTESI ES INNOVACIOS HIVATAL (NKFIH) v3-31.01.2023/Finalised 25.05.2023 127  31.1 GEORG-RANNSOKNARKLASI I JARDHITA (GEORG), PIC 952875524, linked to ORKUSTOFNUN (Orkustofnun) 50.1 VLAAMSE GEWEST (VLAIO), PIC 999575107, linked to FONDS INNOVEREN EN ONDERNEMEN (FIO) ASSOCIATED PARTIES 52. FEDERAL DEPARTMENT FOR ENVIRONMENT, TRANSPORT, ENERGY AND COMMUNICATIONS (DETEC), PIC 999439210 53. SCHWEIZERISCHER NATIONALFONDS ZUR FORDERUNG DER WISSENSCHAFTLICHEN FORSCHUNG (SNF), PIC 999540575 54. SCOTTISH ENTERPRISE (SCOTENT), PIC 999763772 55. UNITED KINGDOM RESEARCH AND INNOVATION (UKRI), PIC 906446474 56. THE ENERGY SAVING TRUST LIMITED (EST), PIC 994186078 57. INSTITUT DE RECHERCHES EN ENERGIE SOLAIRE ET ENERGIES NOUVELLES (IRESEN), PIC 952594612 v3-31.01.2023/Finalised 25.05.2023 128 Attachment 2: Accession document ACCESSION of a new Party to CETPartnership Partnership Framework Consortium Agreement, version xxx [OFFICIAL NAME OF THE NEW PARTY AS IDENTIFIED IN THE RELATED GRANT AGREEMENT OR EXTENSION AMENDMENT] hereby consents to become a Party to the Partnership Framework Consortium Agreement identified above and accepts all the rights and obligations of a Party starting [date]. [OFFICIAL NAME OF THE COORDINATOR AS IDENTIFIED IN THE PARTNERSHIP FRAMEWORK CONSORTIUM AGREEMENT] hereby certifies that the consortium has accepted in the meeting held on [date]  [if applicable] [ to acknowledge the Grant Agreement [Number and Short Name, starting date] as a Related Grant Agreement starting [date]. ]  the accession of [the name of the new Party] to the Partnership Framework Consortium Agreement starting [date]. This Accession document has been done in two originals to be duly signed by the undersigned authorised representatives. [Date and Place] [INSERT NAME OF THE NEW PARTY] Signature(s) Name(s) Title(s) [Date and Place] BUNDESMINISTERIUM FUER KLIMASCHUTZ, UMWELT, ENERGIE, MOBILITAET, INNOVATION UND TECHNOLOGIE (BMK) Signature(s) Name(s) Title(s) v3-31.01.2023/Finalised 25.05.2023 129 Attachment 3: Budget indications for the Joint Calls (at date of Initial GA) envisaged financial support to 3rd envisaged Financial Contributions Short name Country Parties (national/ regional) BMK AT - - FFG AT 12 886 538,12 11 000 000 KLIEN AT - - SPW BE 2 108 706,24 1 800 000 TACR CZ 3 045 909,01 2 600 000 MPO CZ - - MZP CZ - - FZJ DE 30 459 090,09 26 000 000 INNOV. FUND DK DK 2 343 006,93 2 000 000 DEA DK 7 029 020,79 6 000 000 MKM EE 492 031,46 420 000 ETAg EE 609 181,80 520 000 GSRI EL 1 171 503,47 1 000 000 AEI ES 4 686 013,86 4 000 000 FECYT ES - - SODERCAN ES 351 451,04 300 000 EUSKADI ES 2 343 006,93 2 000 000 EVE ES 2 343 006,93 2 000 000 FICYT ES 702 902,08 600 000 CDTI ES 3 514 510,40 3 000 000 BF FI 11 715 034,65 10 000 000 BF OY FI - - ANR FR 7 029 020,79 6 000 000 MESRI FR - - ADEME FR 3 514 510,40 3 000 000 RPL FR 2 014 985,96 1 720 000 CMESD HR - - NKFIH HU 2 343 006,93 2 000 000 XIA HU - - SEAI IE 1 171 503,47 1 000 000 GSI IE 234 300,69 200 000 MoE IL 2 811 608,32 2 400 000 Rannis IS 2 343 006,93 2 000 000 Orkustofnun IS - - GEORG IS - - MUR IT 19 212 656,83 16 400 000 ENMIN LT 1 640 104,85 1 400 000 LZP LV 937 202,77 800 000 MEYR MT 1 171 503,47 1 000 000 RVO NL 18 744 055 16 000 000 NWO NL 2 343 006,93 2 000 000 NER NO - - RCN NO 19 517 247,73 16 660 000 GASSNOVA NO 1 405 804,16 1 200 000 NCBR PL 7 029 020,79 6 000 000 FCT PT 1 171 503,47 1 000 000 DGEG PT - - UEFISCDI RO 2 343 006,93 2 000 000 SWEA SE 8 200 524,26 7 000 000 TUBITAK TR 4 686 013,86 4 000 000 RIFC CY 1 171 503,47 1 000 000 SMWK DE 4 686 013,86 4 000 000 RSE IT - - v3-31.01.2023/Finalised 25.05.2023 130 FIO BE 2 343 006,93 2 000 000 VLAIO BE - - MISE (MIMIT) IT 37 488 110,88 32 000 000 v3-31.01.2023/Finalised 25.05.2023 131