Guidance How to draw up your H2020 consortium agreement

EUROPEAN COMMISSION

Directorate-General for Research & Innovation

Guidance How to draw up your H2020 consortium agreement

Version 2.2 07 January 2020

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EU Grants: Guidance -- How to draw up your consortium agreement: V2.2 ? 07.01.2020

HISTORY OF CHANGES

Version

Publication Date

Change

1.0

n/a

Initial version

2.1

02.03.2015 LS review

2.2

07.01.2020 Updated to VM4.0 / PP > FTP references

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EU Grants: Guidance -- How to draw up your consortium agreement: V2.2 ? 07.01.2020

IMPORTANT NOTICE This document aims to assist applicants/beneficiaries in drawing up a consortium agreement for Horizon 2020 projects (-- mandatory for all multi-beneficiary projects, unless the call/work programme provides otherwise). The consortium agreement should set the framework for a successful project implementation (i.e. settle all issues that might hamper the smooth and seamless cooperation of the different actors for the different parts of the project). It should in principle be negotiated and concluded before signing the grant agreement.

Figure 1 -- consortium agreement time-line diagram

The consortium agreement is a private agreement between the beneficiaries, to set out the rights and obligations amongst themselves. ( It does NOT involve the European Commission/Agency.) It should complement the grant agreement and must NOT contain any provision contrary to it. You remain fully responsible for your consortium agreement. This document is necessarily general and may not address your specific needs. For complex consortia, you should seek professional legal advice if needed. Other information

This document is limited to the consortium agreement for H2020 projects. For a more general overview of how Horizon 2020 grants work, see the Online Manual. For detailed information, see the H2020 AGA -- Annotated Grant Agreement on the Funding & Tenders Portal. A comprehensive list of Horizon 2020 reference documents (including legislation, work programme and templates) can be found in the `Reference documents' page of the Funding & Tenders Portal. Horizon 2020 terms are explained in the Glossary of the Funding & Tenders Portal. If you need help, you can also contact the Research Enquiry Service helpdesk.

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EU Grants: Guidance -- How to draw up your consortium agreement: V2.2 ? 07.01.2020

Table of contents

1. Proposal phase: Preparing the consortium ............................................................................ 5

1.1

Typical issues & how to address them ............................................................................. 5

2. Grant preparation phase: Setting-up the consortium agreement ........................................... 8

2.1

Typical issues & how to address them ............................................................................. 8

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EU Grants: Guidance -- How to draw up your consortium agreement: V2.2 ? 07.01.2020

1. Proposal phase: Preparing the consortium

During the proposal phase, you will need to commit yourselves to a common project and draw up a joint proposal.

You will need to:

share important information about the state of play of your research, your approach to the project, and the goals that your proposal is to meet

negotiate your project's technical and commercial specifications

Avoid focusing too much on specific internal policies or strategies.

share information about your operational capacity (to see how it complements others' capacity), pre-existing intellectual property (`background'), etc.

submit information on your operational capacity to the Commission/Agency

choose a name for your project

prepare the consortium agreement (preferably by drafting an outline or draft consortium agreement)

1.1 Typical issues & how to address them

Typical issues arising at the proposal stage include the commitment to the project, the confidentiality of the information shared and the choice of a name or acronym for the project.

Formalising the commitment

During the proposal phase (and before submitting the proposal), you should formalise your negotiations (through a `letter of intent' or as part of a `confidentiality agreement'; see below). This will give you some legal certainty. It will also facilitate cooperation and the exchange of information.

`Letters of intent' or `memoranda of understanding' are agreements outlining the framework for negotiations between applicants, usually drawn up at the outset of negotiations on involvement in a project.

A letter of intent is not usually legally binding, but applicants could include some binding rules (e.g. confidentiality obligations). Even if nonbinding, a letter of intent is more formal than a `gentlemen's agreement', which is often unwritten. Signing a letter of intent is an official sign that the applicants have a shared interest in achieving a given result, and may make a successful outcome more likely.

The letter of intent (or confidentiality agreement) should set out:

the shared intentions (i.e. taking part and the substance of the proposal)

rules on communication, sharing information, confidentiality and reporting (unless included in a separate confidentiality agreement)

the conditions of termination.

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