COOPERATION AGREEMENT FOR THE ERASMUS+ PROGRAMM

This contract, drawn up under the Community programme Erasmus+ shall govern relations between:

Czech Technical University in Prague

Address:	Jugoslávských partyzánů 1580/3, 160 00 Prague 6
ID No.:	68407700

Called hereafter “the Coordinator”, represented for the purposes of signature of this agreement by doc. RNDr. Vojtěch Petráček, CSc., rector, on one part, and

and

Warszawski Uniwersytet Medyczny
Address:	ul. Żwirki i Wigury 61, 02-091 Warsaw, Poland ID No.:	REGON: 000288917
represented for the purposes of signature of this agreement by Prof. Rafał Krenke, MD, PhD - Rector,

on the other part, called hereafter individually “the Beneficiary” or collectively “the Beneficiaries”

the Coordinator and the Beneficiaries hereafter individually also “the Party” or collectively “the Parties”

have agreed on the Special Conditions and the Annex below which form an integral part of this agreement ("the agreement"):

Annex no. 1 – Grant Agreement Annex no. 2 – General conditions

ARTICLE 1 – SUBJECT MATTER OF THE AGREEMENT

1.1	This Agreement sets out the rights and obligations and terms and conditions applicable to the cooperation between the Coordinator and the Beneficiaries regarding the grant awarded to by the National Agency for the implementation of the following project based on the grant agreement executed between the National Agency the Coordinator and the Beneficiaries (hereinafter	the	“Grant	Agreement”	and	the	“Project”):

Project number:	2024-1-CZ01-KA220-HED-000251650
Project title:	Hybrid  Healthcare  -  Advancing  Hybrid  Management  and  Digital Technology in Healthcare Education
National Agency:	Dům zahraniční spolupráce
Identification number of the Grant Agreement: [KA220-HED-EC75D86F] Duration of the Project: 30 months
Start and end date of the Project cycle: 01.09.2024 – 28.02.2027
Total grant awarded:	400 000,00 €

1.2	The Beneficiaries hereby do declare to have got fully acquainted with the content of the Grant Agreement including the annexes thereto and agree to proceed with the implementation of the Project in compliance with the rules stated in the Grant Agreement and in full cooperation with the Coordinator. For the avoidance of doubt the Beneficiaries hereby do further declare to be bound by the obligations arising from the Grant Agreement applicable to the Beneficiaries, the call conditions and all legal obligations under applicable EU, international and national law.

ARTICLE 2 – RIGHTS AND RESPONSIBILITIES OF THE PARTIES

2.1	The Beneficiaries are jointly and severally liable for carrying out the action in accordance with the Agreement concluded between the National Agency and the Coordinator. If a beneficiary fails to implement its part of the action, the other beneficiaries become responsible for implementing this part (but without increasing the maximum amount of the grant).
2.2	The Beneficiaries must comply jointly or individually with any legal obligations they are bound by under applicable EU, international and national law.
2.3	The Coordinator and the Beneficiaries shall provide each other with such cooperation as may be fairly required for the proper implementation of the Project and the fulfilment of the obligations arising from the Grant Agreement. Should any amendment to the Grant Agreement be subsequently executed, the Coordinator shall present such amendment to the Beneficiaries without undue delay.
2.4	The Beneficiary shall inform the Coordinator without undue delay of any occurrence, situation or information concerning the implementation of the Project or which may affect the due and proper performance of any of the obligations of the respective Beneficiary.
2.5	For the purpose of the implementation of the Project, proper Project management and smooth communication the Parties hereby appoint the following contact persons on behalf of each of the Parties:
•	The contact person for the Coordinator is: xxx
In case the contact person is unavailable, the Beneficiaries should reach out to xxx.

•	The contact person for Warszawski Uniwersytet Medyczny is:
xxx
In case the contact person is unavailable, the Beneficiaries should reach out to
xxx.

2.6	The Beneficiaries shall provide the Coordinator with all the necessary collaboration not only with respect to the implementation of the Project and the tasks assigned to each respective Beneficiary, but regarding the proper fulfilment of reporting obligations as well. Each Beneficiary shall properly keep all documents and reports necessary for the fulfilment of the record-keeping obligations arising from the Grant Agreement, archive all pertinent documents for the duration of the period prescribed by the Grant Agreement and provide access to all Project-related documentation and accounts to the Coordinator and/or to the National Agency or the authorized mandatary thereof in order to allow the performance of any check, control or audit procedure as may be required thereby based on the Grant Agreement.
2.7	The Parties hereby agree to follow the Project’s timetable as stipulated in Annex no. 1 to the Grant Agreement – DESCRIPTION OF THE ACTION AND ESTIMATED BUDGET FOR THE ACTION (POPIS AKCE A PŘEDPOKLÁDANÝ ROZPOČET NA AKCI). Annex no. 1 to the Grant Agreement hereto shall contain detailed information on the particular tasks assigned to each of the Parties, their distribution between the Coordinator and the Beneficiaries and the time frame for the completion of each of such tasks including in the form of a Gantt chart.
2.8	The beneficiaries must implement the action as described in Annex 1 and in compliance with the provisions of the Agreement, the call conditions and all legal obligations under applicable EU, international and national law.

ARTICLE 3 – PAYMENT AND FINANCIAL ARRANGEMENTS

3.1	The Parties shall use the following bank accounts in the course of the implementation of the Project:

•	The Coordinator: [Bank name: KOMERCNI BANKA a.s., Full account number: 131- 2649910227/0100, variable symbol: 000251650, IBAN: CZ67 0100 0001 3126 4991 0227, and SWIFT/BIC: KOMBCZPPXXX]

•	Warszawski Uniwersytet Medyczny: Bank account
Name of bank: Bank Millennium S.A.
Address of branch: 2A, Stanisława Żaryna St., 02-593 Warsaw
Precise denomination of account holder: WARSZAWSKI UNIWERSYTET MEDYCZNY Full account number (including bank codes): PL97 1160 2202 0000 0006 3999 6813
IBAN: PL97 1160 2202 0000 0006 3999 6813 SWIFT: BIGBPLPW

3.2	All payments between the Parties related to the Project shall be made in EUR. If payments are to be made in a currency other than the currency, in which the grant was awarded as stipulated
3.1	
in the Grant Agreement, the exchange rate stipulated by the European Central Bank as of the day of the respective payment shall apply.
3.3	The maximum grant amount as stipulated by the Grant Agreement shall be split between the Parties as follows:

The Parties hereby acknowledge that the aforementioned amounts present maximum amounts and the final calculation of the grant amount is dependent on the due and timely fulfilment of all of the obligations arising from the Grant Agreement.
3.4	The individual pre-financing payments payable during the duration of the Project shall be distributed among the Beneficiaries by the Coordinator (supposed the Coordinator will have received the respective pre-financing payment from the National Agency) according to the achievement of the tasks and according to the following schedule:

Reporting	Payments	
Reporting period	Type	Deadline	Type	Deadline (for payment)	
Reporting period no.:	Date from:	Date to:					
					Payment of the first pre- financing payment	Within 30 days from the date of entry of the agreement or from the date of receipt of the of the pre- financing payment guarantee, whichever is	

						whichever is later	
1.	01.09.2024	No later than 30.11.2025
or earlier if exhausted 70 % of the first pre- financing payment	Interim report	60 days after the end of of the reporting period 29.01.2026	Payment of the second pre-financing payment	60 days from receipt interim report	
2.	01.09.2024	31.07.2026	Partial report	60 days after the end of the reporting period 30.09.2026	Shall not be used.	Shall not be used.	
3.	01.09.2024	28.02.2027	Final report	60 days after the end of the reporting period 29.04.2027	Final payment.	60 days from receipt final report	

Pre-financing payment	
Type	Amount	
Payment of the first pre-financing payment	160 000,00 EUR – 40 % of the grant	
Payment of the second pre-financing payment	160 000,00 EUR – 40 % of the grant	

The Coordinator reserves to right to suspend the payments to the respective Beneficiary should such Beneficiary act in breach of this agreement, the Grant Agreement, Erasmus+ documentation and/or the applicable legal regulations (or if there is a reasonable and documented suspicion that such situation is likely to arise) including but not limited to a default with meeting a set milestone.
3.5	The parties hereby do acknowledge that the individual pre-financing payments present advance payments, which remain the property of the National Agency until the provision of the final payment following the completion of the Project.
3.6	The budget of each of the Beneficiaries provides an overview of the costs projected for the purpose of the implementation of the Project by the respective Beneficiary. The Beneficiary shall inform the Coordinator without undue delay of the current state of the implementation of the budget and of the amount remaining from the provided pre-financing payment(s).
3.1	
3.7	Beneficiaries do acknowledge that costs not recognized as eligible by the National Agency will not be reimbursed. At the same time, Beneficiaries are responsible for the use of funds in accordance with the Grant Agreement, the Erasmus+ documentation, this agreement and the applicable legal regulations. Should a failure of a Party lead to a grant reduction, such Party shall bear the costs in the amount of the reduction and shall reimburse other Parties for the associated loss.
3.8	A Beneficiary with surplus funds, which would likely not be used up within the Project period, shall be obliged to inform the Coordinator of such situation without undue delay. The Coordinator shall have the right to request the respective Beneficiary to transfer the surplus funds in the amount stipulated by the Coordinator back to the bank account of the Coordinator and the Beneficiary shall be obliged to do so without undue delay upon request of the Coordinator. The Coordinator may thereafter decide on the transfer of the returned funds to another Beneficiary in accordance with the Grant Agreement and upon agreement with such another Beneficiary.
3.9	The Coordinator shall keep track of all Project expenditures and should also have copies of all relevant documents regarding the Project from the Beneficiaries (for example payrolls, etc.). The Beneficiaries shall provide the Coordinator therewith upon request of the Coordinator or as stipulated in this agreement including the Annexes hereto (e.g. if the meeting of a milestone is to be proven by the provision of a respective document).

3.10	Should a Beneficiary underperform with respect to the projected involvement thereof in the Project (i.e. should the performance be lower than 70 % of the anticipated involvement), the Coordinator shall have the right to reduce the organizational costs of such Beneficiary accordingly.
3.11	Recoveries will be made, if — at beneficiary termination, final payment or afterwards — it turns out that the granting authority has paid too much and needs to recover the amounts undue.
3.12	The general liability regime for recoveries (first-line liability) is as follows: At final payment, the coordinator will be fully liable for recoveries, even if it has not been the final recipient of the undue amounts. At beneficiary termination or after final payment, recoveries will be made directly against the beneficiaries concerned.
3.13	In case of enforced recoveries: the beneficiaries will be jointly and severally liable for repaying debts of another beneficiary under the Agreement (including late-payment interest), if required by the granting authority
3.14	The Beneficiaries are fully responsible for the correct delivery of the declaration of expenses and the appropriate application of accounting system.

ARTICLE 4 – GENERAL INFORMATION OBLIGATION

4.1	The beneficiaries must provide during the action or afterwards any information requested in order to verify eligibility of the lump sum contributions declared, proper implementation of the action and compliance with the other obligations under the Agreement.
4.2	The information provided must be accurate, precise and complete and in the format requested, including electronic format.
4.3	The Beneficiaries must keep — at all times, during the action— their information stored in the Erasmus+ reporting and management tool up to date, in particular, their name, address, legal representatives, legal form and organisation type.
4.4	The Parties undertake to ensure sufficient staff capacity for the proper implementation of the Project.
4.5	The Beneficiaries must immediately inform the granting authority (and the other beneficiaries) of any of the following:
4.1	
-	events which are likely to affect or delay the implementation of the action or affect the EU’s financial interests, in particular:
-	changes in their legal, financial, technical, organisational or ownership situation (including changes linked to one of the exclusion grounds listed in the declaration of honour signed before grant signature)
-	circumstances affecting:
(i)	the decision to award the grant or
(ii)	compliance with requirements under the Agreement.

ARTICLE 5 – RULES FOR VISUAL IDENTITY

5.1	The Parties shall comply with the rules for visual identity and visibility as stipulated by the Grant Agreement.
5.2	Unless otherwise agreed with the granting authority, communication activities of the beneficiaries related to the action (including media relations, conferences, seminars, information material, such as brochures, leaflets, posters, presentations, etc., in electronic form, via traditional or social media, etc.), dissemination activities and any infrastructure, equipment, vehicles, supplies or major result funded by the grant must acknowledge EU support and display the European flag (emblem) and funding statement (translated into local languages, where appropriate):

5.3	The emblem must remain distinct and separate and cannot be modified by adding other visual marks, brands or text. Apart from the emblem, no other visual identity or logo may be used to highlight the EU support.
5.4	When displayed in association with other logos (e.g. of beneficiaries or sponsors), the emblem must be displayed at least as prominently and visibly as the other logos.
5.1	
5.5	For the purposes of their obligations under this Article, the beneficiaries may use the emblem without first obtaining approval from the granting authority. This does not, however, give them the right to exclusive use. Moreover, they may not appropriate the emblem or any similar trademark or logo, either by registration or by any other means.

ARTICLE 6 – INTELLECTUAL PROPERTY RIGHTS – BACKGROUND AND ACCESS RIGHTS TO BACKGROUND

6.1.	The beneficiaries must give each other and the other participating entities access to the background identified as needed for implementing the action.
‘Background’ means any data, know-how or information — whatever its form or nature (tangible or intangible), including any rights such as intellectual property rights — that is:
-	held by the beneficiaries before they acceded to the Agreement and
-	needed to implement the action or exploit the results.
If background is subject to rights of a third party, the beneficiary concerned must ensure that it is able to comply with its obligations under the Agreement.
6.2.	The Beneficiaries must, where industrial and intellectual property rights (including rights of third parties) exist prior to the Agreement, establish a list of these pre-existing industrial and intellectual property rights, specifying the rights owners.
6.3.	The coordinator must — before starting the action — submit this list to the granting authority.
6.4.	If the beneficiaries produce educational materials under the scope of the Project, such materials must be made available through the Internet, free of charge and under open licenses1. The beneficiaries must ensure that the website address used is valid and up to date. If the website hosting is discontinued the beneficiaries must remove the website from the Organisation Registration System to avoid the risk that the domain is taken over by another party and redirected to other websites.

ARTICLE 7 – EU RESTRICTIVE MEASURES

7.1. The beneficiaries must ensure that the EU grant does not benefit any affiliated entities, associated partners, subcontractors or recipients of financial support to third parties that are subject to restrictive measures adopted under Article 29 of the Treaty on the European Union or Article 215 of the Treaty on the Functioning of the EU (TFEU).

ARTICLE 8 – CONFIDENTIALITY

8.1	The Coordinator and the Beneficiaries shall preserve the confidentiality of any information and documents, in any form, which are disclosed in writing or orally in relation to the implementation of the Contract and the Grant Agreement.
8.2	The Coordinator and the Partner shall not use confidential information and documents for any reason other than fulfilling their obligations under the Contract and the Grant Agreement unless otherwise agreed between the parts in writing.

1 Open licence – a way by which the owner of a work grants permission to others to use the resource. A license is associated to each resource. There are different open licences according to the extent of the permissions granted or the limitations imposed and the beneficiary is free to choose the specific license to apply to their work. An open licence must be associated to each resource produced. An open licence is not a transfer of copyrights or Intellectual Property Rights (IPR).

8.3	The Coordinator and the Partner shall be bound by the obligations referred to this Article during the implementation of the Contract and the Grant Agreement and for a period of five years starting from the payment of the balance, unless:
a)	the party concerned agrees to release the other party from the confidentiality obligations earlier;
b)	the confidential information becomes public through other means than in breach of the confidentiality obligation through disclosure by the party bound by that obligation;
c)	the disclosure of the confidential information is required by law. ARTICLE 9 – TERMINATION OF THE PARTICIPATION IN THE PROJECT
9.1	The Coordinator shall have the right to terminate the participation of a Beneficiary in the Project by a written notice should the Beneficiary breach this agreement, the Grant Agreement, Erasmus+ documentation or the applicable legal regulations gravely or repeatedly and should it not redress such breach within a period of 30 days as of the delivery of a reminder to the contact person of the Beneficiary, which may be delivered by e-mail. Should, however, the breach be of such serious nature that the abidance by the aforementioned period may imperil the financial interests of the European Union, the period shall not apply. A breach may consist
e.g. in poor communication with the Coordinator or other Beneficiaries in the course of the Project, underperformance of the Project activities, failure to present transparent records regarding its Project activities or a default with the provision of requested cooperation or information. With effect upon delivery of the notice the provision of a pre-financing payment to the respective Beneficiary shall be suspended. The Coordinator shall without undue delay undertake the steps stipulated in the Grant Agreement towards the National Agency in order to terminate the participation of the Beneficiary in the Project.
9.2	A Beneficiary shall be entitled to ask the Coordinator for a termination of the participation of the Beneficiary in the project should the occurrence of a serious situation on the part of the Beneficiary significantly limit the ability of the Beneficiary to fulfil the tasks assigned thereto in the course of the Project. Should the Coordinator consider the reasoning of the Beneficiary sufficient, it shall without undue delay undertake the steps stipulated in the Grant Agreement towards the National Agency in order to terminate the participation of the Beneficiary in the Project.
9.3	The Coordinator shall keep the other Beneficiaries informed of the steps undertaken in accordance with this Article 9.
9.4	Should the Coordinator breach this agreement, the Grant Agreement, Erasmus+ documentation or the applicable legal regulations gravely or repeatedly and should it not redress such breach within a period of 30 days as of the delivery of a reminder to the contact person of the Beneficiary, which may be delivered by e-mail, the other Beneficiaries may unanimously decide on the termination of the participation of the Coordinator in the Project by a written notice. Should, however, the breach be of such serious nature that the abidance by the aforementioned period may imperil the financial interests of the European Union, the period shall not apply. A breach may consist e.g. in poor communication with the Coordinator in the course of the Project, underperformance of the Project activities vested in the Coordinator or a default with the provision of requested cooperation or information. Upon decision of the Beneficiaries on the termination of the participation of the Coordinator in the Project the Beneficiaries shall further decide, which beneficiary shall represent the consortium for the purpose of filing the amendment request to the National Agency. The representative of the consortium shall be elected by a 2/3 majority of the Beneficiaries. The representative shall
9.1	
without undue delay undertake the steps stipulated in the Grant Agreement towards the National Agency in order to terminate the participation of the Coordinator in the Project.
9.5	The termination of the participation of a Party in the Project shall not be construed as to relieve such Party of the obligations related to the prior participation thereof. The terminated party shall provide any cooperation, which may be reasonably requested for the fulfilment of the duties arising from the Grant Agreement, e.g. draft a technical report, provide evidence of the use of the respective funds, return of the unused funds etc. Should the terminated party fail to do so, it shall be obliged to return to the Coordinator all funds received in the course of the Project.
9.6	Should an unexpected and insurmountable situation arise, that would put in danger the fulfilment of the Project targets, the Parties may unanimously decide on the termination of the Project as a whole. Each Party shall bear the costs of such decision proportionally to the projected participation thereof in the Project.

ARTICLE 10 – THE CONTRACT REGISTER

10.1 Should either Party present a person with a duty to file this agreement with the Contract Register of the Czech Republic, such Party shall do so within the statutory period. For this purpose the Parties hereby acknowledge that this agreement does not contain any trade secret or other information, which shall not be made publicly available.

ARTICLE 11 – APPLICABLE LAW

11.1	This agreement shall be governed by the laws of the Czech Republic.
11.2	Should any disputes arise between the Parties in connection with this agreement or the implementation of the Project, the Parties shall exert their best efforts to resolve such disputes amicably. Should they fail to do so, the Parties do hereby agree on the jurisdiction of the courts of the Czech Republic so that the case shall be heard and decided by the appropriate court exercising authority over the district, in which the registered office of the Coordinator is situated.

ARTICLE 12 – ENTRY INTO FORCE

12.1. This agreement shall enter into force on the date of the execution hereof by the last of the contracting parties. Should it be obligatory for either Party to file this agreement with the Contract Register of the Czech Republic, this agreement shall become effective upon the publishing thereof in the Contract Register; otherwise this agreement shall become effective upon signature of the last Party.

SIGNATURES

For the Coordinator	For the Beneficiary

doc. RNDr. Vojtěch Petráček, CSc./Rector	Prof. Rafał Krenke, MD, PhD - Rector

signature

Digitálně podepsal(a) Vojtěch Petráček Datum: 08.01.2025

12:20:28

signature

Rafał Marian Krenke

Elektronicznie podpisany przez Rafał Marian Krenke Data: 2024.12.23 16:32:06
+01'00'

Done at Prague, CR, date	Done at Warsaw, date

Lidia Przepióra- Dziewulska

Elektronicznie podpisany przez Lidia Przepióra-Dziewulska Data: 2024.12.18
16:20:12 +01'00'

Grażyna Teresa Majewska

Elektronicznie podpisany przez Grażyna Teresa Majewska
Data: 2024.12.13 13:05:32
+01'00'

Marta Lorenc

Elektronicznie	10
podpisany przez Marta Lorenc Data: 2024.12.05
13:05:44 +01'00'

Annex no. 1 GRANT AGREEMENT

Annex no. 2 GENERAL CONDITIONS

Article 1: Liability

Each Party of this agreement shall exonerate the other from any civil liability for damages suffered by them or their staff as a result of performance of this agreement, provided such damages are not the result of serious and deliberate misconduct on the part of the other Party or their staff.

The National Agency of Czech republic, the European Commission or their staff shall not be held liable in the event of a claim under the agreement relating to any damage caused during the execution of the activity. Consequently, the National Agency of Czech republic or the European Commission shall not entertain any request for indemnity of reimbursement accompanying such claim.

Article 2: Data Protection

All personal data contained in the agreement shall be processed in accordance with Regulation (EU) 2018/1725 of the European Parliament and of the Council on the protection of individuals with regard to the processing of personal data by the EU institutions and bodies and on the free movement of such data. Such data shall be processed solely in connection with the implementation and follow-up of the agreement by the organisation, the National Agency and the European Commission, without prejudice to the possibility of passing the data to the bodies responsible for inspection and audit in accordance with EU legislation (Court of Auditors or European Antifraud Office (OLAF)).

The participant may, on written request, gain access to his personal data and correct any information that is inaccurate or incomplete. He/she should address any questions regarding the processing of his/her personal data to the organisation and/or the National Agency. The participant may lodge a complaint against the processing of his personal data to the European Data Protection Supervisor with regard to the use of the data by the European Commission.

Article 3: Checks and Audits

The Parties of the agreement undertake to provide any detailed information requested by the European Commission, the National Agency of Czech republic or by any other outside body authorised by the European Commission or the National Agency of Czech republic to check that the Project and the provisions of the agreement are being/ have been properly implemented.

11