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Document publié le Jeudi 1 janvier 2026
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Thèmes du document : Histoire et mémoire, Grandes et moyennes entreprises, Culture et patrimoine,
PR EURO: -MÉTROPOLE EURO-MÉTROPOLE DE METZ
MAISON DE LA METROPOLE = 1 Place du Parlement de Metz» CS 30353 n 57011 METZ CEDEX 1
T. 03 87 20 10005 F. 03 57 88 32 68 = eurometropolemetz.eu
DECISION 434/2026
PORTANT SIGNATURE DE L'ACCORD DE CONSORTIUM UNVEIL '
Nous soussigné, Philippe Brunella, Conseiller délégué de l'Euro-Métropole de Metz,
VU le Code Général des Collectivités Territoriales,
VU la délibération en date du 16 avril 2026, par laquelle le Conseil Métropolitain a donné délégation à son
Président,
VU l'arrêté de Monsieur le Président en date du 17 juin 2026, par lequel Monsieur Philippe Brunella,
conseiller délégué de l'Euro-Métropole de Metz, a reçu délégation, dans la limite de ses fonctions, pour
«Signerles conventions de partenariat sans échange financier direct ou portant sur un échangefinancier direct entre les parties d'un montant inférieur ou égal à 10 000 euros TTC das la limite des crédits inscrits au budget",
VU la proposition du CNRS d'associer l'Euro-Métropole de Metz au projet UNVEIL qui s'inscrit dans le
cadre de Horizon Europe, porté par l'Union Européenne,
VU l'intérêt pour le Musée de la Cour d'or de participer à ce projet, et dont les collections pourront
bénéficier des études et des résultats,
DÉCIDONS :
De signer l'accord de Consortium UNVEIL
Fait à Metz, le 1 8 AOÛT 2026
Pour le Président
Le Conseiller délégué au Musée de la Cour d'Or et à
l'archéologie préventive
Philippe BRUNELLA
Adjoint au Maire de Metz à la Culture, au Patrimoine, aux
Cultes et à la laïcité UNVEIL Consortium Agreement, version 6, June 2026
Consortium Agreement
DESCA MODEL CONSORTIUM AGREEMENT
Project number: 101226363
UNVEIL
(Based on DESCA — Model Consortium Agreementfor Horizon Europe, version 1, December 2021)
Réf. CNRS: 316141 UNVEIL Consortium Agreement, version 6, May 2026
Table of Contents
1 DefinitionS.ssssivssmenenunnnannnnenndnennn eosansnennsenrnnnnamennnnennennnnrannennnmnenmnnnnntes 5
2 PUFPOSS serrer ner nee nn an A ES A EE RUE 8
3 Entry into force, duration and termination sise 8
4 Responsibilities of Parties.…...................nenneenenenenenenenenninse 9
5 Liability'towards sach'äther.u.u..uu:unnngeseeeee een 12
6 Governancestructure
7 Agenda and minutes....
& ReportiNdissssscssiscinememeneneninmenensnrenneneennennananennnennnennsnsiisineesnnemeonaucen 26
9 Financial provisions.....uunesenesersnsonennnnnnnnnnnnnnnnnnnnnunnannunnunnnnnnnunnnnnnnnnsnnnnsnnnnnnnnsernennennernensensnnnnnannen 28
10: Results... ser nr 32
11. Access Rights .......uessnsnsesnnnnnnnnnnnnnnnnnennnnnnnnnnnnnnnnnnnnnnnnnnnnntnnnnnnnnennnnnnnnnsnnsnnsnennsnssnarsnnenensnnnnseransen 35
12 Non-disclosure of information... 40
13 Miscellaneous
14 Signatures
Attachment 2: Accession document... 76
Attachment3: List of third parties for simplified transfer according to Section 10.3.2... 77
Attachment 4: Identified entities under the same control... 78
Attachment:5 : Consortium Budget (in Euro)cisissesisciseicececcscscstsssenscssssscsssuscustesresesneoresevacsncraseons 79
Attachment 6 : Secondment agreement model... 80
2189 UNVEIL Consortium Agreement, version 6, May 2026
CONSORTIUM AGREEMENT
THIS CONSORTIUM AGREEMENT is based upon Regulation (EU) No 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 on the European Commission's General Model
Grant Agreement and its Annexes, and is made on March 1* 2026hereinafter referred to as the “Effective
Date’.
(1)
(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
BETWEEN:CENTRE NATIONAL DE LA RECHERCHE SCIENTIFIQUE (CNRS), PIC
999997930, with legal address RUE MICHEL ANGE 3, 75794 PARIS France- the Coordinator
UNIVERSITA DELLA CALABRIA(CAL), PIC 999863391, with legal address Via Pietro Bucci
87036 Rende CS,
UNIVERSITY OF WARWICK (WA), PIC 999976784, with legal address University House,
Kirby Corner Road, Coventry, CV4 8UW,United Kingdom ,
FRAUNHOFER GESELLSCHAFT ZUR FORDERUNG DER ANGEWANDTEN FORSCHUNG E.V., acting as legal entity for its Fraunhofer-Institut für Keramische Technologien und
Systeme (Fraunhofer), PIC 999984059, with legal address Hansastraße 27c, 80686
München/Germany,
KATHOLIEKE UNIVERSITEIT LEUVEN (KUL), PIC 999991334, for the purposes of this
Agreementrepresented by KU Leuven Research & Development, Waaistraat 6, box 5105, 3000
Leuven, Belgium,
NORGES TEKNISK-NATURVITENSKAPELIGE UNIVERSITET NTNU (NTNU), PIC
999977851, with legal address Hogskoleringen 1, 7034 Trondheim, Norvège
PROFILOCOLORESRL (PCO), PIC 926273177, with legal address Via Val D'Aosta, 24,
00141 Roma, Italia,
UNIVERSITY OF NEWCASTLE UPON TYNE (NEW), PIC 999985417, with legal address
Newcastle upon Tyne NE1 7RU, United Kingdom,
UNIVERSITATTRIER (TRI), PIC 999863682, with legal address Universitatsring 15, 54296
Trier, Germany
(10) RHEINISCH-WESTFAELISCHE TECHNISCHE HOCHSCHULE AACHEN (RWTH), PIC
999983962, as statutory corporation represented by the Rector, Templergraben 55, 52062
Aachen, Germany,
Hereinafter, jointly or individually, referred to as “Beneficiary” or "Beneficiaries”
and Associated Partners:
|
(11) UNIVERSITE DE LORRAINE (UL), PIC 954831626, with legal address 34 cours Léopold,
54000 Nancy, France,
(12) TECHNISCHE UNIVERSITAET DRESDEN (TUD), PIC 999897729, with legal address 01069
Dresden, Germany...,
3/8 UNVEIL Consortium Agreement, version 6, May 2026
(13) CENTRO PER LA CONSERVAZIONE ED IL RESTAURO DEI BENI CULTURALI LA VENARIA REALE FONDAZIONE, PIC 989190093, with legal address Settembre 18, 10078
Venaria Reale (To) Italy
(14) UNIVERSITAET LEIPZIG (ULEI), PIC 999854564, with legal address represented by the
Rector, who is represented by the Head of Administration and Finance, Dr. Jörg
Wadzack, with legal address Ritterstrasse 26, 04109 Leipzig, Germany; executing unit:
Museum of Classical Antiquities, Ritterstrasse 14, 04109 Leipzig, Germany, Principal
Investigator: Dr. Jörn Lang
(15) EURO-METROPOLE DE METZ, PIC 925074936, with legal address 1 place du Parlement
de Metz, Metz, France,
(16) S. T.Art-Test di S. Schiavone & C sas (START), PIC 902914219, with legal address street
Stovigliai n. 88, 93015 Niscemi (CL) Italy
(17) Sofia Maria Facal Belli (SKILL4S), PIC 885884996,
(18) Twiceout S.r.I. (TWO), PIC 885500100, with legal address Via Michele Mercati, 5, 00197
Roma RM, Italia,
(19) UNIVERSITA DEGLI STUDI DI ROMA LA SAPIENZA (SAP), PIC 999987745, with legal
address Piazzale Aldo Moro, 5, Roma, Italia,
(20) UNIVERSITE PARIS-SACLAY (SAC), PIC 897067059, a scientific, cultural and professional
public national establishment having its centre at in Bätiment Breguet, 3 rue Joliot Curie, GIF-
SUR-YVETTE 91190, France,
(21) Great North Museum: Hancock (GNM), PIC 884339883, with legal address City of
Newcastle upon Tyne for and on behalf of North East Museums(representing Great North
Museum: Hancock), with legal address Discovery Museum, Blandford Square, Newcastle
upon Tyne, NE1 4JA
Hereinafter, jointly or individually, referred to as “Associated Partner” or “Associated
Partners” Hereinafter the Coordinator, Beneficiaries and Associated Partner, jointly or individually,
referred to as “Parties” or “Party”.
Relating to the Action entitled
Unified Nondestructive Evaluation of Historical Artefacts
in short
UNVEIL
hereinafter referred to as “Project”
WHEREAS:
The Parties, having considerable experiencein the field concerned, have submitted a proposal for the
Project to the Granting Authority as part of Horizon Europe — the Framework Programme for Research
and Innovation (2021-2027).
4/89 UNVEIL Consortium Agreement, version 6, May 2026
The Parties wish to specify or supplement binding commitments among themselves in addition to the
provisions of the specific Grant Agreement to be signed by the Parties and the Granting Authority
(hereinafter “Grant Agreement”).
The Parties are aware that this Consortium Agreement is based upon the DESCA model consortium
agreement.
NOW, THEREFORE, IT IS HEREBY AGREED AS FOLLOWS:
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
“Associated Partners”
Associated Partners complement the research training programme but do not recruit and employ any
researchers within the project. They provide additional research and transferable skills training and/or
secondment opportunities. They can also deliver the doctoral degree. Associated Partner organisations
can be academic or non-academic organisations, located in any country. They are not signatories to the
Grant Agreement.
“Beneficiaries”
Beneficiaries are the legal entities that contribute directly to the implementation of the researchtraining
programme of the networkby recruiting, supervising, hosting and training researcherswithin the project.
They mayalso provide secondmentopportunities. Beneficiaries are signatories to the Grant Agreement,
receive funding, claim costs, and take complete responsibility for the proper implementation of the
proposed researchtraining programme.
“Consortium Body”
Consortium Body means any management body described in Section 6.7 (Governance Structure) of
this Consortium Agreement.
“Consortium Plan”
Consortium Plan means the description of the Action and the related agreed budgetas first definedin the
Grant Agreement and which may be updated by the Supervisory Board (SuB).
“Cultural Heritage Object”
5/ UNVEIL Consortium Agreement,version 6, May 2026
Cultural Heritage Object means any physical artefact, specimen, or material of archaeological, historical,
artistic, scientific or religious significance held in, on deposit with, or under the custodianship of a Partner
institution.
For the avoidance of doubt, “Cultural Heritage Object” does not include:
(a) research data, diagnostic outputs, or analytical results generated by the Projectin relation
to such objects;
(b) descriptive metadata created by the Project; or
(c) born-digital reconstructions or models unless expressly designated as such in Annex 7.
This definition shall be interpreted consistently with Article 2(1) of Directive 2014/60/EU and, where
applicable, Article 14 of Directive (EU) 2019/790.
“Defaulting Party”
Defaulting Party means a Party which the Supervisory Board (SuB) has identified to be in breachof this
Consortium Agreement and/or the Grant Agreement as specified in Section 4.3 of this Consortium
Agreement.
“Doctoral Candidate (DC)”
A Doctoral Candidate is a postgraduate researcher engaged in research activity, including the period of
researchtraining, who has not yet been awarded a doctoral degree. The eligibility period of DCs is
determined in accordancewith the rules of the Horizon Europe MSCA-DN programmeand the relevant
national regulations of the recruiting Beneficiary.
The DC is recruited and employed under a separate agreement by a Party. The details of DCs, their
appointinginstitutions and their person-months included in Annex | to the Grant Agreement.
“Granting Authority”
means the body awarding the grant for the Project.
“Effective Date”
Effective Date if the official starting of the project as indicated in the Grant Agreement.
“Financial Contribution”
Financial Contribution means anyclaim for reimbursement or paymentof costs (including but notlimited
to salaries, travel expenses, accommodation, or equipment) directly charged to the project budget as
eligible contributions under Annex 2 of the Grant Agreement.
6/89 UNVEIL Consortium Agreement, version 6, May 2026
Associated Partners are explicitly excluded from claiming any Financial Contribution from the project
budget, unless otherwise expressly agreed in writing by the SuB and in strict compliance with Article 9.1
of the Grant Agreement. For the avoidance of doubt, reasonable and duly documentedtravel,
accommodation and subsistence expenses incurred by Associated Partners when invited to attend
Consortium events shall be covered by the relevant event budgets, as described laterin this Agreement,
and shall not be treated as a Financial Contribution claimed by an Associated Partner.
“Intellectual Property (IP)”
Any information protectable under law , including but notlimited to design rights, patents, copyrights,
know-how, data and trade secrets.
“Needed”
means:
For the implementation of the Project:
Access Rights are Neededif, 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 Neededif, without the grant of such Access Rights, the Exploitation of own Results
would be technically or legally impossible.
“Recruiting Beneficiary”
Recruiting Beneficiary (as defined in Article 2 of the Grant Agreement) that has recruited and employs
the Doctoral Candidate under an employment contract or equivalent agreement, in accordance with
Article 6.2 of the Grant Agreement.
“Results”
Results has the same meaning like given to Results in Article 16.2 of the Grant Agreement: any tangible
or intangible effect of the action, such as data, know-how, whateverits form or nature, whether or notit
can be protected, that are (further) developed and/or created during the Project, as well as any rights
attachedtoit, including intellectual property rights,
Results include:
- “Own Results”: Results independently generated by one Party during the Project;
- “Joint Results”: Results jointly generated by two or more Parties during the Project. For the
avoidance of doubt, a Party may claim (part) ownership of Joint Resultsif its contribution is:
7/89 UNVEIL Consortium Agreement, version 6, May 2026
o Both intellectual and substantial, or
o Solely substantial orintellectual but indispensable to achieving the result (e.g, provision
of unique data, critical infrastructure, or key resources).
“Software”
Software means sequences of instructions to carry out a process in, or convertible into, a form
executable by a computer and fixed in any tangible medium of expression.
“Secondment(s)”
Secondment means the temporary transfer of a Doctoral Candidate (DC) from their recruiting
Beneficiary to the premisesor facilities of another Beneficiary or Associated Partner, for the purpose of
research training, interdisciplinary exposure, or sectoral experience, in accordance with the Description
of the Action (Annex 1) and the MSCA-DN mobility rules.
The following conditions apply to all Secondments, including those involving Associated Partners:
1. Alignment with project objectives: The Secondment must be foreseen in Annex 1 of the Grant
Agreement and align with the project’s training and research objectives;
2. No Financial Contribution: Associated Partners shall not claim any Financial Contribution from
the project for hosting the DC. All costs related to the Secondment(e.g., travel, accommodation)
shall be covered by the recruiting Beneficiary or the project budget, as applicable;
3. Responsibility of the Recruiting Beneficiary: The recruiting Beneficiary retains full responsibility
for the DC’s employmentcontract, social security coverage, and compliance with all MSCA-DN
mobility rules during the Secondmentperiod;
4. Compliance with obligations: The Associated Partner hosting the DC must comply with the
obligations set out in Articles 11 (proper implementation), 13 (confidentiality and security), 14
(ethics), and 17.2 (visibility) of the Grant Agreement, as applicable.
2 Purpose
The purpose of this Consortium Agreementis to specify with respect to the Project the relationship
among the Parties, in particular concerning the organisation of the work between the Parties, the
managementof the Project and the rights and obligations of the Parties concerninginter alia liability,
Access Rights and dispute resolution.
3 Entry into force, duration and termination
3.1 Entry into force
An entity becomesa Party to this Consortium Agreement upon signature of this Consortium Agreement
by a duly authorised representative.
8 / 89 UNVEIL Consortium Agreement, version 6, May 2026
This Consortium Agreement shall have effect from the Effective Date identified at the beginning of this
Consortium Agreement.
An entity becomes a new Party to the 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.
3.2 Duration and termination
This Consortium Agreement shall continue in full force and effect until complete fulfilment of all
obligations undertaken by the Parties under the Grant Agreement and under this Consortium
Agreement.
However, this Consortium Agreement or the participation of one or more Parties to it may be terminated
in accordancewith the terms of this Consortium Agreement.
— the Grant Agreement is not signed by the Granting Authority or a Beneficiary, or
— the Grant Agreement is terminated, or
— aParty's participation in the Grant Agreementis terminated,
this Consortium Agreement shall automatically terminate in respect of the affected Party/ies, subject to
the provisions surviving the expiration or termination under Section 3.3 of this Consortium Agreement.
If an Associated Partner’s participation in the Project is terminated, its participation in this Consortium
Agreement may be terminated subject to the provisions surviving the expiration or termination under
this Consortium Agreement (Section 4.2 and Section 3.3).
3.3 Survival ofrights and obligations
The provisions relating to Access Rights, Dissemination and confidentiality, for the time period
mentioned therein, as well as for liability, applicable law and settlement of disputes shall survive the
expiration or termination of this Consortium Agreement.
Termination shall not affect any rights or obligations of a Party leaving the Project incurred prior to the
date of termination, unless otherwise agreed between the Supervisory Board (SuB) and the leaving
Party. This includes the obligation to provide all necessary input, deliverables and documents for the
period ofits participation.
4 Responsibilities of Parties
4.1 General principles
Each Party undertakes to take part in the efficient implementation of the Project, and to cooperate,
perform and fulfil, promptly and on time, all of its obligations under the Grant Agreement and this
9/89 UNVEIL Consortium Agreement, version 6, May 2026
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 Granting Authority and the other Parties, in accordance
with the governancestructureof the Project, of any significant information, fact, problem or delaylikely
to affect the Project.
Each Party shall promptly provide all information reasonably required by a Consortium Body or by the
Coordinator to carry out its tasks and shall responsibly manage the accessofits employees to the EU
Funding & Tenders Portal.
Each Party shall take reasonable measures to ensure the accuracy of any information or materials it
supplies to the other Parties.
4.2 Specific responsibilities for Associated Partner(s)
In addition to implementing the Project tasks attributed to it/them Annex 1 of the Grant Agreement, the
Associated Partner(s) hereby commit(s) especially to the followingarticles of the Grant Agreement and
related regulations of Annex 5:
- Proper implementation of the action (Article 11)
- Conflict of interests (Article 12)
- Confidentiality and security (Article 13)
- Ethics and values(Article 14)
- Visibility (Article 17.2)
- Specific rules for carrying out the action (Article 18)
- General information obligations (Article 19)
- Record-keeping (Article 20)
The Associated Partner(s) support(s) the Beneficiaries regarding their exploitation, dissemination and
Open Science obligations and commit(s) to contribute to the technical and continuous reporting
(including the Results Ownership List) during and after the implementation of the Project.
Furthermore, the Associated Partner(s) hereby explicitly agree to cooperate with and grant access to
bodies according to Article 25 of the Grant Agreement (the Granting Authority, the European Anti-Fraud
Office (OLAF), the European Public Prosecutor's Office (EPPO), the European Court of Auditors (ECA),
so that these bodies can carry out checks, reviews, audits and investigations also towards the
Associated Partner(s).
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.
In case of termination or being declared a Defaulting Party, an Associated Partner shall, within the limits
specified in section 5.2 of this Consortium Agreement, bear any reasonable and justifiable costs
10/25 UNVEIL Consortium Agreement, version 6, May 2026
occurring to the other Parties for performing this Associated Partners tasks and the costs for additional
efforts necessary to implement the Project.
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 Consortium Agreement.
4.3 Breach
In the event that the Supervisory Board (SuB) identifies a breach by a Party ofits obligations under this
Consortium Agreement or the Grant Agreement (e.g. improper implementation of the Project), the
Coordinator or, if the Coordinatoris in breach of its obligations, the Party appointed by the SuB, 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 breach is substantial and is not remedied within that period or is not capable of remedy, the SuB
maydecide to declare the Party to be a Defaulting Party and to decide on the consequences thereof
which mayinclude termination ofits participation.
4.4 Involvement ofthird parties
A Party that enters into a subcontract or otherwise involvesthird parties (including but not limited to
Affiliated Entities or other Participants) in the Project remains responsible for carrying out its relevant
part of the Project and for such third party's compliance with the provisions of this Consortium
Agreement and of the Grant Agreement. Such Party has to ensure that the involvement of third parties
does not affect the rights and obligations of the other Parties under this Consortium Agreement and the
Grant Agreement.
4.5 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 Project and of
this Consortium Agreement.
In particular, the Parties shall, where necessary, conclude a separate data processing, data sharing
and/orjoint controller agreement before any data processing or data sharing takes place.
4.6 Responsibilities during Secondments
Secondmentswill be implemented as described in Annex| of the Grant Agreement. UNVEIL Consortium Agreement, version 6, May 2026
Parties are free to establish a supplementary bilateral agreement to specify the terms and conditions of
the Secondments. Such supplementary agreement shall not conflict with the Grant Agreement or the
Consortium Agreement.
During any period of Secondment, the seconded Doctoral Candidate shall remain employed by the Party
by which he/she was recruited.
Exceptas otherwise set out in this Section, the Party employing the seconded Doctoral Candidate shall
be solely responsible for the fulfillment towards the Doctoral Candidateofthe obligations of Beneficiaries
set out in Annex 5 Specific Rules of the Grant Agreement, including the distribution to the Doctoral
Candidate of the monthly support in accordance with the Beneficiary's own usual accounting and
managementprinciples and practices.
Exceptas otherwiseset out in this Section, the Party hosting the seconded Doctoral Candidate shall
have no obligation or liability to the employing Party or to the seconded Doctoral Candidate for any of
the conditions set out in Annex 5 Specific Rules of the Grant Agreement, including but not limited to
liability to the employing Party or to the seconded Doctoral Candidate for any salary or other
compensation or other benefits of employment, such as any medical or other insurance coverage.
The Party hosting the seconded Doctoral Candidate shall communicate to and instruct the seconded
Doctoral Candidate in any applicable local procedures regarding, but not limited to, health and safety
and proper scientific conduct to ensure that the seconded Doctoral Candidate enjoys at the place of
Secondmentat least the same standards and working conditions as those applicable to local persons
holding a similar position.
5 Liability towards each other
5.1. No warranties
In respectof any information or materials (incl. Results and Background) supplied by one Party to another
under the Project, no warranty or representation of any kind is made, given or implied as to the
sufficiency or fitness for purpose nor as to the absenceofany 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 whichit 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 entities under the same control) exercising its
Access Rights.
5.2 Limitations of contractual liability
No Party shall be responsible to any other Party for any indirect or consequential loss or similar damage
such as, but notlimited to, loss of profit, loss of revenue or loss of contracts, except in case wilful act,
or gross negligence..
A Party’s aggregateliability towards the other Parties collectively shall be limited to once the Party’s
shareofthe total costs of the Project as identified in Annex 2 of the Grant Agreement.
12/89 UNVEIL Consortium Agreement, version 6, May 2026
Notwithstanding the foregoing, a Party’s liability shall not be limited in cases where the damage was
caused by a wilful act or gross negligence, or to the extent that such limitation is prohibited by applicable
law.
5.3 Claims
No Party shall assert any claim for damages caused in connection with the performance or non-
performanceofan obligation under this Consortium Agreement against representatives, staff (including
Doctoral Candidates) or other auxiliary persons of another Party. This shall however not exclude claims
against auxiliary persons to the extent that the damage was causedbytheir willful act or to the extent
that such exclusion is not permitted by law.
5.4 Damage caused to third parties
Each Party shall be solely liable for any loss, damage or injury to third parties resulting from the
performanceof the said Party's obligations by it or on its behalf under this Consortium Agreementor
from its use of Results or Background.
5.5 Force Majeure
No Party shall be consideredto be in breach of this Consortium Agreement if it is prevented from fulfilling
its obligations under the Consortium Agreement by Force Majeure.
EachParty will notify the Supervisory Board (SuB) of any Force Majeure without undue delay. If the
consequencesof Force Majeurefor the Project are not overcomewithin six (6) weeksafter such notice,
the transfer of tasks- if any - shall be decided by the Supervisory Board (SuB).
5.6 General Data Protection Regulation
All Parties confirm they have a Data Protection Policy and that they are compliant with the General Data
Protection Regulation (GDPR). The relevant data protection regulations shall be complied with by the
Parties, in particular those of Regulation [EU] 2016/679 (General Data Protection Regulation, GDPR)
and the federal and state data protection lawsin their up-to-date versions.
For the avoidanceof doubt, Parties shall be entitled to exchange and process Personal Data pertaining
to the employees or contractors directly involved in the implementation of the Action (e.g. names and
email addresses), for the purpose of such implementation, subject to compliance with the provisions of
the Data Protection Legislation.
In case nevertheless any of the Parties will have to exchange Personal Data among themselves, with
the exception of the administrative data mentioned above, prior to such exchange, as a condition for
such a disclosure, the Parties will enter in to a GDPR compliant Data Sharing Agreement. The Party
collecting the respective personal data is the controller pursuant to Article 4 no. 7 GDPR, unless the
processing of personal data is carried out as processing on behalf pursuant to Article 28 GDPR. In the
case of processing on behalf, a data processing agreement must be concluded in accordance with
Article 28 para. 3, 9 GDPR.
If the Parties jointly determine the purposes and means ofprocessing, they are joint controllers pursuant
13/89 UNVEIL Consortium Agreement, version 6, May 2026
to Article 26 GDPR. In these cases, an agreement must be concluded between the partners in
accordance with Article 26 para. 1, 2 GDPR.
5.7 Export control
Each Party confirms, thatit is not subject to any embargo, sanction, or any other applicable export
control restriction at the time of the conclusion of the Consortium Agreement preventing the Party
from fulfilling its obligations under the Consortium Agreement... Each Party shall promptly notify the
other Parties in writing if it becomes aware thatit will no longer be able to undertake the
aforementioned.
Each Party shall be responsible for its own activities and compliance with sanction, export control laws
and regulations in force from time to time applicable to that Party, and shall reasonably cooperate to
ensure that other Parties may comply with their respective obligations.
No Party shall be considered to be in breach of this Consortium Agreementif it is prevented from
fulfilling its obligations under the Consortium Agreement due to restriction resulting from import or
export laws and regulations and/or any delay of the granting or extensionof the import or export license
or any other governmental authorisation, provided that the Party has usedits reasonable efforts to fulfil
its tasks and to apply for any necessarylicense or authorisation properly and in time.
Each Party will notify the Supervisory Board of any such restriction without undue delay. If the
consequencesofsuch restriction for the Project are not overcome within 6 weeksafter suchnotice, the
transfer of tasks - if any - shall be decided by the Supervisory Board.
6 Governancestructure
6.1 General structure
The organisational structure of the consortium shall comprise.the following Consortium Bodies:
The Supervisory Board (SuB) — Decision-making body.
The Executive Board (EB) — Operational managementbody.
The Doctoral Supervision Committee (DSC) — Supervision and training coordination body.
The Coordinator — Intermediary between the Parties and the Granting Authority.
The Project Manager, appointed by the Coordinator, shall provide administrative and logistical support
to all Consortium Bodies but shall not have voting rights or act as a chairperson unless explicitly
designated by the SuB in exceptional circumstances.
6.2 Members of the Consortium Bodies
6.2.1 General Principles
Membership in the Consortium Bodies (Supervisory Board, Executive, Doctoral Supervision Committee)
is reserved to representatives of the Beneficiaries and, where applicable, Associated Partners, as
defined in Article 2 of the Grant Agreement and this Consortium Agreement.
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Each Beneficiary shall designate one primary representative for each Consortium Body, unless
otherwise specified (e.g., CNRS as Coordinator has two representatives in the SuB).
Notwithstanding the appointmentof two representatives by CNRSin its capacity as Coordinator, such
representation shall not entitle CNRS to more than one vote. CNRS shall exercise a single voting right
in all decisions taken under this Agreement.
Associated Partners may participate in Consortium Bodies only as observers or designated members
(e.g., one representative in the DSC, cf. Section 6.2.5), unless otherwise decided by the SuB.
All members shall comply with the operational procedures defined in Section 6.3 and act in the best
interest of the project.
6.2.2 Supervisory Board (SuB)
6.2.2.1 Composition
Onerepresentative per Beneficiary and Associated Partner, appointed in writing within thirty (30) days
of entry into force of this Consortium Agreement.
Two representatives of the Doctoral Candidates (DCs), elected annually by the DCs.
CNRS, as Coordinator, shall have two representatives (Alexandre LOCQUET and Clotilde BOUST).
Meetings shall be chaired by the Coordinator (or a designated representative). The Project Manager
(PM) shall act as secretary, responsible for preparing agendas, drafting minutes, and ensuring follow-
up on action items.
6.2.2.2 Appointment and replacement
Beneficiaries shall notify the Project Manager (PM) of their SuB representative via email.
Replacements shall be communicated at least fifteen (15) days before the next SuB meeting and
confirmed by the Coordinator.
The accession of a new Party as Beneficiary shall require unanimous approval by the SuB, as per
Section 6.3.5.1.
DCs’ representatives shall be elected for a one-year term, renewable once, via a majority vote among
all DCs.
6.2.2.3 Voting rights
Each Beneficiary has one vote.
CNRS shall cast one (1) Beneficiary vote; in case of disagreement between CNRS’ two SuB
representatives, the Coordinator shall cast the vote on behalf of CNRS.
DC representatives have advisory roles only and no voting rights, except on matters directly concerning
DCs(e.g., training programs, supervision guidelines).
Decisions are taken by simple majority of Beneficiary votes.
The Parties agree to abide by all decisions of the Supervisory Board.
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This does not prevent the Parties from exercising their veto rights, according to Section 6.3.6 or from
submitting a dispute for resolution in accordance with the provisions of settlement of disputes in Section
13.8 of this Consortium Agreement.
6.2.2.4 Specific tasks and decision-making powers of the Supervisory Board (SuB)
6.2.2.4.1 Strategic decision-making
The SuB is the main decision-making body of the consortium and is responsible for all strategical, financial, and legal decisions related to the Project. Its powers include, but are not limited to:
- Approval of the annual work plan.
- Validation of major amendments to the Consortium Agreement or Grant Agreement,including changesto the project scope, timeline, budget reallocation or partnership structure.
- Decision on the accession or termination of Parties, including the declaration of a Defaulting Party (Section 4.3 of the Consortium Agreement).
- Approval of public dissemination activities that may impact the consortium’s reputation (Section 10.4 of the Consortium Agreement).Resolution of disputes between Parties that cannot be settled by the Executive Board.
- Appointment of the Doctoral Supervision Committee.
6.2.2.4.2 Financial oversight
The SuB shall:
- Monitor the financial execution of the Project, including the reviewofinterim and financial reports prepared by the Coordinator (Section 9.2).
- Approve excess payments or budget reallocations, in compliance with the Grant Agreement (Article 22).
- Decide on the use of the Mutual Insurance Mechanism (if applicable) and any legal actions against a Defaulting Party (Section 4.3).
6.2.2.4.3 Scientific and ethical compliance
The SuB shall ensure compliance with:
- Ethical standards (Article 14 of the Grant Agreement), including the review of ethical issues raised by the Doctoral Supervision Committee (DSC).
- Gender Equality Plan (GEP) obligations and Open Science requirements.
- Data protection (GDPR) and export control regulations (Section 5.6).
6.2.2.4.4 Operational procedures
The SuB shall meet by month one (1) and meet at least twice per year (Section 6.3.4.1), with extraordinary meetings convened by the Coordinator or at the request of three (3) Beneficiaries.
The Coordinator (or designated representative) chairs the SuB and has a casting vote in case ofa tie.
Exceptionally, the first SuB meeting held in month 1 (e.g., in connection with the kick-off meeting) may be convenedeven if the SuB is notyetfully constituted in accordance with Sections 6.2.2.1 and 6.2.2.2 (e.g., pending written appointments and/or the election of DC representatives). In such case, any
16/ UNVEIL Consortium Agreement,version 6, May 2026
resolutions agreed during this meeting shall be recorded in the minutes as recommendations only and shall have no binding effectuntil ratified by the SuB atits first meeting convenedin accordancewith this Consortium Agreement.
6.2.2.4.5 Accountability
The SuB shall documentall decisions in minutes (Section 7.1.4) and ensure transparency toward the Granting Authority and Parties.
The SuB may delegate operations tasks to the Executive Board (EB) but retains ultimate responsibility for the tasks’ accomplishment.
6.2.3 Executive Board (EB)
6.2.3.1 Composition
The EB consists of the Work Package Leaders and is chaired by Alexandre Locquet:
- Christ GLORIEUX (KUL) — WP1 Leader.
- Sylvie LE HEGARAT-MASCLE (SAC/CNRS) — WP2 Leader.
- Clotilde BOUST (CNRS) — WP3 Leader.
- Marco RICCI (CAL) — WP4 Leader.
- Bernd KOHLER (Fraunhofer) — WP5 Leader.
- Alexandre LOCQUET (CNRS) — WP6 Leader and EB Chair.
6.2.3.2 Appointment and replacement
WPLeaders are designated by their Beneficiaries and confirmed by the SuB.
Change in WP Leaders requires written notification to the SuB and approval via amendments to this
Consortium Agreement.
Absence without justification for three consecutive meetings triggers a review by the SuB (cf. Section
6.2.4.2).
6.2.3.3 Operational rules
The EB meets monthly,either online or in person with ad-hoc meetings convenedby the Chair or at the
request of two (2) WP Leaders.
The EB Chair prepares agendas and minutes, with administrative support from the Project Manager
(PM).
Decisions are taken by consensus wherepossible; otherwise, by simple majority of WP Leaders present.
6.2.3.4 Specific tasks and decision-making powersof the Executive Board (EB)
6.2.3.4.1 Operational management
The EB is responsible for the day-to-day implementation of the Project and reports to the SuB. Its tasks include:
171 UNVEIL Consortium Agreement, version 6, May 2026
- Monitoring progress of Work Packages (WPs) and ensuring alignmentwith the Consortium Plan
(Annex 1).
- Monitoring deliverables and milestones, including technical reports, financial statements, and periodic review.
- Identifying risks (e.g., delays, budget overruns) and proposing mitigation measuresto the SuB.
- Facilitating communication between WPs, Beneficiaries and Associated Partners.
6.2.3.4.2 Decision-making authority
The EB has delegated authority to make operational decisions, including:
- Validation of secondment agreements (Section 4.6) and training activities for Doctoral Candidates (DCs).
- Resolution of technical or logistical disputes between WPsor Parties, escalating to the SuB if unresolved.
- Endorsement of dissemination material that do not require SuB approval.
6.2.3.4.3 Collaboration with the Doctoral Supervision Committee (DSC)
The EB shall:
- Carry out recommendations from the DSC regarding DC training, supervision, or well-being.
- Ensure compliance with MSCA-DN mobility rules (e.g., secondment durations, cross-sectoral exposure).
The EB Chair (or delegate) shall attend DSC meetings as an observerto align operational and training objectives.
6.2.3.4.4 Internal reporting to the SuB
The EB submits biannual progress reports to the SuB (Section 8.2), highlighting:
- WP advancements and blockers.
- Financial execution (actual vs. planned costs).
- Risks and proposedcorrective actions.
6.24 The EB shall flag critical issues (e.g., ethical breaches, conflicts of interest) to the SuB for
resolution.Doctoral Supervision Committee (DSC)
6.2.4.1 Composition
Six (6) members, appointed by the SuB with attention to genderbalance:
- Three Beneficiary representatives;
- One Associated Partner representative;
- Two DC representatives, elected annually.
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6.2.4.2 Appointment and replacement
Beneficiary representatives are appointed by the SuB for the project duration.
The Associated Partner representative is selected by the SuB based on proposals from Associated
Partners.
DCselect their representatives annually via a majority vote.
The DSC shall be chaired by a Chairperson, appointed by the SuB from among the Beneficiary
representatives serving on the DSC. The DSC Chair shall serve for the duration of the Project, unless
replaced by the SuB.
The initial DSC Chair shall be the person identified to lead the DSC in the Description of the Action
(Annex 1), unless the SuB decides otherwise.
In case of absence, the DSC Chair may designate another Beneficiary representative as acting chair
for the relevant meeting. In case of resignation or prolonged unavailability, the SuB shall appoint a
replacement.
6.2.4.3 Specific rules
The DSC mustinclude at least one male and one female representative to ensure gender balance.
The DSC meets every six (6) months, with additional meetings as needed.
6.2.5 Associated Partners’ participation
6.2.5.1 Specific rules
Associated Partners do not have voting rights in any Consortium Body.
They mayparticipate in the DSC as observers or contribute to specific tasks as defined in Annex 1 of
the Grant Agreement, such as:
- Providing training modules (in accordance with Article 11 - Proper Implementation of the Grant
Agreement,
- Hosting secondments (in accordance with Article 11 of the Grant Agreement and Section 4.6
of this Consortium Agreement.
Any additional participation in tasks not explicitly described in Annex 1 of the Grant Agreement requires
prior approval by the SuB. Such approval shall specify the scope, duration, and responsibilities of the
Associated Partner for the task in question.
6.2.5.2 Obligations
Associated Partners must comply with Articles 11, 13, 14, and 17.2 of the Grant Agreement (proper
implementation, confidentiality, ethics, visibility).
They shall not claim any Financial Contribution for their participation.
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6.2.6 Coordinator
The Coordinator shall be the intermediary between the Parties and the Granting Authority and shall
perform all tasks assigned to it as described in the Grant Agreement and in this Consortium Agreement.
In particular, the Coordinator shall be responsible for:
— Monitoring compliance by the Parties with their obligations under this Consortium Agreement
and the Grant Agreement;
— Keeping the address list of Members and other contact persons updated and available;
— Collecting, reviewing to verify consistency and submitting reports, other deliverables(including
financial statements and relatedcertification) and specific requested documents to the Granting
Authority;
— Preparing the meetings, proposing decisions and preparing the agenda of Supervisory Board
(SuB) meetings, chairing the meetings, preparing the minutes of the meetings and monitoring
the implementation of decisions taken at meetings;
— Transmitting promptly documents and information connected with the Project to any other Party
concerned;
— Administering the financial contribution of the Granting Authority and fulfilling the financial tasks
described in Section 9.2;
— Providing, upon request, the Parties with official copies or originals of documentsthat are in the
sole possession of the Coordinator when such copies or originals are necessary for the Parties
to present claims.
— Arranging any necessary amendments, decided upon by the Supervisory Board, to the Grant
Agreementwith the Granting Authority.
If one or more of the Parties is late in submission of any Project deliverable, the Coordinator may
nevertheless submit the other Parties’ Project deliverables and all other documents required by the
Grant Agreement to the Granting Authority in time.
6.2.6.1
If the Coordinator fails in its coordination tasks, the SuB may propose to the Granting Authority to change
the Coordinator.
6.2.6.2
The Coordinator shall not be entitled to act or to makelegally binding declarations on behalf of any other
Party or of the consortium, unless explicitly stated otherwise in the Grant Agreementor this Consortium
Agreement.
6.2.6.3
The Coordinator’s role as chairperson of the SuB and its representative duties do not constitutes an
enlargement ofits role, as defined in Section 6.2.6.
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6.3. Operational proceduresof all Consortium Bodies
6.3.1 General procedures
6.3.1.1 Applicability
These proceduresapplyto all Consortium Bodies as defined in Section 6.2.
6.3.2 All members shall comply with the Grant Agreement, this Consortium Agreement.
Communication
Official communications shall be sent to the Project Manager (PM) for administrative processing and to
the designated representatives of each Consortium Body. The PM shall not act as a decision-maker but
shall ensure proper record-keeping and distribution of information.
The PM shall maintain a centralised record ofall decisions, meeting minutes, and action items.
6.3.3 Decision-making principles
Decisions shall be taken by consensus where possible. In the absence of consensus, decisions shall
be taken by vote as specified in Section 6.3.5.1 and 6.3.6.
All decisions shall be documentedin writing and shared with the Supervisory Board (SuB) for validation.
6.3.4 Supervisory Board (SuB) procedures
6.3.4.1 Meetings
The SuB shall meet at least every six (6) months, either in person (preferably during project events) or
online. &
Extraordinary meetings may be convened by the Coordinator or upon request by at least three (3)
Beneficiaries.
Invitations for Supervisory Board meetings shall be sent at least three (3) weeks prior to the scheduled
date, accompanied by the agenda and any preparatory documents. In urgent cases, this notice period
may be reducedto one (1) week, provided written justification is given.
6.3.5 Quorum and voting
A quorum is reachedif at least seventy (70) % of Beneficiary representatives are present (in person or
by proxy), which correspondsto seven (7) out of ten (10) Beneficiaries.
If the quorum is not reached, the chairperson shall convene another meeting within fifteen (15) calendar
days. If the quorum is still not reached, decisions may be taken by the Beneficiaries present, provided
that at least fifty (560) % of the Beneficiaries are represented, which corresponds to five (5) out of ten
(10) Beneficiaries.
In case of urgent matters requiring a decision between scheduled meetings, the Coordinator may
convene an ad-hoc vote via email. Such decisions shall be ratified at the next SuB meeting.
6.3.5.1
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Pursuantto Section 6.2.2.3 of this Consortium Agreement, decisions shall be taken by a simple majority of Beneficiary votes.
By wayof exception, a unanimous voteof all Beneficiaries shall be required for:
- the accession of a legal entity as a new Party; or
- any decision regarding the suspension or termination of the Project or any part thereof.
6.3.5.2
Doctoral Candidates (DC) representatives have advisory roles only and do not participate in voting.
6.3.5.3
A Party which the Supervisory Board has declared according to Section 4.3 to be a Defaulting Party
may not vote.
6.3.6 Veto rights
6.3.6.1
A Party which can show that its own work, time for performance, costs, liabilities, intellectual property
rights or their legitimate interests would be severely affected by a decision of the Supervisory Board
may exercise a veto with respect to the corresponding decision or relevant part of the decision.
6.3.6.2
When the decisionis foreseen on the original agenda, a Party may only veto such a decision during the
meeting.
6.3.6.3
When a decision has been taken on a new item added to the agenda before or during the meeting, a
Party may veto such decision during the meeting or within fifteen (15) calendar daysafter receipt of the
draft minutes of the meeting.
6.3.6.4
When a decision has been taken without a meeting a Party may veto such decision within fifteen (15)
calendar daysafter receipt of the written notice by the chairperson of the outcome ofthe vote.
6.3.6.5
In case of exercise of veto, the Parties shall make every effort to resolve the matter which occasioned
the veto to the general satisfaction of all Parties and add the updated item to the agenda of the next
meeting.
6.3.6.6
A Party mayneither veto decisions relating to its identification to be in breach ofits 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 consequencesof them.
6.3.6.7
2218 UNVEIL Consortium Agreement, version 6, May 2026
A Party requesting to leave the consortium may not veto decisions relating thereto.
7 Agenda and minutes
7.1. Supervisory Board (SuB)
7.1.1. Preparation of the agenda
The Project Manager (PM) shall prepare and distribute the agenda to SuB membersat least seven (7)
daysprior to the meeting, in collaboration with the Coordinator.
The agenda shall include, withoutlimitation, the following items (and may be supplemented as needed):
- Agenda items.
- A progress report (by the Coordinator or PM).
- Specific points submitted by Beneficiaries (to be sent to the PM ten (10) days before the meeting).
- Pending decisions from the previous meeting.
- If DC representatives are present, a dedicated slot for Doctoral Candidates (DCs).
- Financial matters (If applicable, prepared by the Coordinator).
- Next steps and deadlines.
Minutes shall be drafted by the Project Manager, approved by the SuB chair, and distributed to all
memberswithin ten (10) days of the meeting.
7.1.2 Conduct of the meeting
Meetings shall be chaired by the Coordinator (or designated representative).
Decisions shall be made according to Section 6.3.3.
7.1.3 Decisions without a meeting
Any decision may also be taken without a meeting if:
a) The Coordinatorcirculates to all Members of the SuB a suggested decision with a deadline for
responsesof at least ten (10) calendar days after receipt by a Party and
b) The decisionis agreed by simple majority of Beneficiary votes
The Coordinator shall inform all the Members of the outcome ofthe vote.
A veto according to Section 6.3.6 of this Consortium Agreement may be submitted up to fifteen (15)
calendar daysafter receipt of this information.
The decision will be binding after the Coordinator sends a notification to all Members. The Coordinator
will keep records of the votes and make them available to the Parties on request.
23/8 UNVEIL Consortium Agreement, version 6, May 2026
Notwithstanding Section 6.3.5 of this Consortium Agreement, all decisions taken without a meeting shall
require the participation of all Beneficiaries, with no quorum requirement applying.
7.1.4 Minutes
7.1.4.1
The Project Manager (PM) shall draft minutes within ten (10) working days of the meeting.
Minutes shall include:
List of attendees (present and excused).
- Summaryof discussions and decisions taken (with vote results if applicable).
- Action items, responsible parties, and deadlines.
- Next steps and date of the next meeting.
- Reference documents (e.g., reports, presentations).
7.1.4.2
The minutes shall be considered acceptedif, within fifteen (15) calendar days from receipt, no Party has
sent an objection to the chairperson with respect to the accuracyof the draft minutes by written notice.
7.1.4.3
The chairperson shall send the accepted minutes to all the Members, and to the Coordinator, who shall
retain copies of them.
7.2 Executive Board (EB)
7.21 Preparation of the agenda
The chairperson shall prepare and send the agenda to EB membersatleast five (5) days prior to the
meeting, in collaboration with the EB Chair.
The agenda shall include withoutlimitation, the following items (and may be supplemented as needed):
- Agenda items.
- Aprogress report per Work Package (WP).
- Blockersor risks identified.
- Operational decisions to be made.
- Upcoming deadlines (e.g., deliverables, events).
- If applicable, logistical or financial issues.
7.2.2 Minutes
The Project Manager (PM) shall draft minutes within three (3) working days of the meeting.
241 8° UNVEIL Consortium Agreement, version 6, May 2026
- Minutesshall include:
- Decisions taken and assigned actions.
- Responsible parties and deadlines for each action.
- Supporting documents (e.g., presentations, reports).
Minutes shall be approved by the EB Chair and shared with the SuB within five (5) days of the meeting.
7.3. Doctoral Supervision Committee (DSC)
7.3.4 Preparation of the agenda
The chairperson shall prepare and send the agenda at least seven (7) days prior to the meeting.
The agenda shall include without limitation, the following items (and may be supplemented as needed):
- Agendaitems.
- Progress updates on Doctoral Candidates (DCs).
- Supervision-related issues (e.g., conflicts, training needs).
- If applicable, interactions with referees.
- Next steps for DCs (e.g., evaluations, events).
7.3.2 Minutes
Minutes shall be drafted by a designated DSC member, with administrative support from the Project
Manager (PM), within five (5) working days of the meeting.
Minutes shall include:
- Recommendations for Beneficiaries or the SuB.
- Specific actions for DCs or supervisors.
- Dates for next interactions (e.g., meetings with referees).
Minutes shall be shared with the SuB and relevant Beneficiaries within seven (7) days of the meeting.
74 Officers
As part of the SuB, the following three memberswill additionally act as advisors for both the SuB and
the DSC:
- The Gender and Diversity Officer, Sylvie LE HEGARAT-MASCLE, will be responsible for
defining the UNVEIL gender and diversity balance guidelines (incl. in Deliverable D6.2) and
overseeing its correct implementation;
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- The Green Officer, Malavika ANDERSON, will ensure compliance with the MSCA Green
Charter, focusing particularly on optimising the carbon footprint of travel and secondments, as
detailed in Deliverable D6.2;
- The Data Officer, Marco RICCI, will coordinate the development of UNVEIL’s Data Management
Plan (Deliverable D6.4) and closely monitor its implementation and updates.
8 Reporting
8.1. Supervisory Board (SuB) reporting
8.1.1 Progress reports from EB and DSC
The SuB shall receive a progressreport from the EB and DSC at each meeting, including:
- Advancement of Work Packages (WPs).
Identified risks and proposedcorrective measures.
DC-related matters (e.g., recruitment, training, secondments).
Expenditures and budget usage.
The report shall be prepared by the Coordinator and PM, with contributions from all Beneficiaries.
8.2 Executive Board (EB) reporting
8.2.1 Biannual progress reports
The EB shall submit a biannual report to the SuB, in alignment with the periodic reporting schedule set
out in Article 21.2 of the Grant Agreement, including:
- Task progress per WP.
- Decisions taken and ongoing actions.
- Risks and mitigation measures.
- Upcoming deadlines (e.g., deliverables, events).
8.2.2 Financial reports
A monthly financial report shall be included, detailing:
- Expenditures per Beneficiary.
- If applicable, variances and justifications.
- Payment request to be submitted to the Granting Authority.
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8.3 Doctoral Supervision Committee (DSC) reporting
8.3.1 Biannual reports
The DSC shall submit a biannual report to the SuB, including:
- Individual progress of DCs.
- Training or supervision needs.
- If applicable, feedbacksfrom referees.
- Recommendations to improve supervision quality.
8.3.2 Annual DC feedback
The DSC shall organise an annual meeting with all DCs to gather feedback and include a summary in
its reports to the SuB.
8.4 Associated Partner’s Reporting Obligations
Associated Partners shall not submit formatreport but:
- They shall provide information on their contributions (e.g., event participation, secondments) if
requested by the Coordinator or SuB.
- Their contributions shall be mentioned in the SuB’s annual reports.
8.5 Confidentiality in reporting
All reports shall comply with confidentiality obligations (Section 12 of the Consortium Agreement).
Sensitive information (e.g., DCs’ personal data, unpublished results) shall be anonymisedor omitted as
necessary.
8.6 Amendmentsto reporting procedures
Any changesto reporting proceduresshall be approved by the SuB with a simple majority.
Amendments shall be documentedin the minutes and integratedinto the Consortium Agreementvia an
amendment.
8.7 Termination reporting
In case of termination of a Party, it shall submit a final report to the SUB within thirty (30) days, detailing:
- Completed tasks.
- submitted deliverables.
This report shall be included in the SuB’s annual report.
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9 Financial provisions
Section 9 of the Consortium Agreement does not apply to Associated Partners.
9.1 General Principles
9.1.1 Distribution of Financial Contribution
The financial contribution of the Granting Authority to the Project shall be distributed by the Coordinator
according to:
— the Consortium Plan
the approval of reports by the Granting Authority, and
the provisions of payment in Section 9.2 of this Consortium Agreement.
A Party shall be funded onlyforits tasks carried out in accordancewith the Consortium Plan.
9.1.2 Justifying Costs
In accordancewith its own usual accounting and managementprinciples and practices, each Party shall
be solely responsiblefor justifying its costs (and those ofits Affiliated Entities, if any) with respectto the
Project towards the Granting Authority. Neither the Coordinator nor any of the other Parties shall be in
any wayliable or responsible for suchjustification of costs towards the Granting Authority.
9.1.3 Funding Principles
A Party that spends less than its allocated share of the budget as set out in the Consortium Plan or — in
case of reimbursementvia unit costs - implements less units than foreseen in the Consortium Plan will
be funded in accordancewith its units/actual duly justified eligible costs only.
A Party that spends morethan its allocated share of the budget as setout in the Consortium Plan will
be funded only in respectof duly justified eligible costs up to an amount not exceeding that share.
9.1.4 Excess payments
A Party has received excess payment
a) if the payment received from the Coordinator exceeds the amount accepted by Beneficiaries
(see Section 9.1.7)
b) if a Party has received payments but, within the last year of the Project, its real Project costs fall
significantly behind the costsit would be entitled to according to the Consortium Plan.
In case a Party has received excess payment, the Party will be requested by the Coordinatorto return
‘the relevant amountto the Coordinator without undue delay. In case no refund takes placewithin forty-
five (45) days upon written requestfor return of excess payment from the Coordinator, the Supervisory
Board mayidentify this as a breachof Party ofits obligations under this Consortium Agreementor the
Grant Agreement in accordance with Sections 4.3 and 6.2.2.4.2. of this Consortium Agreement.
Amounts which are not refunded by a breaching Beneficiary and which are not due to the Granting
Authority, shall be apportioned by the Coordinator as agreed by the Supervisory Board. until recovery
from the breaching Party is possible. The Supervisory Board decides on any legal actions to be taken
against the breaching Beneficiary according to Section 6.2.2.4.2.
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9.1.5 Revenue
In case a Party earns any revenue that is deductible from the total funding as set out in the Consortium
Plan, the deduction is only directed toward the Party earning such revenue. The other Parties’ financial
share of the budget shall not be affected by one Party’s revenue. In case the relevant revenue is more
than the allocated share of the Party as set out in the Consortium Plan, the Party shall reimburse the _
funding reduction suffered by other Parties.
9.1.6 Financial Consequencesofthe 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 accepted by the Granting Authority or another contributor.
In addition, a Defaulting Party shall, within the limits specified in Section 5.2 of this 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 consortium. The Supervisory Board (SuB) should agree on a procedure
regarding additional costs which are not covered by the Defaulting Party or the Mutual Insurance
Mechanism.
9.1.7 B1/B2 budget reallocation
The Parties agree that the estimated budgetfor the Project is set out in Attachment 5 (table 3), which
reflects the financial arrangements agreed upon bythe Parties, as further detailed thereafter.
This reallocation is permitted under Article 5.5 of the Grant Agreement, as it does not imply a transfer
between budget categories (A and B) and aligns with the Consortium Plan (Annex 1) and UNVEIL
Management Handbook(D6.2).
For this purpose, the Coordinator is hereby authorised to reallocate the corresponding amountfrom the
pre-financing and interim payment(if any) and final payment paid pursuant to Article 4.2 of the Grant
Agreement.
9.1.7.1. B1 budget: organisation of physical network-wide meetings and remaining funds
The Beneficiaries agree that fifteen (15) % of the Research, Training and Networking (RTN) budget
(hereinafter “B1 budget”) shall be reallocated among the ten (10) Beneficiaries to cover three (3)
specified budgets, as detailed below.
The Beneficiaries agree that, for the organisation of the kick-of-meeting (hereinafter ‘KOM’) and each
one of the physical network-wide training events (hereinafter ‘Physical TrEs’) listed in Table 1 below, a
fixed lump-sum amount of EUR 10,000 (hereinafter the ‘Event Budget’) shall be allocated to the
Beneficiary responsible for the organisation of the respective KOM and Physical TrE.
CNRS
CAL
FRAUNHOFER
CNRS
NTNU
CNRS
NEW
CNRS
29/ CNRS
CAL
WA
UNVEIL Consortium Agreement, version 6, May 2026
Table 1: List of the Physical TrEs and the KOM
The Beneficiaries responsible for the organisation of a Physical TrE and of the KOM shall use the Event
Budget to cover, at a minimum, the following costs: room renting, catering services, organisation of a
social event and the expenses of the Associated Partners invited (i.e. travel, accommodation and food
expenses).
The Beneficiaries agree that, the fees related to the participation of the Associated Partner Skill4S in
TrE3 and TrE6 shall be allocated to the Beneficiaries responsible for the organisation of these specific
physical TrEs(hereinafter the “Skill4S' fees Budget’). The Skill4S’ fees Budgetis fixed as follows: EUR
4 500 for TrE3 organised by FRAU and EUR 6 000 for TrE6 organised by NTNU.
For the purposes of this Agreement, the ‘Remaining Budget’ refers to the amount of EUR 13,180,
derived from the fifteen (15) % of the B1 budget remaining after deducting the Skill4S Fees Budget and
the Event Budget. This Remaining Budgetshall be allocated to CNRS, in its capacity as Coordinator, to
cover, inter alia, benchmarking, mock-up development, and other project-related costs as deemed
necessary for the successful implementation of the UNVEIL project.
For this purpose, the Coordinator (CNRS) is hereby authorised to retain the corresponding amount(i.e.,
fifteen (15) % of the B1 budget) to manage the Remaining Budgetandallocateit in accordance with the
project's operational needs.
Any remaining amount at the end ofthe project will be reallocated to the Beneficiaries pro rata their
share in B1 budget.
172 800 € +40 000 € - +13 180 € -25 920€ +27 260 € €
57 600 € +10 000 € - € - € -8 640 € +1 360 €
€ 57 600 € - € - 5 -8 640 € -8640 €
FRAUNHOFER 57 600 € +10 000€ +4500€ = -8 640€ +5 860 €
KUL
NTNU
PCO
NEW
TRI
RWTH
57 600 € = € os = -8 640€ -8 640€
57 600 € +10 000€ +6000€ -8 640 € +7 360 €
57 600 € = € = € -8 640 € -8640€
57 600 € +10 000 € = € -8 640 € +1 360 €
57 600 € - € - € = -8 640 € -8 640€
57 600 € - € - € = € -8640 € -8 640€
691 200 € +80 000 € +10 500 € +13 180 € -103 680 € 0€
Table 2: Reallocation of B1 Budget
9.1.7.2 B2 budget: allocation of Management and indirect cost category
In accordancewith the Grant Agreement, the Coordinator shall hire a Project Manager(hereinafter ‘PM’)
who shall support the Project Coordinator and all Beneficiaries in the overall network coordination (WP6)
and in the communication and dissemination actions (WP5).
The Beneficiaries agree that, in order to cover the costs of the employmentof the PM, a fixed amount
of EUR 17 000 per DC recruited shall be allocated from each Beneficiary’s Institutional Cost Budget
“Management and Indirect Costs” (hereinafter the "B2 Budget’).
30 / 89
200 060 €
58 960 €
48 960 €
63 460 €
48 960 €
64 960 €
48 960 €
58 960 €
48 960 €
48 960 €
691 200 € UNVEIL Consortium Agreement,version 6, May 2026
CNRS 129 600 +153 000 282 600
CAL 43 200 -17 000 26 200
WA 43 200 - 17 000 26 200
FRAUNHOFER 43 200 - 17 000 26 200
KUL 43 200 - 17 000 26 200
NTNU ‘ 43 200 - 17 000 26 200 PCO 43 200 - 17 000 26 200
NEW 43 200 - 17 000 26 200
RI 43 200 - 17.000 26 200
RWTH 43 200 - 17 000 26 200
518 400 0 518 400
Table 3— PM costsreallocation on B2 Budget
9.2 Payments
9.2.1 Payments to Parties are the exclusive task of the Coordinator.
In particular, the Coordinator shall:
- notify the Party concerned promptly of the date and composition of the amounttransferredto 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 Granting Authority's financial contribution to the Project separated from
its normal business accounts, its own assets and property, exceptif the Coordinator is a Public
Bodyor is not entitled to do so due to statutory legislation.
With reference to Article 22 of the Grant Agreement, no Party shall before the end ofthe Project receive
morethan its allocated share of the maximum grant amountless the amounts retained by the Granting
Authority for the Mutual Insurance Mechanism and forthe final payment.
9.2.2
The transfer ofthe initial pre-financing, the additional pre-financings (if any) and interim payments to
Parties will be handled in accordancewith Article 22.1. and Article 7 of the Grant Agreement.
The B1 reallocation, detailed in Table 2, is distributed among the interim (if any) and final payments.
The B2 reallocation, detailed in Table 3, is distributed among the various payments, pro rata to the total
budget.
Funding of costs included in the Consortium Plan will be paid by the Coordinator to the Beneficiaries
after receipt of payments from the Granting Authority without undue delay and in conformity with the
provisions of the Grant Agreement. 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
31/8 UNVEIL Consortium Agreement, version 6, May 2026
Granting Authority. The Coordinator is equally entitled to withhold payments to a Party when this is
agreed with the Granting Authority.
10 Results
10.1 Ownership of Results
Results are owned by the Party that generates them.
In the case of any Results generated by a Doctoral Candidate during a Secondment, the “Party that
generates them” shall be the Party employing the Doctoral Candidate unless:
a) agreed otherwiseprior to the start of the Secondment between said employing Party and the
Party hosting the Secondment, in which case the Secondment Agreement between the respective
Parties shall prevail, or
b) the Results qualify as joint Results under Section 10.2.
10.2 Joint ownership
Joint ownership is governed by Grant Agreement Article 16.4 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
research and teaching activities on a royalty-free basis, and without requiring the prior consent
of the other joint owner(s).
— each ofthe joint owners shall be entitled to otherwise Exploit the jointly owned Results and to
grant non-exclusive licensesto third parties (without any right to sub-license), if the other joint
owners are given: (a) at least 45 calendar days advancenotice; and (b) fair and reasonable
compensation.
The joint owners shall agree on all protection measures and the division of related cost in advance.
10.3 Transfer of Results
10.3.1
Each Party may transfer ownership of its own Results, including its share in jointly owned Results,
following the procedures of the Grant Agreement Article 16.4 and its Annex 5, Section Transfer and
licensing of results, sub-section “Transfer of ownership”.
10.3.2
Each Party mayidentify specific third parties it intends to transfer the ownership of its Results to in
Attachment 3 of this Consortium Agreement. The other Parties hereby waive their right to prior notice
and their right to object to such a transfer to listed third parties according to the Grant AgreementArticle
16.4 and its Annex 5, Section Transfer of licensing of results, sub-section “Transfer of ownership”, 3rd
paragraph. |
32189 UNVEIL Consortium Agreement,version 6, May 2026
10.3.3
The transferring Party shall, however, at the time of the transfer, inform the other Parties of such transfer
and shall ensure that the rights of the other Parties under the Consortium Agreement and the Grant
Agreement will not be affected by such transfer. Any addition to Attachment (3) after signature of this
Consortium Agreementrequires a decision of the Supervisory Board (SuB).
10.3.4
The Parties recognise that in the framework of a merger or an acquisition of an important part of its
assets, it may be impossible under applicable EU and national laws on mergers and acquisitions for a
Party to give at least 45 calendar days prior notice for the transfer as foreseen in the Grant Agreement.
10.3.5
The obligations above apply only for as long as other Parties still have - or still may request - Access
Rights to the Results.
10.4 Dissemination
10.4.1
For the avoidanceof doubt, the confidentiality obligations set out in Section 12 apply to all dissemination
activities described in this Section 10.4.1 as far as Confidential Information is involved.
All Parties are committed to dissemination of their research findings and aim to ensurea fair distribution
of opportunities to publish, the visibility of the collaborative effort and the inclusion of Doctoral
Candidates (DC) in publication and dissemination activities.
The copyright of each Party in copyright-protected workshall remain with the author or creator of such
works. Authors shall always havethe right to be fully acknowledgedfor their authorship in accordance
with established scientific practises.
10.4.2 Dissemination of own (including jointly owned) Results
10.4.2.1
During the Project and for a period of 1 year after the end of the Project, 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 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.
10.4.2.2
An objection is justified if
a) the protection of the objecting Party's Results or Background would be adversely affected, or
33 / UNVEIL Consortium Agreement, version 6, May 2026
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.
10.4.2.3
If an objection has beenraised 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.
10.4.2.4
The objecting Party can request a publication delay of not more than 90 calendar daysfrom the time it
raises such an objection. After ninety (90) calendar days the publication is permitted, provided that the
objections of the objecting Party have been addressed.
10.4.3 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.
10.4.4 Cooperation obligations
The Parties undertake to cooperateto allow the timely submission, examination, publication and defence
of any dissertation or thesis for a degree that includes their Results or Background subject to the
confidentiality and publication provisions agreedin this Consortium Agreement.
10.4.5 Use of names, logos or trademarks
Nothing in this 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.
10.4.6 Additional rule for Cultural Heritage Objects
Notwithstanding the dissemination rules set out in this Consortium Agreement, any publication,
dissemination, or public release of data, images, diagnostic results, or digital representations including
Cultural Heritage Objects shall require the prior written approvalof the institution providing access to
the object or responsible for its conservation.
This requirement applies even if the data qualifies as Project Results under Section 10.
10.4.7 Open Science and Sensitive Heritage Data
In accordance with Horizon Europe Open Science requirements, research data generated by the Project
should be made openly accessible whenever possible.
However, data related to Cultural Heritage Objects may be exempted from open access where
disclosure could:
34 / UNVEIL Consortium Agreement, version 6, May 2026
+ Endanger the preservation or security of the object
+ Violate ownership or image rights of the holding institution
* Reveal sensitive conservation or location information
In such cases, access to the data may be restricted, anonymized, or provided only under controlled
access conditions.
11 Access Rights
11.1 Background included
11.1.1
In Attachment 1, the Parties have identified and agreed on the Background for the Project 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.
11.1.2
Any Party may add additional Background to Attachment 1 during the Project provided they give written
notice to the other Parties. However, approval of the Supervisory Board (SuB) is needed should a Party
wish to modify or withdraw its Background in Attachment1.
11.2 General Principles
11.2.1
Each Party shall implement its tasks in accordance with the Consortium Plan and shall bear sole
responsibility for ensuring that its acts within the Project do not knowingly infringe third party property
rights.
11.2.2
Any Access Rights granted exclude any rights to license unless expressly stated otherwise.
11.2.3
AccessRights shall be free of any administrative transfer costs.
11.2.4
Access Rights are granted on a non-exclusive basis.
11.2.5
Results and Background shall be used only for the purposes for which Access Rights to it have been
granted.
35/8 UNVEIL Consortium Agreement, version 6, May 2026
11.2.6
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.
11.2.7
The requesting Party must show that the Access Rights are Needed.
11.3 Access Rights for implementation
AccessRights to Results and Background Neededfor the performance of the own work of a Party under
the Project shall be granted on a royalty-free basis, unless otherwise agreed for Background in
Attachment1.
11.4 Access Rights for Exploitation
11.4.1 Access Rights to Results
Access Rights to Results if Neededfor Exploitation of a Party's own Results shall be granted on Fair
and Reasonable conditions.
Access rights to Results for internal research and for teaching activities shall be granted on a royalty-
free basis.
11.4.2
Access Rights to Background if Needed for Exploitation of a Party’s own Results, shall be granted on
Fair and Reasonable conditions.
11.4.3
A request for Access Rights may be made up to twelve months after the end of the Projector, in the
case of Section 11.7.2.1.2, after the termination of the requesting Party's participation in the Project.
However, there is no obligation to maintain property rights during these twelve months.
11.5 Access Rights for entities under the same control
Entities under the same control have Access Rights under the conditions of the Grant Agreement Article
16.4 and its Annex 5, Section "Access rights to results and background”, subsection “Accessrights for
entities under the same control’.
Such Access Rights must be requested by the entity under the same control from the Party that holds
the Background or Results. Alternatively, the Party granting the Access Rights mayindividually agree
with the Party requesting the Access Rights to have the Access Rights include the right to license to the
latter's entity under the same control [listed in Attachment 4]. Access Rights to an entity under the same
control shall be granted on Fair and Reasonable conditions and upon written bilateral agreement.
Entities under the same control which obtain Access Rights in return fulfil all obligations accepted by the
Parties under the Grant Agreementor this Consortium Agreementas if such entities were Parties.
36 / 8 UNVEIL Consortium Agreement, version 6, May 2026
Access Rights may be refused to entities under the same control if such granting is contrary to the
legitimate interests of the Party which owns the Background or the Results.
Access Rights granted to any entity under the same control are subjectto the continuation of the Access
Rights of the Party with whom it is under the same control, and shall automatically terminate upon
termination of the Access Rights granted to such Party.
Upon cessation of the status as an entity under the same control, any Access Rights granted to such
former entity under the same control shall lapse.
Further arrangements with entities under the same control may be negotiated in separate agreements.
11.6 Additional Access Rights
For the avoidance of doubt any grant of Access Rights not covered by the Grant Agreementor this
Consortium Agreement shall be at the absolute discretion of the owning Party and subject to such terms
and conditions as may be agreed between the owning and receiving Parties.
11.7 Access Rights for Parties entering or leaving the consortium
11.7.1 New Parties entering the consortium
As regards Results developed before the accession of the new Party, the new Party will be granted
AccessRights on the conditions applying for Access Rights to Background.
11.7.2 Parties leaving the consortium
11.7.2.1 Access Rights granted to a leaving Party
11.7.2.1.1 Defaulting Party
AccessRights granted to a Defaulting Party and such Party's rightto request Access Rights shall cease
immediately upon receipt by the Defaulting Party of the formal notice of the decision of the Supervisory
Board (SuB) to terminate its participation in the consortium.
11.7.2.1.2 Non-defaulting Party
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 ofits participation.
It may request Access Rights within the period of time specified in Section 11.4.3.
11.7.2.2 Access Rights to be granted by any leaving Party
Any Party leaving the Project shall continue to grant Access Rights pursuant to the Grant Agreement
and this Consortium Agreementasifit had remained a Party for the whole duration of the Project.
11.8 Specific Provisions for Access Rights to Software
For the avoidance of doubt, the general provisions for Access Rights providedfor in this Section 9 are
applicable also to Software.
3718 UNVEIL Consortium Agreement, version 6, May 2026
Parties’ AccessRights to Software do not include any right to receive source code or object code ported
to a certain hardware platform or any right to receive respective Software documentation in any
particular form or detail, but only as available from the Party granting the Access Rights.
11.8.1 Definitions relating to Software
“Application Programming Interface” or “API” means the application programming interface materials
and related documentation containing all data and information to allow skilled Software developers to
create Softwareinterfaces that interface or interact with other specified Software.
"Controlled License Terms" means terms in anylicense that require that the use, copying, modification
and/or distribution of Software or another work(“Work”) and/or of any work that is a modified version of
or is a derivative work of such Work(in each case, “Derivative Work”) be subject, in whole or in part, to
one or moreofthe following:
a) (where the Work or Derivative Work is Software) that the Source Code or other formats
preferred for modification be made available as ofright to any third party on request, whether
royalty-free or not;
b) that permission to create modified versions or derivative works of the Work or Derivative Work
be granted to any third party;
c) that a royalty-free license relating to the Work or Derivative Work be granted to any third party.
For the avoidanceof doubt, any Softwarelicense that merely permits (but does not require any of the
things mentioned in (a) to (c) is not under Controlled License Terms.
“Object Code” means Software in machine-readable, compiled and/or executable form including, but
notlimited to, byte code form and in form of machine-readable libraries usedforlinking procedures and
functions to other software.
“Software Documentation” means Software information, being technical information used, or useful in,
or relating to the design, development, use or maintenance of any version of a Software programme.
“Source Code” means Software in human readable form normally used to make modifications to it
including, but notlimited to, comments and procedural code such as job control language and scripts to
control compilation and installation.
11.8.2 General principles
For the avoidance of doubt, the general provisions for Access Rights providedforin this Section 11 of
this Consortium Agreement are applicable also to Software as far as not modified by this Section 11.8
of this Consortium Agreement.
Parties’ Access Rights to Software do notinclude any right to receive Source Code or Object Code
ported to a certain hardwareplatform or anyright to receive Source Code, Object Code or respective
38 / 8° UNVEIL Consortium Agreement, version 6, May 2026
Software Documentation in any particular form or detail, but only as available from the Party granting
the Access Rights.
The introduction of Software under Controlled License Terms in the Project requires the prior approval
of the Supervisory Board to implement such introduction into the Consortium Plan.
11.8.3 Access to Software
Access Rights to Software that is Results shall comprise:
— Access Rights to the Object Code; and,
— where normal use of such an Object Code requires an API, Access Rights to the Object Code
and such an API; and,
- Ifa Party can show that the execution ofits tasks under the Project or the Exploitation of its own
Results is technically or legally impossible without Access Rights to the Source Code, Access
Rights to the Source Codeto the extent necessary.
Background shall only be provided in Object Code unless otherwise agreed between the Parties
concerned.
11.8.4 Software license and licensing rights
11.8.4.1 Object Code
11.8.4.1.1 Results - Rights of a Party
Where a Party has Access Rights to Object Code and/or API that is Resultsfor Exploitation, such Access
shall, in addition to the Access for Exploitation foreseen in Section 11.4, as far as Needed for the
Exploitation of the Party's own Results, comprise the right:
— to make an agreed numberof copies of Object Code and API; and
— to distribute, make available, market, sell and offer for sale such Object Code and API as part
of or in connection with products or services of the Party having the Access Rights;
provided however that any product, process or service has been developed by the Party having the
Access Rights in accordancewithits rights to exploit Object Code and API for its own Results.
If it is intended to use the servicesofa third party for the purposesofthis Section 11.8.4.1, the Parties
concerned shall agree on the terms thereof with due observanceofthe interests of the Party granting
the Access Rights as set out in Section 11.2 of this Consortium Agreement.
11.8.4.1.2 Results - Rights to grant licenses to end-users
In addition, Access Rights to Object Code shall, as far as Needed for the Exploitation of the Party's own
Results, comprise the right to grant in the normal course ofthe relevant trade to end-user customers
buying/using the product/services, a license to the extent as necessary for the normal use ofthe relevant
product or service to use the Object Code as part of or in connection with or integrated into products
and services of the Party having the Access Rights and, as far as technically essential:
— to maintain such product/service;
39/89 UNVEIL Consortium Agreement, version 6, May 2026
— to create for its own end-useinteracting interoperable Software in accordancewith the Directive
2009/24/EC of the European Parliament and of the Council of 23 April 2009 on the legal
protection of computer programs.
11.8.4.1.3 Background
For the avoidance of doubt, where a Party has Access Rights to Object Code and/or API that is
Background for Exploitation, Access Rights exclude the right to license. Such licensing rights may,
however, be negotiated between the Parties.
11.8.4.2 Source Code
11.8.4.2.1 Results - Rights of a Party
Where, in accordance with Section 11.8.3, a Party has Access Rights to Source Codethat is Results
for Exploitation, Access Rights to such Source Code, as far as Neededfor the Exploitation of the Party’s
own Results, shall comprise a worldwide right to use, to makecopies, to modify, to develop, to adapt
Source Code for research, to create/market a product/process andto create/provide a service.
If it is intended to use the services of a third party for the purposesof this Section 11.8.4.2.1, the Parties
shall agree on the terms thereof, with due observanceofthe interests of the Party granting the Access
Rights as set out in Section 11.2 of this Consortium Agreement.
11.8.4.2.2 Results — Rights to grant licenses to end-users
In addition, Access Rights, as far as Needed for the Exploitation of the Party's own Results, shall
comprise the right to sublicense such Source Code, but solely for purpose of adaptation, error correction,
maintenance and/or support of the Software.
Further licensing of Source Code is explicitly excluded.
11.8.4.2.3 Background
For the avoidance of doubt, where a Party has Access Rights to Source Code that is Background for
Exploitation, Access Rights exclude the right to license. Such licensing rights may, however, be
negotiated between the Parties.
11.8.5 Specific formalities
Each license granted according to the provisions of Section 11.8.4 shall be made by a traceable
agreementspecifying and protecting the proprietary rights of the Party or Parties concerned.
12 Non-disclosure of information
12.1
All information 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 Project during its
40/6 UNVEIL Consortium Agreement, version 6, May 2026
implementation and which has been explicitly marked as “confidential” at the time of disclosure, or when
disclosed orally has been identified as confidential at the time of disclosure and has been confirmed and
designatedin writing within 15 calendar days from oral disclosureatthe latest as confidential information
by the Disclosing Party, is “Confidential Information”.
12.2
The Recipients hereby undertakein addition and without prejudice to any commitment on non-disclosure
under the Grant Agreement, for a period offive (5) yearsafter the final paymentofthe Granting Authority
(the Coordinator notifies the Associated Partner(s) about the date ofthe final payment):.
— hot to use Confidential Information otherwise than for the purpose for whichit was disclosed:
— not to disclose Confidential Information without the prior written consent by the Disclosing Party;
— to ensurethatinternal distribution of Confidential Information by a Recipient shall take place on
a strict need-to-know basis; and
— to return to the Disclosing Party, or destroy, on request all Confidential Information that has
been disclosed to the Recipients including all copies thereof and to deleteall information stored
in a machine-readable form to the extentpractically possible. The Recipients may keep a copy
to the extentit is required to keep, archive or store such Confidential Information because of
compliancewith applicable laws and regulations orfor the proof of on-going obligations provided
that the Recipient complies with the confidentiality obligations herein contained with respect to
such copy.
12.3
The Recipients shall be responsible for the fulfilment of the above obligations on the part of their
employeesorthird parties involved in the Project and shall ensure that they remain so obliged, as far
as legally possible, during and after the end of the Project and/or after the termination of the contractual
relationship with the employee or third party.
12.4
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 becomespublicly available by means other than a
breach ofthe 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
confidentiality by a third party whois to the best knowledge ofthe Recipientin lawful possession
thereof and under no obligation of confidentiality to the Disclosing Party;
— the disclosure or communication of the Confidential Information is foreseen by provisionsof 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 knownto the Recipient prior to disclosure, or
— the Recipient is required to disclose the Confidential Information in order to comply with
applicable laws or regulations or with a court or administrative order, subject to the provision
Section 12.7 hereunder.
4115 UNVEIL Consortium Agreement, version 6, May 2026
12.5
The Recipient shall apply the same degreeof care with regard to the Confidential Information disclosed
within the scope of the Project as with its own confidential and/or proprietary information, but in no case
less than reasonable care.
12.6
Each Recipient 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.
12.7
If any Recipient becomes awarethatit 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 extentit 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.
13 Miscellaneous
13.1 Attachments, inconsistencies and severability
This Consortium Agreementconsists of this core text and:
— Attachment 1 (Background included)
— Attachment 2 (Accession document)
— Attachment 3 (Estimated budget for the UNVEIL action)
- Attachment4 (Identified entities under the same control)
— Attachment 5 (Consortium budget)
— Attachment 6 (Secondment agreement model)
— Attachment7 (
In case the terms of this Consortium Agreementare in conflict with the terms of the Grant Agreement,
the termsofthe latter shall prevail. In case of conflicts betweenthe attachmentsand the core textofthis
Consortium Agreement, the latter shall prevail.
Should any provision of this Consortium Agreement become invalid, illegal or unenforceable, it shall not
affect the validity of the remaining provisions of this Consortium Agreement. In such a case, the Parties
concernedshall be entitled to requestthat a valid and practicable provision be negotiated that fulfils the
purposeofthe original provision.
42/6 UNVEIL Consortium Agreement, version 6, May 2026
13.2 No representation, partnership or agency
Except as otherwise provided in Section 6.2.6.2, 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 Consortium
Agreement shall be deemedto constitute a joint venture, agency, partnership, interest grouping or any
other kind of formal business grouping orentity between the Parties.
13.3 Formal and written notices
Any notice to be given under this Consortium Agreement shall be addressed to the recipients as listed
in the most current addresslist kept by the Coordinator.
Any change of persons or contact details shall be immediately communicated to the Coordinator by
written notice. The addresslist shall be accessible to all Parties.
Formal notices:
If it is required in this Consortium Agreement (Sections 4.3, 11.7.2.1.1, and 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:
Wherewritten notice is required by this Consortium Agreement, this is fulfilled also by other means of
communication such as e-mail with acknowledgement of receipt.
13.4 Assignment and amendments
Except as set out in Section 10.3, no rights or obligations of the Parties arising from this Consortium
Agreement may be assigned or transferred, in whole or in part, to any third party without the other
Parties’ prior formal approval.
Amendments and modifications to the text of this Consortium Agreementnot explicitly listed in Section
6.2.2.4 require an agreement approved and signed by the duly authorised signatoriesofall Parties.
13.5 Mandatory national law.
Each Party shall ensure that at the time of signature of this Consortium Agreement, nothing in this
Consortium Agreementshall be deemed to require a Party to breach any mandatory statutory law under
which the Party is operating. To the extent any future mandatory law forbids or restricts any of the
activities contemplated hereunder, the Party concerned agreesto inform the other Parties thereof and
discuss the consequences. Without prejudice to mandatory national legislation of each Party, the Grant
Agreement and the applicable European legal rules, the following law is taken into account: the UK
National Security and Investment Act 2021 (“NSI Act’) by the Parties basedin the
UK.
43189 UNVEIL Consortium Agreement, version 6, May 2026
13.6 Language
This Consortium Agreement is drawn up in English, which language shall govern all documents, notices,
meetings, arbitral proceedings and processesrelative thereto.
13.7 Applicable law
This Consortium Agreementshall be construed in accordancewith and governed by the laws of Belgium
excludingits conflict of law provisions.
13.8 Settlement of disputes
The Parties shall endeavour to settle any disputes amicably.
All disputes arising under, out of, or in connection with this Consortium Agreement, which cannot be
solved amicably, shall be finally settled by the courts of Brussels.
Nothing in this Consortium Agreement shall limit the Parties’ right to seek injunctive relief in any
applicable competent court.
14 Signatures
AS WITNESS:
The Parties have caused this Consortium Agreement to be duly signed by the undersigned authorised
representatives in separate signature pages the day and year first above written.
The Parties agree that this Consortium Agreement, if signed electronically, shall have the same force
and effect as an original (handwritten) signature.
44 18° UNVEIL Consortium Agreement, version 6, May 2026
(15) EURO-METROPOLE DE METZ (MusMM), PIC 925074936, with legal address...
1 place du Parlement de Metz, 57000 METZ
Signature(s):
Name(s): Philippe Brunella
Title(s): Conseiller del&gu& de I'Euro-Métropole de Metz au Musée de la Cour d'Oretà l'archéologie
Date:
4 8 AOUT 2026
59 / 89 SE A pe