Common use of 2Decisions Clause in Contracts

2Decisions. The General Assembly shall be free to act on its own initiative to formulate proposals and take decisions in accordance with the procedures set out herein. In addition, all proposals made by the Executive Board shall also be considered and decided upon by the General Assembly. The following decisions shall be taken by the General Assembly: Content, finances and intellectual property rights Proposals for changes to Annexes 1 and 2 of the Grant Agreement to be agreed by the Granting Authority Changes to the Consortium Plan Modifications or withdrawal of Background in Attachment 1 (Background Included) Additions to Attachment 3 (List of Third Parties for simplified transfer according to Section 8.3.2) [Additions to Attachment 4 (Identified entities under the same control)] Evolution of the consortium Entry of a new Party to the Project and approval of the settlement on the conditions of the accession of such a new Party Withdrawal of a Party from the Project and the approval of the settlement on the conditions of the withdrawal Identification of a breach by a Party of its obligations under this Consortium Agreement or the Grant Agreement Declaration of a Party to be a Defaulting Party Remedies to be performed by a Defaulting Party Termination of a Defaulting Party’s participation in the Project and measures relating thereto Proposal to the Granting Authority for a change of the Coordinator Proposal to the Granting Authority for suspension of all or part of the Project Proposal to the Granting Authority for termination of the Project and the Consortium Agreement Appointments On the basis of the Grant Agreement, the appointment if necessary of: Executive Board Members External Expert Advisory Board Members

2Decisions. The General Assembly Project management team shall be free to act on its own initiative to formulate proposals and take decisions in accordance with the procedures set out herein. In addition, all proposals made by the Executive Board shall also be considered and decided upon by the General Assembly. The following decisions shall be taken by the General AssemblyProject management team: Content, finances and intellectual property rights Monitor effective and efficient implementation of the project Divide responsibilities with respect to project tasks among the Parties Oversee overall project progress especially with respect to project milestones and deliverables and other commitments (e.g. dissemination activities) Proposals for changes to Annexes 1 and 2 of the Grant Agreement to be agreed by the Granting Funding Authority Changes to the Consortium Plan Modifications or withdrawal of Background in to Attachment 1 (Background Included) Additions to Attachment 3 (List of Third Parties for simplified transfer according to Section 8.3.2) [Additions to Attachment 4 (Identified entities under the same control)] Evolution of the consortium Entry of a new Party to the Project consortium and approval of the settlement on the conditions of the accession of such a new Party Withdrawal of a Party from the Project consortium and the approval of the settlement on the conditions of the withdrawal Identification of a breach by a Party of its obligations under this Consortium Agreement or the Grant Agreement Declaration of a Party to be a Defaulting Party Remedies to be performed by a Defaulting Party Termination of a Defaulting Party’s participation in the Project consortium and measures relating thereto Proposal to the Granting Funding Authority for a change of the Coordinator Proposal to the Granting Funding Authority for suspension of all or part of the Project Proposal to the Granting Funding Authority for termination of the Project and the Consortium Agreement 6.4.1 The Coordinator shall be the intermediary between the Parties and the Funding Authority and shall perform all tasks assigned to it as described in the Grant Agreement Appointments On and in this Consortium Agreement. 6.4.2 In particular, the basis Coordinator shall be responsible for: monitoring compliance by the Parties with their obligations 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 related certifications) and specific requested documents to the Funding Authority transmitting documents and information connected with the Project to any other Parties concerned administering the financial contribution of the Funding Authority and fulfilling the financial tasks described in Section 7.3 providing, upon request, the Parties with official copies or originals of documents that are in the sole possession of the Coordinator when such copies or originals are necessary for the Parties to present claims. If one or more of the Parties is late in submission of any project deliverable, the Coordinator may nevertheless submit the other ’Parties’ project deliverables and all other documents required by the Grant Agreement to the Funding Authority in time. 6.4.3 If the Coordinator fails in its coordination tasks, the Project management team may propose to the Funding Authority to change the Coordinator. 6.4.4 The Coordinator shall not be entitled to act or to make legally binding declarations on behalf of any other Party or of the consortium, unless explicitly stated otherwise in the Grant Agreement or this Consortium Agreement. 6.4.5 The Coordinator shall not enlarge its role beyond the tasks specified in this Consortium Agreement and in the Grant Agreement, the appointment if necessary of. 7Section: Executive Board Members External Expert Advisory Board MembersFinancial provisions

2Decisions. The General Assembly shall be free to act on its own initiative to formulate proposals and take decisions in accordance with the procedures set out herein. In addition, all proposals made by the Executive Board shall also be considered and decided upon by the General Assembly. The following decisions shall be taken by the General Assembly: Content, finances and intellectual property rights Proposals for changes to Annexes 1 and 2 of the Grant Agreement to be agreed by the Granting Funding Authority Changes to the Consortium Plan Modifications or withdrawal of Background in to Attachment 1 (Background Included) Additions to Attachment 3 (List of Third Parties for simplified transfer according to Section 8.3.2) [Additions to Attachment 4 (Identified entities under the same control)] Affiliated Entities) Evolution of the consortium Entry of a new Party to the Project consortium and approval of the settlement on the conditions of the accession of such a new Party Withdrawal of a Party from the Project consortium and the approval of the settlement on the conditions of the withdrawal Identification of a breach by a Party of its obligations under this Consortium Agreement or the Grant Agreement Declaration of a Party to be a Defaulting Party Remedies to be performed by a Defaulting Party Termination of a Defaulting Party’s participation in the Project consortium and measures relating thereto Proposal to the Granting Funding Authority for a change of the Coordinator Proposal to the Granting Funding Authority for suspension of all or part of the Project Proposal to the Granting Funding Authority for termination of the Project and the Consortium Agreement Appointments On the basis of the Grant Agreement, the appointment if necessary of: - Executive Board Members External Expert Advisory Board Members

2Decisions. The General Assembly shall be free to act on its own initiative to formulate proposals and take decisions in accordance with the procedures set out herein. In addition, all proposals made by the Executive Board shall also be considered and decided upon by the General Assembly. The following decisions shall be taken by the General Assembly: Content, finances and intellectual property rights Proposals for changes to Annexes 1 and 2 of the Grant Agreement to be agreed by the Granting Authority such as changes resulting from suggested reallocation of tasks and budget by the Executive Board The percentage of work package completion per work package as well as per Party to be reported to the Granting Authority based on the assessment by the Executive Board regarding the individual performance of single Parties in case of non-completion of work packages Changes to the Consortium Plan [Lump Sum Grant: delete this indent] Modifications or withdrawal of Background in Attachment 1 (Background Included) Additions to Attachment 3 (List of Third Parties for simplified transfer according to Section 8.3.2) [Additions to Attachment 4 (Identified entities under the same control)] ) Evolution of the consortium Entry of a new Party to the Project and approval of the settlement on the conditions of the accession of such a new Party Withdrawal of a Party from the Project and the approval of the settlement on the conditions of the withdrawal Proposal to the Granting Authority for a change of the Coordinator Proposal to the Granting Authority for suspension of all or part of the Project Proposal to the Granting Authority for termination of the Project and the Consortium Agreement Breach, defaulting party status and litigation Identification of a breach by a Party of its obligations under this Consortium Agreement or the Grant Agreement Declaration of a Party to be a Defaulting Party Remedies to be performed by a Defaulting Party Termination of a Defaulting Party’s participation in the Project consortium and measures relating thereto Proposal Steps to be taken for litigation purposes and the Granting Authority for a change coverage of litigation costs in case of joint claims of the Coordinator Proposal to the Granting Authority for suspension of all or part parties of the Project Proposal to the Granting Authority for termination of the Project and the Consortium Agreement consortium against a Party (Section 4.2, Section 7.1.4) Appointments On the basis of the Grant Agreement, the appointment if necessary of: Executive Board Members External Expert Advisory Board MembersMembers [Actual Cost Grant] Executive Board In addition to the rules in Section 6.2, the following rules shall apply: The Executive Board shall consist of the Coordinator and the representatives of the Parties appointed to it by the General Assembly. The Coordinator shall chair all meetings of the Executive Board, unless decided otherwise by a majority of two-thirds. Minutes of Executive Board meetings, once accepted, shall be sent by the Coordinator to the General Assembly Members for information.

2Decisions. The General Assembly shall be free to act on its own initiative to formulate proposals is responsible for the overall direction and take decisions in accordance with follow-up of the procedures set out herein. In addition, all proposals made by the Executive Board shall also be considered and decided upon by the General AssemblyCo-fund Action. The following decisions shall be taken by the General Assembly: Content, finances and intellectual property rights Proposals for changes to Annexes 1 and 2 of the Grant Agreement to be agreed by the Granting Authority Authority; Changes to the Consortium Plan Modifications Plan; Additions or withdrawal modifications to all Attachments of Background this Consortium Agreement; Use of the reserve fund; Financial decision in Attachment 1 case a Funding Organisation has no funds for the national/regional share in a Transnational Project (Background Included) Additions i.e. decision about how to Attachment 3 (List replace and/or fund the final recipients of Third Parties the Transnational Project); Decisions related to a Highly Detrimental Situation; Decisions related to a conflict of interests; OPTION: Settlement of disputes OPTION: Establishment of an ad hoc commission for simplified transfer according to Section 8.3.2) [Additions to Attachment 4 (Identified entities under the same control)] settlement of disputes. Appointments Appointment of Members of the Executive Board Appointment of Members of the Compliance Management Team Appointment of Members of the Observing Partners Board and annual adjustment of its composition Appointment of Members of the External Expert Advisory Board Evolution of the consortium Entry Entry/withdrawal of a new Party to to/from the Project Co-fund Action and approval of the settlement on the conditions of the accession accession/withdrawal of such a new Party Withdrawal Party; Decisions related to the termination of a Party from Party’s participation in the Project and the approval Co-fund Action (including handling of the settlement on the conditions of the withdrawal additional costs, if any) Identification of a breach by a Party of its obligations under this Consortium Agreement or the Grant Agreement and the remedies to be performed by such Party; Declaration of a Party to be a Defaulting Party Remedies and the remedies to be performed by a Defaulting such Party Termination (including termination of a Defaulting such Party’s participation in the Project Co-fund Action); Steps to be taken for litigation purposes and measures relating thereto the coverage of litigation costs in case of joint claims of a Party/Parties against another Party/other Parties; Proposal to the Granting Authority for a change of the Coordinator Proposal to the Granting Authority for suspension of all or part of the Project Co-fund Action Proposal to the Granting Authority for termination of the Project Co-fund Action and the Consortium Agreement Appointments On Agreement. Decisions regarding the basis Joint Call Setup of timelines for the Joint Call(s); Approval of the Grant Agreementtext and topics Guidelines and rules for participation for the Joint Call of the Joint Call(s); Agreement on the Transnational Projects, according to the appointment if necessary of: Executive Board Members External Expert Advisory Board MembersRanking List.

2Decisions. The General Assembly shall be free to act on its own initiative to formulate proposals and take decisions in accordance with the procedures set out herein. In addition, all proposals made by the Executive Board shall also be considered and decided upon by the General Assembly. The following decisions shall be taken by the General Assembly: Content, finances and intellectual property rights Proposals for changes to Annexes 1 and 2 of the Grant Agreement to be agreed by the Granting Authority Changes to the Consortium Plan Modifications or withdrawal of Background in Attachment 1 (Background Included) Additions to Attachment 3 (List of Third Parties for simplified transfer according to Section 8.3.2) [Additions to Attachment 4 (Identified entities under the same control)] ) Evolution of the consortium Entry of a new Party to the Project and approval of the settlement on the conditions of the accession of such a new Party Withdrawal of a Party from the Project and the approval of the settlement on the conditions of the withdrawal Proposal to the Granting Authority for a change of the Coordinator Proposal to the Granting Authority for suspension of all or part of the Project Proposal to the Granting Authority for termination of the Project and the Consortium Agreement Breach, defaulting party status and litigation Identification of a breach by a Party of its obligations under this Consortium Agreement or the Grant Agreement Declaration of a Party to be a Defaulting Party Remedies to be performed by a Defaulting Party Termination of a Defaulting Party’s participation in the Project consortium and measures relating thereto Proposal Steps to be taken for litigation purposes and the Granting Authority for a change coverage of litigation costs in case of joint claims of the Coordinator Proposal to the Granting Authority for suspension of all or part parties of the Project Proposal to the Granting Authority for termination of the Project and the Consortium Agreement consortium against a Party (Section 4.2, Section 7.1.4) Appointments On the basis of the Grant Agreement, the appointment if necessary of: Executive Board Members External Expert Advisory Board MembersMembers selected in line with the Grant Agreement.

2Decisions. The General Assembly shall be free to act on its own initiative to formulate proposals and take decisions in accordance with the procedures set out herein. In addition, all proposals made by the Executive Board shall also be considered and decided upon by the General Assembly. The following decisions shall be taken by the General Assembly: Content, finances and intellectual property rights Proposals for changes to Annexes 1 and 2 of the Grant Agreement to be agreed by the Granting Authority Changes to the Consortium Plan Modifications or withdrawal of Background in Attachment 1 (Background Included) Additions to Attachment 3 (List of Third Parties for simplified transfer according to Section 8.3.2) [Additions to Attachment 4 (Identified entities under the same control)] ) Evolution of the consortium Entry of a new Party to the Project and approval of the settlement on the conditions of the accession of such a new Party Withdrawal of a Party from the Project and the approval of the settlement on the conditions of the withdrawal Proposal to the Granting Authority for a change of the Coordinator Proposal to the Granting Authority for suspension of all or part of the Project Proposal to the Granting Authority for termination of the Project and the Consortium Agreement Breach, defaulting party status and litigation Identification of a breach by a Party of its obligations under this Consortium Agreement or the Grant Agreement Declaration of a Party to be a Defaulting Party Remedies to be performed by a Defaulting Party Termination of a Defaulting Party’s participation in the Project consortium and measures relating thereto Proposal Steps to be taken for litigation purposes and the Granting Authority for a change coverage of litigation costs in case of joint claims of the Coordinator Proposal to the Granting Authority for suspension of all or part parties of the Project Proposal to the Granting Authority for termination of the Project and the Consortium Agreement consortium against a Party (Section 4.2, Section 7.1.4) Appointments On the basis of the Grant Agreement, the appointment if necessary of: Executive Board Members External Expert Advisory Board Members