CONTRACT

Today, on the ...... /...... / in Heraklion between:

A.The company under the name …..with headquarters … Tax Identification Number …., Tax Office ………………, as legally represented byMr … (hereinafter referred to as Employer or assigning authority)

B.TheSpecialAccount for Research Grants (EL) of the University of Crete, with headquarters in Rethimnon, University Campus, Gallos, Rethimnon, Crete, Greece, TaxIdentificationNumberEL 090273059, TaxOfficeRethimnon, as legally represented for the conclusion of the present contract by its president ………………………………………., hereinafter referred to as “the Contractor”),

C.Mr…, professor, acting in his capacity as the head of the laboratory …, Department of …., University of Crete, and as scientific responsible of the …. (hereinafter called as scientific responsible)

the following were mutually agreed and covenanted:

Τhe assigning authority assigns to the contractor the execution of the following project:

  1. SUBJECT OF THE PROJECT

1.1The contractor isherebyundertakingtheduty,againstthecontractor’sconsiderationmentionedhereinafter, to … (hereinafter called as the “project”).

1.2 Project deliverables

….

The description of the above deliverables is distinctive and therefore the scientific supervisor may redetermine some of the deliverables on purpose of the possible best execution of the project by the contractor.

  1. EXECUTION OF THE PROJECT- ASSIGNMENT AND OUTSOURCING

2.1 The contractor declares that the execution and the fulfillment of the project shall be undertaken by the scientific responsible of the project … The scientific responsible, in the process of the execution of the project, shall use the structures, equipmentandpersonnel of the University of Crete, laboratory…

2.2. With the reservation of the above term, thedutiesmaynotbeassignedoroutsourced, eitherpartiallyorentirely, to any thirdpartieswithoutthepreviouswrittenconsentoftheEmployer.

2.3. Inanycase, theContractorisnotreleased from any liability or obligation deriving out of the Contract.

  1. TERM OF THE CONTRACT

The term of the contract is….startingfrom……and ending on……. The results of the project shall be delivered at once or partially. The project shall be completed upon its delivery-acceptance, by the drafting and signing the relative Delivery – Acceptance protocol, after the check and approval of the deliverables by the Employer.

The term of the contract may not be prolonged, only in case of change of deliverables of the contractor.

  1. DUTIES OF THE CONTRACTOR

TheContractorundertakesandguaranteesthatitshallcarryouttheagreedprojectnolaterthanbytheendoftheabovementionedperiod (article 3), accordingtothetermsofthepresentcontractand to therules of science and technique and that the project shall have the agreed identities.

  1. CONSIDERATION AND PAYMENT METHOD

5.1.TheEmployershallpaytotheContractorfortheProjectatotalconsiderationof….. € plus VAT . In the above amount all legal duties, taxes and levies are included, as they are in force on the time of the signature of the contract or may be imposed afterwards, that shall be paid partially on the progress of the project and after the partial delivery of the project (way of payment)

5.2.This considerationisagreedandacknowledgedbyallpartiesasfixed, fair, reasonablefortheagreedProjectandincludesanykindsofexpensesandcoststhatmaybeincurredbytheContractorfortheappropriateexecutionofthepresentcontractandisnotsubject to any change. This consideration shallbeburdenedbyanynecessaryandlegaldeductions of any nature.

5.3.For the payment of the consideration (included VAT), the Contractor shall issue the respective invoice and the Employer shall pay in cash the relevant amount.

5.4.The Contractor guarantees for the precision and invariability of its remuneration, namely of …. Euros, basedontheprojectbudget, anditisnotentitledtoclaimthepaymentofanyfurtheramountforanyreasonandcause, explicitlywavingofanyreadjustmentoftheaboveamount, evenforthe causes specified in article 388 ofthe Greek CivilCode.

  1. CONTRACT TERMINATION

The present may be terminated by either party upon a written notice to the other party, in case of any breach of any term of the present, which all are agreed as essential, unless this breach is restored within ten days upon the relative notice.

After the termination of the present the Assigning Authority shall pay to the contractor the amounts due to the Contractor by the Assigning Authority up to the date of termination, according to the fulfilled up to then project. In that case the contractor has to cease any action relating to the execution of the project immediately after the termination notice, and to deliver to the assigning authority within 3 working days the results of the project up to then and to return all the material has been handed to the contractor for the execution of the project.

  1. FORCE MAJEURE

NeithertheEmployernortheContractorshallbearanyresponsibilityforanydelayinthefulfillmentoftheirobligationsdueto forcemajeureevents andinthiscaseareasonabletimelimitshallbegrantedtofulfill these obligations.

8.INTELLECTUAL PROPERTY RIGHTS

TheContractorexplicitlyandunconditionallyundertakesandguaranteesthatthecreationoftheProjectandthegeneralexecutionofitsobligations invirtueofthepresentcontractarenotcontrarytoanyintellectualorindustrialproperty rights of any third parties. Inanyothercase, theContractorshalltakeallthenecessarymeasurestoresolve the above conflict at its own responsibility and expense.

  1. CONFIDENTIALITY CLAUSE

9.1Thepartiesagreetohandleallaffairsinabsoluteconfidentialityandnoneofthepartiesshalldisclosethem to any third parties without the written consent of the other party.

9.2The entire project of the present contract and any findings are considered to be confidential and they shall be treated as such by the engaged parties.

9.3Theaboveobligationsunderpoints 2 and 3 alsoapplyinthecaseofservicesprovisionby subcontractors, partners or any third parties that may be employed by the Contractor for the project execution. Theseprovisions shall be bindingforthepartieseven after the completion or by any means termination of the present contract.

  1. WAIVER

ThewaiverofanyrightresultingbythepresentContractappliesonlywhensubmittedinwritten, whereasanyindulgenceortolerance demonstrated byanypartydoesnotestablishaprecedent, nordoesitpreventanycourtorextra-judicialappealaimingatthefullsatisfaction of any right deriving from the present Contract.

  1. CONTRACT INTERPRETATION

11.1ThepresentContractcancelsallpreviousagreementsandunderstandingsandconstitutestheentireagreementbetweentheparties, whereasnomodificationshallapply, unlessitismadeinwritten.

11.2IfanypartorprovisionofthepresentcontractisannulledbyrulingofacompetentCourtasillegal, invalidandunenforceable, thisfactshallnotinfluencethevalidityoftheremainingprovisions, whichshallremainvalidandapplicable. The parties are obliged to cover the gap that may occur due to the annulment of any provision through interpretation or with a supplementary agreement, so that the financial object of the contract may be fulfilled.

  1. NOTIFICATIONS

Anyinvitations, notificationsandcommunicationsmentionedinthepresentcontractshallbewrittenandaddressedtotherecipient'saddress, asmentionedhereinafter, whereastheyshallbesenteitherbyregisteredmailandshallbeeffectivefromthedateoftheirdelivery, orbyfax, provided that there is a confirmation of its receipt including its whole contents.

The Contractor’s address is: ….

The Employer’s address is: …

13.FINAL PROVISIONS

13.1The Agreement is amended upon prior written consent of the contracting parties.

13.2Thepartiesshallendeavoringoodfaithtoresolveamicably, bymutualagreement, anydisputethatmayarisebetweentheminrelationtotheContract, using any technical, legal or other means they consider appropriate.

13.3ThepresentContract is governed by the Greek law. Any dispute, disagreement or conflict as to the execution, application or interpretation of the present contract or the relations formed by it in general, shall be resolved by the Courts of Heraklion, which are hereby considered to be exclusively competent.

14.LANGUAGE OF THE AGREEMENT

The present Agreement has been drawn up in English and Greek. In case of misinterpretations due to the bilingualism of the Agreement, the Greek text will predominate. The precision and conformity of the translation from Greek into English are ratified by the Heraklion lawyer Ms. Kalliopi Katsiyiannaki, in accordance to article No.53 of the Lawyers Code.

[k1]

The present Contract, was drafted in three (3) identical copies and is signed as follows:

THE PARTIES

FOR THE ASSIGNING AUTHORITY FOR THE CONTRACTOR

FOR THE SCIENTIFIC SUPERVISOR

[k1]Αυτός ο όρος μπαίνει εφόσον η σύμβαση φτιαχτεί και στα ελληνικά. Αν φτιαχτεί μόνο στα αγγλικά, απαλείψτε αυτόν τον όρο.