company size - home - enterprise ireland · web viewif the proposal involves more than one academic...

INNOVATION PARTNERSHIP PROGRAMME

FULL PROPOSAL APPLICATION FORM – IP 2019 XXXX

Section 1 - Consortium Details............................................................................................2Section 2 - Project Summary...............................................................................................3Section 3 - Heads of Agreement..........................................................................................4Section 4 - Academic Profile................................................................................................8Section 5 - Project Work Plan............................................................................................10Section 6 - Project Cost Details.........................................................................................15Section 7 - Grant History of the Principal Investigator.......................................................21Section 8 - Company Agreement.......................................................................................22Section 9 - Equipment / Materials Quotations...................................................................23Correspondence & Submission..........................................................................................24

The Enterprise Ireland Innovation Partnership Programme is co-funded by the European Regional Development Fund (ERDF) under Ireland’s European Structural and Investment Funds Programmes 2014-2020.

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Section 1 - Consortium Details

Project Title: Title Here

Date Of Commencement Of Project:Duration of Project Grant Rate: Project Code:

X months X % IP 2018 XXXXConsortium Details: Lead Company: Lead Institution:

Official Company Name:Companies Registration Office (CRO) Number (check >>): Address:Principal Contact:Department:Telephone:Mobile:e-mail:Cash ContributionIn-Kind Contribution

Cost Category EI Contribution

Total Company Contribution

Total

Cash In-KindPersonnelEquipmentMaterialsTravel (Domestic)Travel (Int’l)Other CostsTotal Grant requested € € € €Percentage % % % 100%

When completing the table above please refer to the table below which shows the cash and in-kind contributions required from the COMPANY.

PLEASE CHECK THAT YOUR FIGURES/TOTALS ARE ACCURATE AND COMPLY WITH THE COMPANY CONTRIBUTION PERCENTAGES SHOWN BELOW BEFORE SUBMITTING.

Company Size

Type of Research Small Company

Medium Company

Large Company

Industrial Collaborative Research 20% cash 20% cash plus5% cash/in-kind

20% cash plus15% cash/in-kind

Experimental Collaborative Development


20% cash plus 30% cash/in-kind


Source: IPP Funding Guidelines available at www.enterprise-ireland.com/ippNote: Maximum project duration: 24 Months

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http://www.enterprise-ireland.com/ipp

http://www.cro.ie/search/CompanySearch.aspx

Section 2 - Project Summary

BackgroundBriefly outline how this proposal came about.

Problem / OpportunityBriefly define the problem/opportunity the project seeks to address.

Solution / ProductBriefly describe what the team hope to produce from the partnership.

NoveltyDefine the novel aspects of the work to be undertaken.

Project Objectives List the project objectives in the order they are expected to be realised.

Potential RisksOutline what risks to the project have been identified by the team. Describe how these risks will be managed.

Execution PlanDescribe how the technology will transition from the college to the company. Outline what integration activities are planned.

Potential Company BenefitsThis section should be completed in consultation with the company partner.Describe (in 2 or 3 bullet points) what potential benefits could be realised by the company partner should the project be completed successfully e.g. new product, new customer, competitive advantage, efficiency/cost saving.

Agency SupportThe Company is a client of: IDA Ireland Enterprise Ireland

Údarás na Gaeltachta Local Enterprise Office(LEO)

Name of Agency Contact:

Has the company informed their assigned agency contact that they wish to apply for funding support through the Innovation Partnership Programme?

Yes No

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Section 3 - Model Non-Binding term sheetAs part of the application process for Innovation Partnership funding, the collaborating parties must submit a signed Model Non-Binding term sheet using the template below. This outlines the principal rights and obligations of each party in respect of Project Intellectual Property and also forms the basis for negotiating a collaborative research agreement between the parties.

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INNOVATION PARTNERSHIP PROGRAMME

Dated _____________________________________20[●]

(1)[Full legal name of the RPO]

and

(2) [Full legal name of the Company]

MODEL NON-BINDING TERM SHEET SETTING OUT THE PRINCIPAL IP TERMS FOR THE COLLABORATION

AGREEMENT REGARDING THE [INSERT NAME] PROJECT

NON-BINDING TERM SHEET SETTING OUT THE PRINCIPAL IP TERMS FOR THE

COLLABORATION AGREEMENT REGARDING THE [INSERT NAME] PROJECT

This Non-Binding Term Sheet dated ______________________________ 20[●] is between:(1) [●] (the “RPO”), [an academic institution [incorporated or established] under [statute

or charter in Ireland],] whose [principal address or registered office] is at [●]; and(2) [●] (the “Company”), [a company incorporated in [] under registration number

[],] whose [principal place of business or registered office] is at [].The RPO and the Company together shall be referred to as the “Parties”, and individually shall be referred to as a “Party”.1 PurposeThe RPO has applied for funding for a project relating to [insert a brief description] (the “Project”) from Enterprise Ireland under the Innovation Partnership Programme. If

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Enterprise Ireland awards the funding for the Project, the Parties intend to enter into an agreement to set out the terms under which they would collaborate on the Project (the “Collaboration Agreement”). The purpose of this Non-Binding Term Sheet is to summarise the main intellectual property terms that the Parties intend to include in any such Collaboration Agreement. The Parties acknowledge that completion of this Non-Binding Term Sheet is a pre-requisite for EI to approve release of funding. 2 Provisions envisaged for the Collaboration AgreementThe Parties intend that the Collaboration Agreement would contain intellectual property terms based on the following principles:

Intellectual Property

The definition of the term “Intellectual Property” would be based on the following wording: “All patents, utility models, registered designs, unregistered design rights, copyrights, database rights, rights in respect of confidential information, rights in respect of know-how, and all applications for, and all rights to apply for, any of the foregoing registered property rights, and all similar or analogous rights in any part of the world”.

Background IP The definition of the term “Background IP” would be based on the following wording: “Any Intellectual Property that is owned or controlled by a Party and that is used in the course of undertaking the Project but excluding any Project IP. For the avoidance of doubt, (a) the RPO’s Background IP would include [insert a description of any specific items of IP to be included in the definition], and (b) the Company’s Background IP would include [insert a description of any specific items of IP to be included in the definition]”.

Ownership of Background IP

Nothing in the Collaboration Agreement would affect (a) the RPO’s ownership of the RPO’s Background IP, or (b) the Company’s ownership of the Company’s Background IP.

Licences to Background IP for the Project

Each Party would grant the other Party a royalty-free, fully paid-up, non-transferable, non-sub-licensable and non-exclusive licence under its Background IP for the sole purpose of undertaking the Project.

Licences to Background IP for commercialisation of Project IP

To the extent that the exploitation of any Project IP owned by a Party (the “Exploiting Party”) depended on the use of the other Party’s Background IP, such other Party would, subject to any existing third-party obligations, grant to the Exploiting Party a non-exclusive licence to that Background IP on fair and reasonable terms to be agreed in writing by the Parties.

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Project IP The definition of the term “Project IP” would be based on the following wording: “Any Intellectual Property that is generated in the course of undertaking the Project, whether by a Party alone or by the Parties together.”

Significant Company Background IP

The definition of the term “Significant Company Background IP” would be based on the following wording: “Any of the Company’s Background IP that is either (a) the subject of one or more granted patents, or (b) essential to the Project, such that the Project would be difficult or impossible to carry out without access to it. Notwithstanding the preceding sentence, no know-how or data would constitute Significant Company Background IP.”

Non-Severable Improvement

The definition of the term “Non-Severable Improvement” would be based on the following wording: “Any Project IP that (a) is created using Significant Company Background IP, and (b) cannot be exploited without infringing such Significant Company Background IP. Notwithstanding the preceding sentence, no Project IP that is know-how or that protects a Research Tool or an Enabling Technology (both to be defined in the Collaboration Agreement) would be considered a Non-Severable Improvement”.

Ownership of Project IP

The RPO would own all Project IP, irrespective of which Party generated the Project IP. If any of the Project IP falls within the definition of a Non-Severable Improvement, the Company may request assignment of the Non-Severable Improvement on fair and reasonable terms to be agreed by the Parties in writing and provided that such assignment would not be contrary to any applicable state aid, technology transfer or other rule or any governmental policy consideration.

Disclosure of Project IP

Each Party would promptly and fully disclose to the other Party all Project IP that it generates in the course of undertaking the Project.

Option The RPO would grant the Company an option to negotiate a licence under the Project IP, having regard to the indicative licence terms set out below.

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Indicative licence terms1

The terms of any such licence would be fair and reasonable, should not be contrary to any applicable state aid, technology transfer or other rule or any governmental policy consideration, and would include the following indicative terms: Indicative Terms Table

1 Type of licence: [Exclusive / Non-Exclusive / Sole]2 Field: [Insert]3 Territory: [Insert]4 Sub-licensing: [Yes / No]5 Upfront fee: [Yes / No]6 Milestone payments: [Yes / No]7 Royalty payments: [Yes / No]8 Reimbursement of IP

protection & enforcement costs:

[Yes / No]

9 Commercialisation: [The Company would use Diligent and Reasonable Efforts (to be defined in the licence agreement) to develop and commercially exploit the Project IP. In addition, the Company would submit annual statements to the RPO outlining (amongst other things) the activities taken and planned to be taken.]

10 Start date: [Insert]11 Duration: [Insert]12 RPO termination rights: [Insert]13 Other key terms: [Insert]

Exercise of the option

If the Company wished to exercise the option it would give the RPO written notice within a period of [insert] [months] from the date on which the Project Period (to be defined in the Collaboration Agreement) comes to an end. If the RPO received the notice within such period, the Parties would negotiate the terms of the licence agreement for a period not to exceed [insert] [days]. If the Parties agreed the terms during such [insert]-[day] period, the Parties would execute a separate, written licence agreement on such terms. For the avoidance of doubt, any such licence agreement (if agreed) would be in writing and signed by authorised representatives of each Party.

Reservation of rights

The RPO would at all times retain at least the right to use all Project IP for research, teaching and publication purposes.

Publication The RPO would at all times be free to present and publish the Project IP, subject to the Company having a right to review the presentation or publication in advance and to request a delay to permit a patent application to be filed for the Project IP disclosed in the presentation or publication and/or to require the deletion of any of the Company’s pre-existing Confidential Information (to be defined in the Collaboration Agreement) from the presentation or publication.

3 Areas still to be discussed

1 All the sections in the indicative terms table should be completed. For Term 1, strike through the alternatives that do not apply. For Terms 4-8, strike through the alternative that does not apply. Inclusion of “to be negotiated” (or similar) is not acceptable.

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The Parties envisage that the Collaboration Agreement may also include other terms, which may include, without limitation, [].

4 Confidentiality EITHER: [Each of the Parties acknowledges that during the negotiation of the Collaboration Agreement it may receive Confidential Information from the other Party. “Confidential Information” shall mean any information which, if in writing, is marked as confidential or which, if not in writing, is otherwise characterised as confidential at the time of disclosure. Each of the Parties agrees that it will:

(a) use the Confidential Information only for the purpose of negotiating the Collaboration Agreement and not for any other purpose; and

(b) keep the Confidential Information confidential and not directly or indirectly disclose it or make it available to any third party.

This obligation shall not apply to information which is or subsequently becomes publicly known through no act or omission of the Party that receives it.] OR: [It is agreed that the confidentiality of the Parties’ confidential information that may be disclosed by one Party to the other during the negotiation of the Collaboration Agreement will be maintained in accordance with the Confidentiality Agreement signed by the Parties on [insert date].]

5 Law and status of this Term SheetExcept for the provisions of Clauses 4, 5 and 6 which the Parties intend to be binding obligations, this Term Sheet is not intended to create, evidence or imply any legal relationship or contract between the Parties. Each Party acknowledges and agrees that (a) either Party may withdraw from the negotiation of the Collaboration Agreement at any time without liability, and (b) the negotiations are being conducted on a non-exclusive basis, unless and to the extent otherwise stated in this Term Sheet. To the extent that any legal issue arises in connection with this Term Sheet, it will be governed and construed in accordance with the laws of Ireland.

6 CostsEach Party shall bear its own legal and other costs in connection with the negotiation and preparation of this Term Sheet and any subsequent agreement.

The Parties record their understanding of the above by signing below:For and on behalf of For and on behalf of[Full legal name of the RPO] [Full legal name of the Company]

________________________________Signed

_________________________________Signed

________________________________Name

_________________________________Name

________________________________Title

_________________________________Title

________________________________Date

________________________________Date

Section 4 - Academic Profile

4.1 Track Record of Principle Investigator

Give an overview of the academic partner’s expertise and track record in this technical area. of 27

4.2 Commercial & Exploitation Opportunities

Outline what further research and commercialisation opportunities may open up to the college if this project is successfully completed.

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4.3 Curriculum Vitae of Principal Investigator

(Maximum one page)

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Section 5 - Project Work Plan

5.1 What are the Key Technical Challenges in the Project?

Key Technical Challenge 1

BOX 1


BOX 2


BOX 3


BOX 4


BOX 5

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5.2 Description of Work Plan

Introduction This section should contain a detailed description of the proposed work. This section should not be more than five pages in length.

5.2.1Detailed Technical Description

The TASK IDENTIFIER below and proceeding headings should be copied pasted and completed for each task to be carried out in the project.

GUIDE: Project Management tasks (report writing, hiring of staff etc) are not to be included.

TASK IDENTIFIER 1:

TASK TITLE:

TASK OWNER:

TASK TEAM MEMBERS / % OF TIME ON TASK: [E.G. LEAD RESEARCHER 1 (45%)]

TASK OBJECTIVE:

DESCRIBE IN DETAIL HOW THE TASK WILL BE COMPLETED:

DURATION

TASK IDENTIFIER 2:

TASK TITLE:

TASK OWNER:


TASK OBJECTIVE:


DURATION

TASK IDENTIFIER 3:

TASK TITLE:

TASK OWNER:


TASK OBJECTIVE:


DURATION

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5.3 Interim Deliverables

Use bullet points to outline what deliverables and/or milestone that are expected to be achieved by the project mid-term.

These deliverables should appear in your Interim Progress Report, to be submitted to Enterprise Ireland at the project half-way point.

Detail Here

5.4 Team structure & Members of the Management Team

List the names of the college(s) and the company personnel involved. Where appropriate, give their position title and their role & responsibility within the team. If the

Principal Investigator or any member of the academic team has a dual role or business interest in the company, please clearly define.

Team Member Position Title Role & Responsibility

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http://www.enterprise-ireland.com/en/Process/Higher-Education-Institutes/Innovation-Partnership-IP-Forms-and-Templates.html

5.5 Project Administration

Identify the person responsible for the overall project administration including timely submission of the Technical Reports and Financial Reports

If the proposal involves more than one academic institution identify the person responsible for the project administration within each academic institution.

Team Member Institution

5.6 Time Schedule & Location of Project Management Meetings to be Held

Identify the month and location for scheduled meetings at which partners are expected to attend.

Month Location

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5.7 Milestones and Deliverables

TASK NUMBER

TASK TITLE MILESTONE/ DELIVERABLE

DELIVERABLE DESCRIPTION

TASK LEADER(NO.)

TASK PARTNERS

(NO.)123456789

101112131415

5.8 Gantt Chart

Use the month based Gantt chart below to illustrate the time period to be spent on each task.

Task

No.Month Number

1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24123456789

101112131415

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Section 6 - Project Cost Details Introduction This section requires you to describe the project cost details proposed to successfully complete

your project. Before commencing each section please review the lists of eligible and ineligible expenses applied

to this programme.

SUMMARY OF PROJECT COSTSCost Category EI

ContributionCompany

ContributionTotal

Project Costs Cash Cash In-Kind EI + Company Contributions

PersonnelEquipmentMaterialsTravel (Domestic)Travel (Int’l)Sub-Contract Other CostsTotal Costs € € € €Percentages % % % 100%

When completing the table above please refer to the table below which shows the cash and in-kind contributions required from the COMPANY.

PLEASE CHECK THAT YOUR FIGURES/TOTALS ARE ACCURATE AND COMPLY WITH THE COMPANY CONTRIBUTION PERCENTAGES SHOWN BELOW BEFORE SUBMITTING.

Company Size

Type of Research Small Company

Medium Company

Large Company

Industrial Collaborative Research 20% cash 20% cash plus5% cash/in-kind


Experimental Collaborative Development


20% cash plus 30% cash/in-kind


Source: IPP Funding Guidelines available at www.enterprise-ireland.com/ipp

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6.1 Personnel Costs – CollegeGUIDE

Admissible Costs Inadmissible CostsSalary for college staffPost-grads hired by the college

Interview Expenses; Recruitment CostsRelocation Costs; Redundancy Costs; Salary for Company Staff; Post grads in employment of the company; Consultant Salaries; Salary for PI holding a permanent post

NOTICE re: PENSION REQUESTSEmployer pension payments will only be made where a Revenue or Government approved scheme is in place at the Institute. Consequently:

University based applicants may apply pension costs. Institute of Technology applicants must check with their relevant Finance Office before

inserting pension costs.

NOTICE re: SALARY SCALESThe Irish Universities Association (IUA) Researcher Salary Scales have been adopted as guidelines in the Innovation Partnership Programme. They take cognisance of national wage and pension developments in the context of the public sector. Please refer to them when completing the personnel section of Innovation Partnership Application forms. Researcher Salary Scales >>

Position,(Name orNew Hire)

IUA(L_ Pt._)

Annual Salary Rate

ePRSI10.85%

ePension

20%

Full Time Equivalent (Months)

Total Cost

Total Salary Cost € NOTE: Applicant colleges and institutions are required to consider equality issues in line with the Equality Authority’s guidelines when applying for funding.Justification: Define the roles and responsibilities of each staff member:

Insert referenced college salary sales for each position

6.2 Materials CostsGUIDE

Admissible Costs Inadmissible CostsComponents General phone charges

Parts / Mother Boards Provision of work spaceConsumables Books (maximum of €1,500)

Computers / Laptops / Printers/ Ink Cartridges / Paper

Description of Material Item Item Cost (If applicable) Cost (€)

Total €

Justification:

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http://www.iua.ie/wp-content/uploads/2013/09/RevisedResearcherSalaryScales-01-July-2013.xls

6.3 Travel Costs

6.3.1 College Travel to the Company/Work Site

GUIDEAdmissible Costs Inadmissible Costs

College travel to the Company site Company Travel CostsNational Conference Participation Market Research ActivitiesCollege travel to the Company site Travel to EI sites

Company Travel to CollegeNon-essential meetings that can be done

by Teleconference

College Travel to the Company Site DetailNumbers Travelling to MeetingAverage Transport Cost per meeting €Average Accommodation Costs per meeting €Average Subsistence Cost per meeting €Average Cost per Meeting €Total Number of Meetings Total College/Company Meeting Costs €

Justification:Detail what activities will occur at the company site and why this meeting cannot be completed over the phone.

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6.3.2 College Travel to Key Events (National & International)

SPECIAL NOTICE Due to budget constraints, funding for travel has been cut to a minimum. Please remove any travel that is not core to the successful outcome of the project. Travel must be limited to one person per trip. Company partners will be asked to formally support travel requests. All travel requests now have to be justified in detail and will be rejected if insufficient justification

for the trip is offered.

GUIDE Use the ‘copy’ and ‘paste’ function to inert further Key Event tables and accompanying

Justification Table as required

Admissible Costs Inadmissible CostsOverseas Conference Participation Company Travel Costs

Per Diem Costs (College Rate) Market Research ActivitiesAccommodation for the duration of the

conferenceAccommodation costs outside

Conference datesTransfer Costs (Taxi to from Airport) Subsistence Costs during Transit

More than one academic travelling abroad Hotel Costs above Rec. College Rate

Key Event 1 DetailName of Key Event LocationEvent URLDuration of Stay (nights)

CostsRegistration Fee (per person) €Travel Costs (Air, Road, Rail) €Hotel Cost (per day) €Other Costs €Total Estimated Cost per Person €Number of People TravellingNo. of Annual visits to Conference over project life

Total €

Justification:Detail what activities the visiting academic intends to complete at this key event and justify why each trip is vital to the success of the project.

Table 6.3.1 Summary of Travel CostsGUIDE: Add Up your total travel costs here

Travel Item Cost (€)College visits to Company/Work SiteKey Event Participation (National)Key Event Participation (International)

Total €

6.4 Capital (Equipment) Costs

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NOTE: Capital equipment must be purchased and owned by the Institute.

GUIDE Admissible Costs Inadmissible Costs

Equipment Relevant to the Project (within reason) Basic Lab Equipment (Contact EI)Computers / Laptops (within reason) Lab Fit Outs

Laptops for follow-up projects

All items listed should be fully detailed inclusive of VAT where appropriate.Please affix commercial quotations from the suppliers on items over €1,500 at the end of this application form.

Description of Capital Item Item Cost(If applicable) Cost (€)

Total €

Have you affixed soft copied quotes into Section 9 of this document?

YES NO

Justification: (what the equipment will be used for):

GUIDE: Items costing more than €1500 will need a quote, specification sheet and a technical justification.

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6.5 Sub- Contract Costs

Description of Capital Item Item Cost(If applicable) Cost (€)

Total €

Justification:

6.6 Other non-pay Costs

Description of Capital Item Item Cost (If applicable) Cost (€)

Total €

Justification:

Inadmissible Costs Printing / Binding / Publishing Costs College Courses (excluding specific technical

training – contact EI)Other Office Management Costs Consultancy Costs >10% of Total Project CostCompany Technology Reports Patent Costs

Company Market Research

GUIDE: Enterprise Ireland will pay an overhead of 30% to the college on the grant it has paid to a project (excluding capital equipment costs). This can be used for office management costs.

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6.7 In-Kind Contributions

GUIDE Admissible Costs Inadmissible Costs

Block allocations of company technical resources to the college to complete

technical activities (equipment installation/training)

Company staff attending project review meetings at the college or company managerial staff performing project management activities

Downtime on pilot lines, test facilities etc. at the company site where the

company signs over time to the college staff to use the equipment.

Weekly contributions of company staff time that amount to <5% of working week

Purchases of materials 10% of total project cost to be assigned to the

collegeCommercial call out rates for any company staff

involved. Purchases of equipment to be located

permanently at the college. The equipment must have strategic value

to the college from a capability perspective.

Purchases of materials >10% of total project cost unless in special cases (certain Clinical Trial

programmes etc)

PersonnelJob Title Justification

Full Time Equivalent

(Months)In-KindCost (€)

Total €

CapitalEquipment Name Justification Quantity & Unit of

MeasureIn Kind

Cost (€)

Total €

MaterialsDescribe Justification Quantity & Unit of

MeasureIn Kind

Cost (€)

Total €

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Section 7 - Grant History of the Principal Investigator

IMPORTANT Ensure that all Enterprise Ireland Funding is listed and clearly marked. Please clearly mark any previous Innovation Partnership Projects. Only approved grants should be included in this list.

Grant Scheme Reference

Number

Project Title

Start Date

FinishDate

GrantTotal

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Section 8 - Company Agreement

Important Note: This agreement can be submitted to the Enterprise Ireland Contracts Unit once the project has been approved for funding.

SAMPLE AGREEMENT BETWEEN COMPANY AND COLLEGE(TO BE SUBMITTED ON COMPANY HEADED NOTEPAPER)

Ã (PLEASE REPEAT THIS LETTER OF AGREEMENT FOR EVERY PARTNER COMPANY)

AGREEMENT This is to certify an Agreement between [College Name] and [Company Representative's Name and Position], [Company Name] for the following project title:

Project Title: [Name]

The Industry Partner in support of the Project has agreed to pay to the Designated Institution the following amounts at the times set out below:

1) € on or before

2) € on or before 3) € on or before 4) € on or before

*The Industry Partner has also agreed to an In-Kind Contribution to [College Name] of €

Signed by:

_____________________Company RepresentativePosition in Company

Date:

_____________________

*Note: If the company's contribution is in the form of cash only, please delete the sentence.

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Section 9 - Equipment / Materials Quotations

Paste/affix quotations for all individual items costing above €1,500.

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Correspondence /Assistance

For further information or assistance please contact:

Forms to:Maureen FoxContracts UnitEnterprise IrelandEast Point Business Park, Dublin 3

Tel: 01 727 2543Fax: 01 727 [email protected]

General Enquiries to:Declan McGee

Tel: 01 727 [email protected] CantwellTel: 01 727 [email protected]

Copies of this document may be downloaded from: www.enterprise-ireland.com/ipp

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