Article 5. Responsibilities VO
[Regeling vervallen per 01-01-2023]
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1. Shall have the responsibility for the procurement and implementation of the OBU prototyping
and upgrade (if applicable) in its vehicles in such a manner that the activities and
milestones as set out in articles I.4 and I.5 of the (amended) Grant Agreement are
met.
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2. Shall procure the OBU prototyping and upgrade (if applicable) and any necessary services
according to the applicable rules and regulations based on sound financial management
practices, including and if applicable (but not limited to) laws regarding public
procurement and competition law.
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3. Shall undertake all necessary activities to ensure that IenW is able to fulfill its
obligations under the Grant Agreement. These obligations shall, under this Cooperation
Agreement, apply ‘back to back’ to the VO, whereby the Grant Agreement shall be read
and applied in such a manner that references to ‘beneficiaries’ shall read as the
‘VO’ and references to ‘INEA’ and/or the Agency as ‘IenW’. The VO has acknowledged
and accepted the Grant Agreement and the obligations stated therein, is aware that
it does not have any direct rights vis-à-vis INEA and accepts therefore that all matters
concerning this Cooperation Agreement shall be conducted with IenW (or parties assigned
by IenW). The following articles as provided for in the Grant Agreement shall apply
to the VO, whereby it is understood that the following list is not exhaustive and
that other obligations in the Grant Agreement may apply:
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i. I.3;
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ii. I.4;
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iii. I.5;
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iv. II.1–II.9;
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v. II.19–II.23;
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vi. II.27.
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4. Is responsible for contracting and signing of the Upgrade contracts for the supply
of OBU with its supplier(s). A bank or other financial institution as stipulated in
article 4, sub 3, of this Cooperation Agreement will offer a short term loan to the
VO, providing that the conditions as set by this bank or other financial institution
and IenW have successfully been met by the VO. IenW will bear the costs for maintaining
a deposit on behalf of the owners. The interest costs of the short term loans (9-12
months) are for account of the VO.
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5. Is responsible for the fulfilment of any conditions as laid down in the national subsidy
grants received from IenW (the national ‘subsidieregeling’ and ‘subsidiebeschikkingen’
as made available by IenW) as well as the relevant requirements from INEA as laid
down in the Grant Agreement, including (but not limited to) sound financial management
as referred to in article II.19.1 of the Grant Agreement and reporting requirements.
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6. Shall, within reasonable limits and expectations, cooperate with the Project Team
and/or RVO as set out in article 4 of this Cooperation Agreement including the follow
up of instructions made by the Project Team and/or RVO, provided that these are reasonable
and necessary within the constraints of the Upgrade projects (such as provision of
information etc.). For this cooperation, the VO shall ensure sufficient staffing and
resources to ensure this cooperation and the execution of the upgrades project and
the obligations pertaining thereto.
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7. Shall adhere to the planning and milestones as set forth in article I.5 of the Grant
Agreement.
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8. Shall warn the Project Team, in a timely fashion, of any impediments or developments
that may threaten or delay the progress of the upgrades project.
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9. Shall, prior to the conclusion and signing of its Upgrade contracts with its supplier(s),
coordinate with IenW, via the Project Team as referred to in article 4 of this Cooperation
Agreement, on Upgrade contracts and/or specifications concluded between VO and its
supplier(s) including, not limited to, functionalities and train – track test activities
in the Netherlands. In the event that the contracts and/or specifications between
the VO and supplier(s) are to be amended, the amendments regarding the previously
stated matters shall also be coordinated with IenW, prior to the signing of such amendments.
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10. Is therefore aware, and accepts, that various obligations that it might have under
this Cooperation Agreement, shall in that event need to be fulfilled vis-à-vis this
third party. Communication shall however take place in accordance with article 7 of
this Cooperation Agreement. The VO shall in all cases only have to report to the Project
Team, unless otherwise instructed by the Project Team.
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11. Is aware that matters concerning ERTMS may lead to amendments to the present Cooperation
Agreement. Amendments and/or agreements shall be made in writing and shall be agreed
upon by the Parties.
