SECTION MENU

Add to homescreen.Please click on for android and for apple select the share with appleto add to home screen. Not available on all mobile browsersclose panel

alider graphic 1

Welcome to BEAVRS.org

British and Eire Association of Vitreoretinal Surgeons.

Membership Info BEAVRS 2017 Contact us

Grant Terms and Conditions

1 Introduction

. 1.1 These Grant Terms apply to all grants awarded by BEAVRS after 1 October 2017.
. 1.2 No terms other than these Grant Terms, and any terms set out in the relevant Award Letter, will apply to any BEAVRS grant, unless agreed in writing and signed by an authorised representative of BEAVRS. Without limiting the previous sentence, no terms in any purchase order or other Host Institution document will apply to such grants.

2 Definitions

In these Grant Terms, the following words shall have the following meanings:
Agreement: The Award Letter, together with these GrantTerms.
Application: The proposal(s) or application(s) for funding submitted to BEAVRS in relation to the Research, as identified in the Award Letter.
Award Holder: The individual who has responsibility for the leadership of the Research.
Award Letter: The letter from BEAVRS to the Host Institution, signed by an authorised representative of BEAVRS, under which BEAVRS awards the Grant to the  Host Institution.
Background Intellectual Property: In relation to a Party, means:
. (a) all Know-how known to the Party at the Research Start Date; together with
. (b) all Intellectual Property owned by or licensed to the  Party at the Research Start Date; and
. (c) following the Research Start Date, all Know-how and  Intellectual Property owned by or licensed to the Party  which is not Resulting Intellectual Property.
Collaborator: Any person (apart from the Host Institution, its employees, students and other individuals working at the  Host Institution on the Research) involved in carrying out the
Research with whom the Host Institution has entered into a  collaboration agreement, material transfer agreement or   other relevant agreement in accordance with Clause 3.7.
Conflicting Activities: Has the meaning given in clause  3.11
BEAVRS: British & Eire Association of Vitreoretinal  Surgeons
Grant: The funding provided or to be provided by BEAVRS  for the performance of the Research.
Grant Terms: The terms and conditions set out in this  document.
Host Institution: The university, NHS Trust or other legal  entity to which the Grant is awarded, as set out in the Award  Letter.
Intellectual Property: Any and all patents, utility models,  registered designs, unregistered design rights, copyright,  database rights, rights in respect of confidential information,
rights under data exclusivity laws, rights under orphan drug  laws, rights under unfair competition laws, property rights in  biological or chemical materials, extension of the terms of
any such rights (including supplementary protection  certificates), and applications for and the right to apply for  any of the foregoing registered property and rights, and
similar or analogous rights anywhere in the world.
Know-how: Unpatented technical information (including  information relating to inventions, discoveries, concepts,  methodologies, models, research, development and testing  procedures, the results of experiments, tests and trials,  manufacturing processes, techniques and specifications,  quality control data, analyses, reports and submissions) that  is not in the public domain.
Maximum Amount: The maximum amount stated in the Award Letter.
Net Receipts: The amount of any payments received by the  Host Institution in respect of the exploitation of Resulting  Intellectual Property or any products or services that embody
or were developed making use of Resulting Intellectual  Property, less any direct costs incurred by the Host  Institution in obtaining intellectual property protection for the Resulting Intellectual Property.
Parties: BEAVRS and the Host Institution, and “Party”  means either of them.
Qualifying Expenditure: The costs that are properly and  reasonably incurred exclusively for the purpose of carrying  out the Research, that fall under one of the headings listed in  the Award Letter and that are not funded from any source  except the Grant.
Research: The research described in the Application and,  where the Application relates only to part of a larger project,  the Research means that part only.
Research Period: The Research period stated in the Award Letter and any extension to which BEAVRS agrees under Clause 3.2. The Research Period starts on the Research Start Date.
Research Start Date: The start date set out in the Application or revised start date agreed in writing by BEAVRS, on which work in the Research starts.
Resulting Intellectual Property: All information, Know-how, results, designs, inventions, and other matter capable of being the subject of Intellectual Property
rights which is conceived, first reduced to practice or writing, or developed in whole or in substantial part in the course of the Research.
Third Party: Any person other than a Party.

3 The Research

3.1 Host Institution’s obligation. The Host Institution shall:
. (a) conduct the Research in accordance with the Application, the Award Letter and these Grant Terms;
. (b) ensure that the Research is led and performed by the Award Holder and by individual researchers at the Host Institution working under the Award Holder’s supervision; and
. (c) within 30 days of the appointment of any researcher who is to work on the Research, notify BEAVRS in writing of their appointment and provide a copy of their curriculum vitae to BEAVRS.
. 3.2 Duration of funding. The Grant may not be used to cover Qualifying Expenditure incurred either before the Research Start Date or after the end of the Research Period.
. 3.3 Lapse of Grant. Unless otherwise agreed in writing by BEAVRS, the Grant shall automatically lapse and the Award Letter shall automatically terminate if:
. (a) appointments to all the positions funded by the Grant are not made by the Research Start Date; or
. (b) the Research is not begun within 6 months of the Research Start Date.
. 3.4 Change to Research or Award Holder. The Host Institution shall ensure that the Award Holder does not change the Research without first obtaining BEAVRS’s written consent. The Host Institution shall notify BEAVRS immediately if there is any proposal to change the Award Holder. If the Award Holder moves to another institution or employer, or ceases for any other
reason to lead the Research, the Host Institution shall promptly propose a suitable person as their replacement. The Host Institution shall not appoint any replacement for the Award Holder without BEAVRS’s prior written agreement. The Research may only be extended beyond the Research Period with BEAVRS’s written agreement.
. 3.5 Responsibility for staff, etc. The Host Institution is responsible for all activities and costs associated with the employment or other engagement of researchers and other individuals who perform work in relation to the Research. BEAVRS’s sole responsibility is to pay the fixed amount(s) stated in the Award Letter, subject to the provisions of the Agreement. Without limiting the scope of this clause 3.5:
. (a) BEAVRS will not pay for salary increases or other increases in costs arising during the term of the Research, unless and to the extent specifically stated in the Award Letter; and
. (b) the Host Institution shall indemnify BEAVRS in respect of all claims from such individuals and associated costs, including claims in respect of employment rights and inventors’ compensation, and will not deduct any payments made to inventors, academic departments or others when calculating Net Receipts.
. 3.6 Equipment. Equipment purchased with or primarily with the Grant must be used for the Research. It will belong to the Host Institution and must not be sold or transferred to any other person before or after the completion of the Research.
. 3.7 Collaboration Agreement. The Host Institution shall enter into a collaboration agreement, material transfer agreement or other suitable written agreement with any company or other organisation involved in carrying out the Research. That agreement must include terms governing the ownership and exploitation of the Resulting Intellectual Property, and must not conflict or
be inconsistent with the Application, these Grant Terms and the Award Letter.
. 3.8 Collaborator’s duties. The Host Institution shall make each Collaborator aware of the terms of the Agreement and shall ensure that they comply with those terms.
. 3.9 Subcontracting. The Host Institution may not subcontract the performance of any of the Research without first obtaining BEAVRS’s written consent.
3.10 Compliance. The Host Institution shall ensure that:
. (a) the Research is carried out in accordance with the terms of the Agreement, and with all relevant legislation and regulations (whether existing at the date of the Award Letter or coming into force during the Research Period);
. (b) all necessary licences and consents for the Research (including any necessary Research Ethics Committee approvals) are obtained, maintained, and complied with throughout the Research Period;
. (c) if animals are used in the Research, they are used only to the minimum extent necessary, best practice will be followed in their use, and the relevant guidance of the Association of Medical Research Charities and of the National Centre for the Replacement, Refinement and Reduction of Animals in Research (NC3Rs) will be
followed; and
. (d) BEAVRS will not be named or treated as the “sponsor” of the Research under any relevant legislation.
3.11 Conflicts of interest, etc. The Host Institution shall promptly notify BEAVRS if the Award Holder or any member of their team participates in any research or other activity
that may prejudice their ability to perform the Research in accordance with the Agreement or that may result in concerns about conflicts of interest or duty (together, “Conflicting Activities”).

4 Payment

. 4.1 Invoices. The Host Institution shall invoice BEAVRS in such form and within the time periods stated in the Award Letter. BEAVRS may decline to pay any invoice that does not comply with those requirements and time periods. All payments will be made to an account of the Host Institution that the Host Institution shall notify to BEAVRS from time to time.
. 4.2 No prejudice. Payment by BEAVRS shall be without prejudice to any claims or rights which BEAVRS may have against the Host Institution and shall not constitute any admission by BEAVRS as to the performance by the Host Institution of its obligations under these Grant Terms.
. 4.3 Withholding of payment. BEAVRS may withhold any payment if the Host Institution or any Collaborator has not complied with these Grant Terms or the Award Letter.
. 4.4 Qualifying Expenditure. All claims for payment must relate to Qualifying Expenditure and be accompanied by reasonable evidence that the expenditure has been incurred.
. 4.5 Overpayments. The Host Institution shall refund to BEAVRS any overpayments as soon as they are discovered.
. 4.6 Reimbursement. The Grant is made by way of reimbursement of Qualifying Expenditure, but shall not exceed the Maximum Amount, and BEAVRS will not pay more than the Maximum Amount.
. 4.7 Transfer of funds. The Host Institution may not transfer funds between fund headings (as shown in the Award Letter), for instance it may not use funding allocated for staff to fund the purchase of equipment, nor may the Host Institution depart from the periodic profile of expenditure shown in the Award Letter and carry forward expenditure from one accounting year to another without first obtaining BEAVRS’s written consent.
. 4.8 VAT
. (a) The Host Institution may not use any of the Grant to cover input VAT paid by the Host Institution on the purchase of goods or services as research that is intended to advance knowledge and understanding is classed at “out of scope” for VAT by the HM Revenue and Customs (HMRC).
. (b) The Host Institution is not providing a service to BEAVRS and therefore no VAT is payable by BEAVRS to the Host Institution in addition to the Grant.

5 Reporting, records, and audit

. 5.1 Records. The Host Institution shall keep, and shall ensure that each Collaborator and any subcontractor keeps, complete and accurate accounts and records in connection with the Research for at least six years after the end of the financial year in which final payment of the Grant is made by BEAVRS.
. 5.2 Access. The Host Institution shall provide, and shall ensure that each Collaborator and each subcontractor provides, all information and access to its accounts and records reasonably requested by BEAVRS to allow BEAVRS to monitor the progress of the Research and verify that the Host Institution and the Collaborators are complying with these Grant Terms and the Award Letter, and that the Grant is being used for the purpose for which it is provided.
. 5.3 Audit. If BEAVRS considers that the Host Institution or any Collaborator may not have complied with these Grant Terms, BEAVRS may appoint, and the Host Institution shall allow and shall ensure that each Collaborator and each subcontractor allows, an independent auditor to inspect and take copies of its accounts and records relating to the Research, and (if the audit reveals any overpayment) the cost of that audit shall be borne by the Host Institution and paid to BEAVRS on request.
. 5.4 Reports. The Host Institution shall measure the progress and success of the Research against the milestones described in the Application and report that progress and success to BEAVRS as requested in the Award Letter. Failure to report as requested may cause delay or withholding of payment, termination of the Grant and refusal to consider further applications from the Award Holder.

6 Data protection and publication

6.1 Data protection. BEAVRS may use any personal data provided to it by the Host Institution or the Award Holder in connection with the Application or the Research for the purpose of processing and assessing the Application, administering the Grant, reviewing the Research, statistical analysis in relation to projects funded by BEAVRS or any other public body, and policy and strategy. The Host Institution shall ensure that all individuals involved in the Research are aware of these purposes and consent to BEAVRS’s use of their personal data in this way.
6.2 Acknowledgement. Subject to the provisions of this clause 6, the Host Institution shall acknowledge, and shall ensure that each Collaborator shall acknowledge, BEAVRS’s support of the Research in any press release, publicity material or publication relating to the Research and at every external conference at which an employee of the Host Institution or a Collaborator speaks about the Research by including the following wording in that publication or presentation: “This research was funded by BEAVRS” together with BEAVRS’s logo.
6.3 Logo. The Host Institution may use BEAVRS’s logo only in the exact form provided by BEAVRS from time to time and in accordance with any rules supplied by BEAVRS from time to time.
. 6.4 Publication. The Host Institution shall ensure the timely publication of the results of the Research. The Host Institution shall promptly notify BEAVRS of the acceptance for publication and of the actual publication of all information resulting from the Research including, but not limited to, scientific publications, patent applications and non-confidential presentations. One copy of each published research paper (pdf final version) relating to the Research must be provided to BEAVRS as soon as available.
. 6.5 Presentation: The Host Institution will be expected to present the results of the Research at an annual BEAVRS meeting.
. 6.5 Press releases, etc. The Host Institution must obtain BEAVRS’s prior written approval of both the timing and content of any press statement, associated with the Research, made by the Host Institution or the Award Holder. BEAVRS itself may wish to prepare a press statement about the award and/or the results arising from it, for which the Host Institution shall provide, and ensure that the Award Holder provides, full cooperation. BEAVRS shall not publish or disclose the results of the Research before they have been published in a peer reviewed journal or before any initial patent application has been made for the Resulting Intellectual Property unless otherwise agreed by the Host Institution.

7 Intellectual Property

. 7.1 Background and Resulting Intellectual Property. All Background Intellectual Property used in connection with the Research shall remain the property of the Party or Third Party which introduced it. As between BEAVRS and the Host Institution, all Resulting Intellectual Property shall vest in the Host Institution. The Host Institution shall ensure that it has agreements (which may include employment contracts) in place with its employees, students and other members of the Research team, that vest ownership of Resulting Intellectual Property in the Host Institution. The Host Institution shall not enter into any agreement with another funder, a Collaborator or any other person in relation to the funding or conduct of the Research, if those terms provide for any person other than the Host Institution to own all or part of the Resulting Intellectual Property or have any control of its commercial exploitation.
. 7.2 Protection of Resulting Intellectual Property. The Host Institution shall promptly take reasonable steps to protect any potentially valuable Resulting Intellectual Property, e.g. by filing patent applications. The Host Institution shall ensure that any publication of the results of the Research is done in a manner that does not prejudice such protection, and that delays to publication are kept to the minimum necessary to secure reasonable intellectual property protection. If the Host Institution decides not to protect, or to cease protecting, any Resulting Intellectual Property on the grounds of cost, lack of market opportunity, lack of commercialisation knowledge, or for other reasons, it will so notify BEAVRS and give BEAVRS the opportunity to do so in the name of BEAVRS, and will cooperate with BEAVRS in relation to any actions that BEAVRS may wish to take.
7.3 Exploitation.
. (a) The Host Institution shall use all reasonable endeavours to ensure that any potentially valuable Resulting Intellectual Property is exploited and that there is a suitable financial return to the Host Institution. The Host Institution shall keep BEAVRS regularly and promptly informed about such exploitation, and provide information to BEAVRS as requested from time to time.
. (b) The Host Institution shall pay to BEAVRS the following percentages of the Host Institution’s Net Receipts from the licensing, sale, use or other exploitation of Resulting Intellectual Property or of products or services that incorporate or were developed using Resulting Intellectual Property. This obligation will continue to apply for as long as the Host Institution generates Net Receipts. The percentages are:
. (i) on the first £10,000 of Net Receipts, 25%; and
. (ii) on all other Net Receipts, 50%.
. (c) Where the Research (including further development of the results of the Research) receives funding from any Third Party in addition to BEAVRS, the Host Institution’s obligations under clause 7.3(b) shall apply to a percentage of the total Net Receipts. Acting reasonably, the Host Institution shall calculate such percentage by comparing the total amount paid by BEAVRS for the Research with the total amount of expenditure paid to the Host Institution in respect of such research and development activities. The Host Institution shall provide BEAVRS with detailed accounting for any percentage that it applies.
. (d) The Host Institution shall not accept any non-monetary receipts (e.g. shares) in respect of such exploitation without BEAVRS’s prior written consent. The Host Institution shall comply with the following obligations in respect of payments under this Clause 7.3:
. (i) payments will be made within 60 days of the end of each quarterly period ending on 31 March, 30 June, 30 September and 31 December respectively, in respect of Net Receipts received by the Host Institution during such quarter;
. (ii) each payment will be sent to BEAVRS with a statement showing how the payment has been calculated and providing such other information as BEAVRS may request; and
. (iii) the Host Institution shall maintain written records and accounts in respect of its receipts from the exploitation of Resulting Intellectual Property and associated products and services. At BEAVRS’s request, the Host Institution shall make such records and accounts available for inspection from time to time by an auditor appointed by BEAVRS.
. (e) If there is any dispute between the Parties over the calculation, or basis for calculation, of any amounts due to BEAVRS under this Agreement, either Party may refer the dispute to an independent firm of chartered accountants who will act as an expert and not as an arbitrator, whose costs will be borne equally by the Parties and whose decision will be final and binding on the Parties. If the Parties cannot agree on the identity of the expert, the expert will be chosen by the President for the time being of the Institute of Chartered Accountants in England and Wales.
. (f) If the Host Institution is no longer interested in exploiting any item of Resulting Intellectual Property, or otherwise fails to comply with its obligations under this Clause 7.3,
it shall so notify BEAVRS and at BEAVRS’s request shall assign the ownership of such Resulting Intellectual Property to BEAVRS or its nominee.
. (g) The Host Institution shall not assign Resulting Intellectual Property to any person without BEAVRS’s prior written consent, such consent not to be unreasonably withheld. Without limiting the scope of the previous sentence, the Host Institution shall ensure that its obligations under this Clause 7.3 are binding on any person to whom the Host Institution assigns Resulting Intellectual Property.
7.4 BEAVRS’s rights. The Host Institution:
. (a) shall allow BEAVRS to use information provided in the Application for fundraising and marketing purposes and for aggregated data analysis; and
. (b) hereby grants and agrees to grant BEAVRS a nonexclusive licence to use and disseminate the results of the Research and all Resulting Intellectual Property in a non- commercial manner in pursuit of BEAVRS’s charitable objectives.

8 Warranties and Liabilities

8.1 Host Institution’s warranty. The Host Institution represents, warrants, and undertakes that:
. (a) all information provided to BEAVRS in connection with the Application or otherwise in connection with the Research is (and shall, unless BEAVRS is notified otherwise, continue throughout the Research to be) accurate and complete in all material respects;
. (b) there are no facts or circumstances that might affect the decision of BEAVRS to award or not to award the Grant that have not been disclosed to BEAVRS; and . (c) the Host Institution is not aware of any circumstances that might affect the success of the Research (although the Research is experimental in nature and the Host Institution does not warrant that any particular results shall be obtained).
. 8.2 No other warranties. Each Party acknowledges that it does not enter into these Grant Terms in reliance on any representation, warranty, or other provision except as expressly provided in these Grant Terms, and any conditions, warranties, or other terms implied by statute or common law are excluded from these Grant Terms to the fullest extent permitted by law.
. 8.3 BEAVRS accepts no responsibility, financial or otherwise, for expenditures (or liabilities arising out of such expenditure) or liabilities arising out of the Research other than those specifically listed in the Award Letter.
. 8.4 BEAVRS will not be liable for and shall not indemnify the Host Institution, the Award Holder or any other person working on the Research (including employees, students, visiting fellows and subcontractors) against any claims for compensation or against any other claims (whether under any statute or regulation or at common law) for which the Host Institution may be liable as an employer or otherwise.

9 Duration and termination

. 9.1 Research Start and termination by expiry. The Award Letter shall come into effect on the Research Start Date and, unless terminated earlier in accordance with this Clause 9, continue until the end of the Research Period, or until any later date agreed in writing between the Parties.
. 9.2 Early termination. BEAVRS may terminate the Agreement by notice in writing and without liability for such termination if:
. (a) the necessary regulatory permissions are not obtained and/or approvals previously granted for the performance of the Research are withdrawn; or
. (b) (except where paragraph (c) or (d) applies) the Award Holder becomes unavailable to continue his or her supervision of the Research and a replacement acceptable to both Parties is not found; or
. (c) if the Award Holder has a clinical fellowship or early career investigator award, they end their research activity or otherwise become unavailable to perform the
Research; or
. (d) if the PhD Student appointed by the Award Holder ends their research activity; or
. (e) a medicinal product, medical device, information, or materials critical to the Research cannot be sourced; or
. (f) the Host Institution informs it, or it otherwise becomes aware, of Conflicting Activities, and BEAVRS considers that the Conflicting Activities are significant and make it inappropriate to continue funding the Research.
9.3 Breach. If the Host Institution is in material or continuing breach of any of its obligations under the Agreement, BEAVRS may, by giving notice to the Host Institution, do any or all of the following:
. (a) suspend payment of the Grant; or
. (b) terminate the Grant and the Agreement, in which case BEAVRS may:
. (i) cease paying the Grant;
. (ii) require the Grant to be repaid (partially or in full);
and/or
. (iii) require any asset whose purchase or acquisition has been funded using the Grant to be transferred to BEAVRS.
9.4 Consequences of termination. In the event of termination of the Agreement, the following provisions shall apply:
. (a) BEAVRS shall, subject to the prior compliance of the Host Institution with its obligations on termination, upon receipt of a valid invoice, pay to the Host Institution any
outstanding monies due to the Host Institution as at the date of termination in respect of work done in the Research prior to termination.
. (b) The Host Institution shall ensure that there is prompt refund to BEAVRS of the amount, if any, by which the cumulative cost paid by BEAVRS to the Host Institution
exceeds the actual commitments incurred by the Host Institution under the Grant up to the date of termination.
. (c) The Host Institution shall provide to BEAVRS all results of the Research, and all 10 Resulting Intellectual Property and Know-how, and all other relevant information or data relating to work undertaken by the Host Institution prior to the date of termination and cooperate with all reasonable requests from BEAVRS, provided that all external costs incurred in relation to such cooperation will be borne by BEAVRS.
. 9.5 Survival. Clauses 3.5(b), 3.6, 5.1, 5.3, 5.4, 6, 7, 8, 9.4 and 9.5 shall survive the completion or termination of the Research and the termination of the Agreement, and shall continue in force indefinitely.
. 9.6 Accrued rights. Any termination of the Agreement under this Clause 9 shall be without prejudice to any other rights or remedies of any Party under these Grant Terms or at law, and shall not affect any accrued rights or liabilities of any Party at the date of termination.

10 General

. 10.1 Amendment. These Grant Terms may only be amended in writing and signed by duly authorised representatives of BEAVRS and the Host Institution.
. 10.2 Assignment. Neither Party shall assign, mortgage, charge, or otherwise transfer any rights or obligations under these Grant Terms without the prior written consent of the other Party.
. 10.3 No agency. Neither Party shall act or describe itself as the agent of the other, nor shall it make or represent that it has authority to make any commitments on the other’s behalf.
. 10.4 Interpretation. In these Grant Terms, references to Clauses mean clauses of these Grant Terms; references in these Grant Terms to termination shall include termination by expiry; and where the word “including” is used it shall be understood as meaning “including without limitation”.
. 10.5 Notices
. (a) Any notice to be given under these Grant Terms shall be in writing and shall be sent by first-class mail, or by email (confirmed by first-class mail) to the address of the relevant Party set out in the Award Letter, or such other address or email number as that Party may from time to time notify to the other Party in accordance with this Clause 10.5.
. (b) Notices sent as above shall be deemed to have been received three working days after the day of posting, or on the next working day after transmission (in the case of email messages).
. 10.6 Law and jurisdiction. The validity, construction and performance of the Agreement shall be governed by the laws of England and Wales and shall be subject to the exclusive jurisdiction of the English and Welsh courts to which the parties hereby submit, except that a Party may seek an interim injunction in any court of competent jurisdiction.
. 10.7 Further action. Each Party agrees to execute, acknowledge and deliver such further instruments, and do all further similar acts, as may be necessary or appropriate to carry out the purposes and intent of the Agreement.
. 10.8 Entire agreement. The Agreement sets out the entire agreement between the Parties, relating to its subject matter, and supersedes all prior oral or written agreements, arrangements, or understandings between them relating to such subject matter. The Parties acknowledge that they are not relying on any representation, agreement, term, or condition which is not set out in the Agreement.
. 10.9 Third parties. The Agreement does not create any right enforceable by any person who is not a party to it.

BEAVRS Membership

Promoting high quality patient care by supporting & representing British and Irish VR Surgeons through education, research, audit and revalidation.

Join today - click here