Transfer of Funds Agreement template
Transfer of Funds Agreement
[DATE]
[ADDRESSEE]
Dear [NAME],
RE:
| PROJECT: | Dried Fish Matters: Mapping the social economy of dried fish in South and Southeast Asia for enhanced wellbeing and nutrition |
|---|---|
| SPONSOR: | SSHRC Partnership Grants (895-2018-1017) |
| EFFECTIVE DATE: | Date of final signature on this Agreement |
| END DATE: | [END DATE OF CONTRACT] |
| PRINCIPAL INVESTIGATOR: | Derek Johnson (The University of Manitoba) |
| COLLABORATING INVESTIGATOR: | [NAME] ([PARTNER]) |
The University of Manitoba (hereinafter referred to as “UM”) has received funding for Dried Fish Matters: Mapping the social economy of dried fish in South and Southeast Asia for enhanced wellbeing and nutrition (the “Project”), in accordance with the Social Sciences and Humanities Research Council (“SSHRC”) Partnership Grant Stage 2 Notice of Award dated March 15, 2018 (the “Award”) attached at Schedule “A”.
[PARTNER NAME] (hereinafter referred to as “[PARTNER]”) agrees to conduct a portion of the activities in the Project mentioned above in accordance with the terms and conditions set out herein.
[PARTNER] shall provide the UM with the Deliverables as shown in Schedule “B”.
[PARTNER] agrees to provide the UM with the personnel, facilities, services, equipment, and supplies necessary to perform the Deliverables and warrants to carry out the work in accordance with high scientific and professional standards.
[PARTNER] shall ensure that all required certifications are received prior to undertaking the work, including but not limited to, biohazards, animal care and human ethics and that it complies with all applicable federal and local laws, regulations and guidelines in undertaking the work.
[PARTNER] acknowledges that the Project is funded by SSHRC and agrees to undertake the work pursuant to this Agreement in compliance with and subject to the relevant terms and conditions of the Award attached hereto as Schedule “A” and SSHRC policies and guidelines (http://www.sshrc-crsh.gc.ca/about-au_sujet/policies-politiques/index-eng.aspx). [PARTNER] further agrees that in its undertaking of the Project it will not do, omit to do, or permit to be done or omitted any action to cause UM to be in breach of the obligations set out in the Award or SSHRC policies and guidelines. If there is any conflict between the Award and this Agreement, the terms of the Award shall govern.
In consideration for the Deliverables, the UM shall pay [PARTNER] an amount not to exceed [AMOUNT], pursuant to the "Budget" attached as Schedule "B" hereto. Expenditures are limited to those eligible expenses in accordance with the Award and the 2017 Tri-Agency Financial Administration Guide (http://www.nserc-crsng.gc.ca/Professors-Professeurs/FinancialAdminGuide-GuideAdminFinancier/index_eng.asp). Payments will be subject to satisfactory progress and conditional upon continued support from SSHRC.
Payments shall be limited exclusively to eligible expenses and shall be based upon the payment disbursement schedule outlined in Schedule “B” and upon verified progress in completing the Deliverables and completion of reporting. Indirect costs are not an allowable expense. No third party transfers of funds are permitted. UM reserves the right to withhold final payment until all reporting requirements are successfully completed. UR shall be solely responsible for any Project costs it incurs in excess of [AMOUNT] Canadian Dollars
Total financial obligation of the UM under this Agreement is limited to the amount set out in Schedule B which amount shall not be exceeded without the written authorization of the UM. All unused funds must be returned to UM by [DATE].
[The following text applies only to sub-awards; delete if funds are sent through Service Agreement]
[PARTNER] will complete and submit to UM, by April 15 of each year, a financial statement (Form 300) signed by the researcher or delegated authority to whom the funds were made available and by the relevant financial officer, whose signature certifies that the funds were administered according to the relevant Agency’s policies and requirements.
UM will consolidate the information provided in the financial statement (Form 300) received from [PARTNER] with its own relevant financial information to create a single consolidated financial statement for the Project.
UM will sign the consolidated financial statement and, by so doing, certify:
(a) receipt of a signed financial statement (Form 300) from [PARTNER] for the funds transferred to that institution
(b) that the information provided in the financial statement from [PARTNER] is consolidated with financial information of UM, and that this constitutes the consolidated financial statement and;
(c) that the information provided in the consolidated financial statement has been reviewed for compliance with SSHRC policy, including those on eligible expenditure categories, and with any relevant policy of the UM.
In the event that SSHRC reduces or terminates funding to UM for the Project, in whole or in part and for any reason, UM may reduce or terminate funding under this Agreement to the same extent by notifying [PARTNER] in writing.
[PARTNER] shall provide to UM submission of a narrative report 6 months from the Effective Date, and every 6 months thereafter, describing research activities in the preceding 6 month period, including copies of any supplementary research outputs such as conference presentations, interviews or publications.
[PARTNER] shall keep all records, information, databases, reports and all other documentation related to the Project and associated expenditures and costs for a period of six (6) years from the expiration or termination of this Agreement and shall allow the UM to have access to any records, information, databases, reports and other documentation for the purposes of audit and evaluation of the work undertaken pursuant to this Agreement, and for the verification of invoices with respect to payments made under this Agreement.
Intellectual property developed under this project solely by researchers at one institution shall be governed by the applicable intellectual property policies and/or collective agreements of that institution. Intellectual property developed under this project jointly by researchers at different institutions shall be jointly owned by those institutions and/or the researchers at those institutions, and any commercialization of such joint intellectual property shall be in accordance with an agreement to be entered into between the institutions.
[PARTNER] and the UM may disclose technical, scientific, business or marketing information one to the other to facilitate work under this Agreement. Such information clearly marked as “Confidential”, “Protected Business Information” or “Not for Publication” shall be safeguarded and not disclosed to anyone within [PARTNER] or the UM without a “need to know,” except with the prior written approval of the other party. Each party shall also protect such information which has been clearly marked from disclosure to third parties.
The obligation of confidentiality shall not apply to information which:
a) is already known to the Party to which it is disclosed, as evidenced by written records;
b) is now or shall enter the public domain other than by a breach of confidentiality obligations to the disclosing Party;
c) is lawfully obtained from third parties;
d) either party can demonstrate was developed by it independently of the information received from the disclosing party;
e) must necessarily be disclosed to regulatory agencies, or to clinicians or others in connection with such disclosures;
f) must necessarily be disclosed by either party to financial institutions or other funding sources in order to obtain financial assistance, provided that such entities agree to keep the information confidential;
g) must necessarily be disclosed by the UM or Y in order to file patent applications with respect to inventions hereunder;
h) is required by law to be disclosed;
i) is published or presented by or through the UM in learned journals or scientific forums, or as part of a thesis The obligation of confidentiality shall not apply to professional expertise which the either party has upon execution of this Agreement or which is further developed or enhanced as a result of performing work under this Agreement.
The parties warrant that they shall adhere to and comply with applicable laws and regulations regarding protection of personal and/or health information.
[PARTNER] will house, maintain and, if appropriate, insure the equipment, and take reasonable measures to protect it during its useful life; and to the extent reasonably possible, and if appropriate given the nature of the equipment, allow other researchers to also make use of it for the Project.
If the equipment is sold, [PARTNER] shall make reasonable efforts to use any funds obtained from the sale of equipment for research-related purposes.
All data produced through this Project is the joint property of UM and [PARTNER]. Data and analytical materials collected or generated through this Project will be shared with other Project affiliated researchers listed in the Award without restriction using the REB-approved data sharing platform.
In compliance with the SSHRC Data Archiving Policy, all research data will be preserved and made available for use by the general public within two years of the completion of the research Project for which the data was collected.
[PARTNER] shall indemnify, defend, and hold harmless SSHRC, and UM from and against any and all liability, loss, and expense (including reasonable attorneys’ fees and expenses) or claims for injury or damages arising out of or resulting from, or that are alleged to arise out of or result from, the actions or omissions by [PARTNER] or any of its officers, agents, employees, with respect to the Deliverables.
[PARTNER] will not use the name of UM, nor of any member of the UM’s staff, in any advertising or promotional material or publicity release without the prior written approval of the UM.
[PARTNER] has been selected to participate in this Project at the UM’s discretion. [PARTNER] may not make any statement or otherwise imply to donors, investors, media or the general public that it is a direct grantee of SSHRC funds for this Project. [PARTNER] may state that UM is a grantee of SSHRC under the Partnership Grants Initiative. [PARTNER] may state that it is a subgrantee or subcontractor of UM for the Project.
[PARTNER] shall have the right to publish results related to their sub-portion of the Project deliverables, following consultation with UM.
The UM shall have the first right to publish and/or disclose publicly, the Deliverables and information and/or data and results arising from the overall Project. However
Contributors to research publications will be acknowledged according to the ICMJE Recommendations (http://www.icmje.org/recommendations/browse/roles-and-responsibilities/defining-the-role-of-authors-and-contributors.html).
Each party shall acknowledge the support of SSHRC and the other party in all written and oral presentations of research results, including scientific articles, news releases, news conferences, public lectures and media interviews.
Any amendments to the terms in this letter must be mutually agreed to by both parties in writing.
Any notice, report or other communication which any party may desire to give to the other may be hand delivered or sent prepaid by courier or registered mail, or by facsimile transmission or by email to the respective addresses as set out below, or to such other address as one party hereto might subsequently advise the other:
If to the UM:
For Legal matters:
The University of Manitoba
Office of Research Services
Attention: Director of Research Contracts
540 Machray Hall
Winnipeg, MB R3T 2N2
Phone: (204) 474-9373
Email: Kerrie.hayes@umanitoba.ca
For Scientific Matters:
Derek Johnson
Associate Professor, Anthropology
433 Fletcher Argue Building
Chancellors Circle
Winnipeg, Manitoba, R3T 2N2
Phone: (204) 474-8999
Email: Derek.Johnson@umanitoba.ca
For Financial Matters:
Research & Special Fund Accounting
Attention: Assistant Manager
404 Administration Building
66 Chancellors Circle
Winnipeg, MB, R3T 2N2
Phone: (204) 474-9421
Email: Casey.Gooch@umanitoba.ca
If to [PARTNER]: For Scientific Matters:
[NAME AND ADDRESS]
For Administrative Matters:
[NAME AND ADDRESS]
This Agreement may be executed in any number of counterparts and by different parties in separate counterparts, each of which when so executed shall be deemed to be an original and all of which taken together shall constitute one and the same agreement. Delivery by facsimile or by electronic transmission in portable document format (PDF) of an executed counterpart of this Agreement is as effective as delivery of an originally executed counterpart of this Agreement.
Schedules "A" and "B" attached hereto form part of this Agreement.
If you are in agreement with these terms and conditions, please sign below and return a copy to:
Kerrie Hayes, Director of Research Contracts
Office of Research Services
540 Machray Hall 186 Dysart Rd.
The University of Manitoba
Winnipeg, Manitoba R3T 2N2
Telephone: 1-204-474-9373
Email: kerrie.hayes@umanitoba.ca
A Bank transfer will be made once the signed copy has been received. Please contact Kerrie Hayes if you have any questions.
| ___________________________ | _________________________ |
|---|---|
| Kerrie Hayes Director, Research Contracts |
[NAME] |
Read and Understood:
| ___________________________ | _________________________ |
|---|---|
| Dr. Derek Johnson | [NAME] |
Schedule A
Notice of Award
Please see separate document attached
Schedule B
BUDGET - DELIVERABLES - SCOPE OF WORK
Note that in accordance with the Tri-Agency Agreement on the Administration of Agency Grants and Awards by Research Institutions, the receiving institution may not disburse any funds on behalf of the grantee until all specified certificates, such as biohazards, animal care, human ethics, etc., have been met.
