Terms & Conditions

1. Definitions and Interpretation

1.1 In these Conditions, the words and expressions set out in Definitions (below) shall have the meanings ascribed to them in that Schedule.

1.2 In these Conditions unless the context otherwise requires, words denoting the singular shall include the plural and vice versa and words denoting any gender shall include all genders.

1.3 The headings in these Conditions are for convenience only and shall not be read as forming part of the Conditions or taken into account in their interpretation.

1.4 Except as otherwise provided in these Conditions, any reference to a clause, paragraph, subparagraph or schedule shall be a reference to a clause, paragraph, subparagraph or schedule of these Conditions. The schedules are intended to be contractual in nature. They form part of the Agreement and should be construed accordingly.

1.5 This Agreement shall not be varied except by an instrument in writing signed by both parties.

2. Purposes of the Grant

2.1 The Grant is made to enable the Grantee to carry out activities related to the Ecosystem Fund.

2.2 The Grant shall only be used for the purposes of the Project and for no other purpose whatsoever.

2.3 No part of the Grant shall be used to fund any activity or material which is party political in intention, use, or presentation or appears to be designed to affect support for a political party.

2.4 The main objectives/expected outcomes of the Grant are:

2.4.1 To deliver activities as set out in the offer of grant letter in support of recommendations outlined in the Ecosystem Fund, in connection with the Scottish Technology Ecosystem Review (STER), with the overall objective to support organisations and activities that create the best possible environment for Scottish start-ups to succeed.
2.4.2 To provide greater access to a variety of experiences and broader opportunities to a diverse audience.
2.4.3 To expand the community dimension of the ecosystem, providing companies with an improved ability to develop strong networks with peers, potential customers and investors.
2.4.4 To improve the learning environment for Scottish start-ups e.g. through peer learning and exposure to first rate expertise.

• Venue and catering costs for in-person events
• Event printing collateral; signs, badges
• Digital collateral to promote or support events/initiatives e.g., licensing/hosting, website updates, content, marketing, PR, media buying
• Event management fees
• Event delivery fees e.g., staging, AV, signage
• Speaker / Special Guest Fees
• Content production e.g., videos, toolkits, guides and other information or learning materials
• New staff costs (contractors, freelancers, fixed term hires) directly attributed to the project delivery and for the duration of the project only (NB: existing staff costs are not eligible) • Community group compensation; honorariums/fees for local community groups/charities/CICs/volunteers contributing to projects
• Supporting or providing childcare services to make events more accessible to parents/carers
• Providing accessibility accommodations e.g., adaptations to marketing, operational delivery of events, sign language interpreters, wheelchair ramps, assisted listening devices at events or venues/locations
• Converting existing materials e.g., content/website/resources to be more inclusive and accessible
• Documentation: Videography, photography and transcription services to document and share event content
• Transport e.g., costs for participant, speaker/guest mileage, bus, rail and flights where necessary. The lowest carbon option should be chosen wherever possible. Note: costs towards any flights must be economy for flights within the UK and EU. Contributions must be economy, premium economy or business class for flights out with the EU. First class flights or rail travel is not eligible
• Accommodation – speaker/guest/participant accommodation can be contributed to or covered where necessary and proportionate to the event and outputs of the project
• Consultancy costs where directly delivering activity for and with early-stage entrepreneurs
• Staff Training – is eligible where it has a direct relevance to the specific entrepreneurship project e.g., net zero, fair work, disability awareness
• Business advice/mentoring fees where directly delivering activity for and with early-stage entrepreneurs
• VAT – where organisations are not VAT registered, this is eligible and can be included in your costs against this project
• Other costs associated with the delivery of the project as described in the application that are fair, appropriate and proportionate to the proposed outputs.

2.7 Ineligible Spend

Including and not restricted to the following:

• Existing initiatives - Proposals should preferably be for new activities or existing activities that are being significantly developed/scaled up to reach broader groups and widen participation/accessibility. This Fund is not for ongoing programmes, or core costs
• Existing staff costs that constitute your business-as-usual obligations should not be included. However, where a case is made for redeployment of staff(s) on a full or part-time basis to deliver the specific project, this will be considered on a case-by-case basis
• Business as usual, operational costs – anything that the organisation would have to pay for anyway, regardless of this project, business travel/meeting costs, general staff training/CPD
• Capital costs; purchase of facilities, equipment, hardware
• Professional Service Fees – accounting, legal, insurance fees incurred in the course of business as usual or project delivery
• VAT – where organisations are VAT registered, VAT is not eligible and cannot be included in your costs against this project
• First class travel by rail/air is ineligible
• Superfluous accommodation costs are not eligible e.g., over-staying, or where the accommodation was unnecessary for the delivery of the outputs of the project.
• Any other costs incurred without previous consent

3. Payment of Grant

3.1 The Grant shall be paid to the Grantee in accordance with the terms of the offer of grant letter.

3.2 Payment of the grant will only be made upon submission of proof of eligible expenditure.

3.3 In the event that the amount of the Grant paid to the Grantee at any point in time is found to exceed the amount of the expenses reasonably and properly incurred by the Grantee in connection with the project, the Grantee shall repay the amount of such excess within 14 days of receiving a written demand for it from Inspirent Ltd.

3.4 The Grantee shall have no claim against Inspirent Ltd in respect of, any instalment of the Grant which has not been claimed by the Grantee by 31 March of the applicable financial year as set out in offer of grant letter, unless otherwise agreed in writing by Inspirent Ltd.

4. Inspection and Information

4.1 The Grantee shall keep Inspirent Ltd fully informed of the progress of the Project in the form of:

• Regular progress updates during 'check-ins' with your Inspirent contact
• Reports on agreed milestones
• Original or electronic paid receipts or invoices for each item being claimed and proof of payment
• A final project report
• Completion of a survey at the end of the project
• Participation in a follow-up survey 12-18 months later

4.2 Revisions to targets/milestones against which progress in achieving objectives/outcomes are monitored shall be subject to the written agreement of Inspirent Ltd.

4.3 The Grantee shall, on completion of the Project, submit a report to Inspirent Ltd summarising the outcomes and performance of the Project. Such a report shall include such statistical and other information relating to the impact of the Project as may be required.

4.4 The Grantee shall also provide any other information that Inspirent Ltd may reasonably require to satisfy themselves that the Project is consistent with the Agreement. The Grantee shall provide Inspirent Ltd with prompt access to any information they reasonably require ensuring compliance with these Conditions.

4.5 The Grantee shall keep and maintain for a period of six years after the expenditure occurs, adequate and proper records and books of account recording all receipts and expenditure of monies paid to it by Inspirent Ltd by way of the Grant. The Grantee shall provide such reasonable assistance and explanation as the person carrying out the inspection may from time to time require.

4.6 In the event of the Grantee becoming aware of or suspecting any irregular or fraudulent activity that may have any impact on the Project or on the use of the Grant, or any part of it, the Grantee shall immediately notify Inspirent Ltd of such activity and provide such other information as Inspirent Ltd may reasonably require in relation to the impact on the Project and the use of the Grant.

4.7 The grantee shall immediately inform the Inspirent Ltd of any change in its constitution for example, but not limited to, a change in status from one type of body corporate to another.

5. Confidentiality and Data Protection

6. Publicity

The Grantee shall where reasonably practicable acknowledge in all publicity material relating to the Project the contribution of the Ecosystem Fund.

7. Default and Recovery etc. of Grant

Inspirent Ltd may re-assess, vary, make a deduction from, withhold, or require immediate repayment of the Grant or any part of it in the event that:

7.1 The Grantee commits a Default;

7.1.2 Inspirent Ltd consider that any change or departure from the purposes for which the Grant was awarded warrants an alteration in the amount of the Grant;
7.1.3 The Grantee fails to carry out the Project;
7.1.4 In Inspirent Ltd opinion, the progress on the Project is not satisfactory; or
7.1.5 In Inspirent Ltd opinion, the future of the Project is in jeopardy; or
7.1.6 in Inspirent Ltd opinion, the Grant is likely to bring the reputation of the Scottish Ministers into disrepute.

7.3.1 The Grantee passes a resolution that it be wound up, or a court makes an order that the Grantee be wound up, in either case otherwise than for the purposes of reconstruction or amalgamation, or circumstances arise which would enable a court to make such an order or the Grantee is unable to pay its debts within the meaning of section 123 of the Insolvency Act 1986;
7.3.2 Where the Grantee is an individual, if a petition is presented for the Grantee’s bankruptcy or the sequestration of his estate or a criminal bankruptcy order is made against the Grantee; or the Grantee makes any composition or arrangement with or for the benefit of creditors, or makes any conveyance or assignation for the benefit of creditors, or if an administrator or trustee is appointed to manage his affairs; or
7.3.3 A receiver, manager, administrator or administrative receiver is appointed to the Grantee, or over all or any part of the Grantee’s property, or circumstances arise which would entitle a court or a creditor to appoint such a receiver, manager, administrator or administrative receiver.

8. Assignation

The Grantee shall not be entitled to assign, sub-contract or otherwise transfer its rights or obligations under the Agreement without the prior written consent of Inspirent Ltd.

9. Termination

The Agreement may be terminated by Inspirent Ltd giving not less than 3 months’ notice in writing from the date of the notice being sent.

10. Corrupt Gifts and Payments of Commission

The Grantee shall ensure that its employees shall not breach the terms of the Bribery Act 2010 in relation to this or any other grant. The Grantee shall ensure that adequate controls are in place to prevent bribery.

11. Continuation of Conditions

These Conditions, except for Condition 6, shall continue to apply for a period of 5 years after the end of the financial year in which the final instalment of the Grant was paid.

12. Compliance with the Law

The Grantee shall ensure that in relation to the Project, they and anyone acting on their behalf shall comply with the relevant law, for the time being in force in Scotland.

13. Governing Law

This contract is governed by the Law of Scotland and the parties hereby prorogate to the exclusive jurisdiction of the Scottish Courts

DEFINITIONS

“Agreement” means the agreement constituted Inspirent Ltd’s invitation to apply for a grant, the Grantee’s Application, these Conditions and the Grantee’s acceptance of these Conditions;

“Conditions” means these grant conditions;

“Data Protection Laws” means any law, statute, subordinate legislation, regulation, order, mandatory guidance or code of practice, judgment of a relevant court of law, or directives or requirements of any regulatory body which relates to the protection of individuals with regard to the processing of Personal Data to which a Party is subject including the Data Protection Act 2018 and any statutory modification or re-enactment thereof and the UK GDPR. “Default” means:

a) Any breach of the obligations of either party under this Agreement (including, but not limited to, any breach of any undertaking or warranty given under or in terms of this Agreement);
b) Any failure to perform or the negligent performance of any obligation under this Agreement;
c) Any breach of any legislation; or
d) Any negligence or negligent or fraudulent miss-statement or misappropriation of Grant, or any other default,