Ref. Ares(2020)4440071 - 26/08/2020
SENSITIVE* RELEASABLE TO: Need to know basis
ADVANCE PURCHASE AGREEMENT (“APA”) FOR THE PRODUCTION, PURCHASE AND SUPPLY OF A COVID-19 VACCINE IN THE EUROPEAN UNION This Advance Purchase Agreement (this “Agreement”) for the production, purchase and supply of the ChAdOx1 nCov-19 vaccine (“Vaccine”) in the European Union (the “EU”) is entered into as of 27 August 2020 (the “Effective Date”), by the following parties: - the European Commission having a business address of rue de la Loi 200, 1049 Brussels (Belgium) (the “Commission” or “Contracting Authority”) acting on behalf and in the name of the member states of the European Union (each a “Member State”). and AstraZeneca AB, a party incorporated in Sweden having a business address of KVARNBERGAG 16, 151 85 SÖDERTÄLJE (“AstraZeneca”, the “contractor”). -
The Commission, the Participating Member States and AstraZeneca may each be referred to herein individually as a “Party” and collectively as the “Parties.” WHEREAS, by Decision C(2020) 4192 final of 18 June 2020, the Commission approved the agreement with Member States on procuring Covid-19 vaccines on behalf of the Member States (“the Decision”). This agreement is based on Article 4, paragraph 5, point (b) of Regulation (EU) 2016/369 of 15 March 2016 on the provision of emergency support within the Union1 (“the ESI Regulation”) which provides that the Commission may grant emergency support in the form of procurement on behalf of the Member States based on an agreement between the Commission and Member States. In order to implement such action, the Commission has offered to run a single central procurement procedure on behalf of Member States, with a view to signing EU-level advanced purchase agreements with various vaccine manufacturers. WHEREAS, according to Article 4 of the agreement between the Commission and the Member States, as annexed to the Decision, where the Commission intends to conclude an APA containing an obligation to acquire Vaccine Doses, it shall inform the Member States of such intention and the detailed terms. In case a Member State does not agree with the conclusion of an APA containing an obligation to acquire Vaccine Doses or its terms, it has the right to opt out by explicit notification to the Commission within five working days after the Commission has communicated its intention to conclude the APA. All Member States not having opted out within the period of five (5) working days are deemed to have authorised the Commission to negotiate and conclude the APA with the vaccine manufacturer in their name and on their behalf and become thus by operation of law Participating Member States. WHEREAS, the present APA contains obligations to acquire Vaccine Doses.
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OJ L 70, 16.3.2016, p.1, as amended by Council Regulation (EU) 2020/521 of 14 April 2020 activating the emergency support under Regulation (EU) 2016/369, and amending its provisions taking into account the COVID‐ 19 outbreak, OJ L 117, 15.4.2020, p. 3.
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