Project Cumulus Consortium Agreement August 2010 _1_ Roehampton by nyut545e2

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									                       (1) Roehampton University


                      (2) Christ Church Canterbury


                       (3) De Montfort University


                         (4) University of Lincoln


                      (5) University of Nottingham


                  (6) UNIT4 Business Software Limited




                  MODEL CONSORTIUM AGREEMENT A




Project Cumulus Consortium Agreement August 2010
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      THIS AGREEMENT is made BETWEEN:

(1)   Roehampton University, whose administrative offices are at Grove House;
      Roehampton Lane; London SW15 5PJ

(2)   Canterbury Christ Church University, whose administrative offices are at
      North Holmes Road; Canterbury, Kent, CT1 1QU;

(3)   De Montfort University, whose administrative offices are at The Gateway;
      Leicester, LE1 9BH;

(4)   University of Lincoln, whose administrative offices are at Brayford Pool;
      Lincoln, LN6 7TS;

(5)   University of Nottingham, whose administrative offices are at University Park;
      Nottingham, NG7 2RD;

(6)   UNIT4 Business Software LIMITED, a company registered in the UK under
      number 1737985, whose registered office is at St Georges Hall, Easton in
      Gordano, Bristol, BS20 0PX.



      BACKGROUND

      The parties to this Agreement wish to collaborate on a research project entitled
      "Project Comelius". This Agreement governs the parties’ collaboration in relation
      to that project.

      1.     DEFINITIONS AND INTERPRETATION

      1.1    In this Agreement the following expressions have the meaning set
             opposite:

      an Academic Party:             Roehampton University or Canterbury Christ
                                     Church University or De Montfort University or
                                     University of Lincoln or University of Nottingham;

      Academic Publication:          the publication of an abstract, article or paper in
                                     a journal or electronic repository, its presentation
                                     at a conference or seminar, or its discussion in
                                     academic seminars, tutorials and lectures; and in
                                     clauses 6 and 7 "to Publish" and "Publication" are
                                     to be construed as references to Academic
                                     Publication;

      this Agreement:                this document, including its Schedules, as
                                     amended from time to time in accordance with
                                     clause 11.9;

      Background:                    any information, techniques, Know-how, software
                                     and materials (regardless of the form or medium
                                     in which they are disclosed or stored) that are
                                     provided by one party to another for use in the
                                     Project (whether before or after the date of this
                                     Agreement), except any Result;




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The Bid Document            refers to the Project Cumulus Proposal Document
                            submitted to JISC Funding Grant 05/10 by
                            Roehampton University under JISC Flexible
                            Services    Delivery   Programme    –   Strategic
                            Technologies Group. Document is in Annex 1

a Business Day:             Monday to Friday (inclusive) except bank or
                            public holidays in England;

a Commercial Party:         UNIT4 Business Software Ltd

Confidential Information:   each party's confidential information is: any
                            Background disclosed by that party to any of the
                            other parties for use in the Project (and identified
                            as confidential before or at the time of disclosure)
                            and, for the Project Period only, any of the
                            Results in which that party owns the Intellectual
                            Property;

a Contribution:             the non-financial contribution (including, without
                            limitation, the provision of human resources,
                            materials, facilities and equipment) to be made
                            by a party to the Project, as set out in the Project
                            Plan;

the Effective Date:         1st August 2010

The External Funding:       any funding or assistance provided for the Project
                            or to any party for use in the Project by any third
                            party, including without limitation, any state or
                            public body;

a Financial Contribution:   the financial contribution to be made by a party
                            to the Project (in addition to the External Funding
                            received from JISC) (if any);

the Funding Body:           JISC;

the Funding Conditions:     the terms on which the Funding Body provides
                            any External Funding, copies of which are
                            attached to this Agreement as Schedule 3;

good Data Management
Practices:                  the practices and procedures set out in Schedule
                            5;

a Group Company:            any undertaking which is, on or after the date of
                            this Agreement from time to time, a subsidiary
                            undertaking of any of the parties, a parent
                            undertaking of any of the parties or a subsidiary
                            undertaking of a parent undertaking of any of the
                            parties, as those terms are defined in section
                            1162 of the Companies Act 2006;

Intellectual Property:      patents, trade marks, service marks, registered
                            designs, copyrights, database rights, design
                            rights,  know-how,    confidential information,



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                            applications for any of the above, and any
                            similar right recognised from time to time in any
                            jurisdiction, together with all rights of action in
                            relation to the infringement of any of the above;

Know-how:                   unpatented technical information (including,
                            without limitation, 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;

the Lead Party:             Roehampton University;

the Location:               the location(s) at which the Project will be carried
                            out as set out in the Project Plan;

the Partner Institutions    Roehampton      University;  Canterbury     Christ
                            Church University; De Montfort University;
                            University of Lincoln; University of Nottingham;
                            UNIT4 Business Software Ltd;

the Payment Plan:           the arrangements under which Roehampton
                            University will allocate and pay External Funding
                            to the other Partner Institutions, as set out in
                            Schedule 6;

the Project:                the project described in the Project Plan;

the Project Manager:        Joint Project Management: John King of
                            Roehampton University and Caroline Drew of
                            UNIT4 Business Software Ltd

the Project Period:         the period described in clause 2.1;

the Project Plan:           the project plan annexed to this Agreement as
                            Schedule 2, as varied from time to time under
                            the terms of this Agreement and any Funding
                            Conditions;

the Results:                all information, Know-how, results, inventions,
                            software and other Intellectual Property identified
                            or first reduced to practice or writing in the
                            course of the Project;

the Specified Background:   that part of a party’s Background that it is willing
                            to license to the other parties under clause 5.2
                            and that it identifies as such to the other parties;
                            and

the Steering Committee:     the individuals nominated by each of the parties
                            in accordance with clause 3.1 to supervise the
                            carrying out of the Project.




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1.2   Words and phrases defined in the Funding Conditions and not defined in this
      Agreement have the meaning given to them in the Funding Conditions when used
      in this Agreement.

1.3   If there is any conflict between the terms of this Agreement and the Funding
      Conditions, this Agreement will prevail in relation to the arrangements as
      between the parties, but it will not affect the parties' respective obligations to the
      Funding Body under the Funding Conditions.

2.    THE PROJECT

2.1   The Project will begin on 1st August 2010 the Effective Date and will continue until
      the Project is signed off as complete by the lead representative from each of the
      Partner Institutions. If this Agreement is entered into after the Effective Date, it
      will apply retrospectively to work done in relation to the Project on or after the
      Effective Date. This Agreement will remain in full force and effect for the duration
      of the Project, but a party may withdraw or may be deemed to have withdrawn
      from the Project in accordance with clause 9 or 10.

2.2   Each of the parties undertakes to each of the others to:

      2.2.1 make its Contribution to the Project in accordance with the Project Plan;

      2.2.2 comply with its obligations under, and the conditions of, the Funding
            Conditions;

      2.2.3 carry out the Project in accordance with the Funding Conditions; and

      2.2.4 notify each of the other parties in accordance with clause 11.1
            immediately if it receives any notice or request from the Funding Body;

      2.2.5 carry out the tasks allotted to it in the Project Plan and provide the human
            resources, materials, facilities and equipment that are designated as its
            responsibility in the Project Plan;

      2.2.6 use all reasonable endeavours to obtain all regulatory and ethical licences,
            consents and approvals necessary to allow it to make its Contribution to
            the Project and carry out the tasks allotted to it in the Project Plan; and

      2.2.7 ensure that its employees and students (if any) involved in the Project:
            observe the conditions attaching to any regulatory and ethical licences,
            consents and approvals; keep complete and accurate records of all
            research, development and other work carried out in connection with the
            Project and of all Results and observations, signed by the people who
            obtained each Result or made those observations, and countersigned by
            an employee of that party who is not a member of the research team but
            who understands the work; and comply with the Good Data Management
            Practices.
2.3   Although each of the parties will use reasonable endeavours to carry out the
      Project in accordance with the Project Plan, no party undertakes that any
      research will lead to any particular result, nor does it guarantee a successful
      outcome to the Project.

2.4   Each of the parties warrants to each other party that it has full power and
      authority under its constitution, and has taken all necessary actions and obtained
      all necessary authorisations, licences, consents and approvals, to allow it to enter
      into this Agreement.


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3.    PROJECT MANAGEMENT


3.1   There will be a Project Board (now referred to as a Steering Committee) made up
      of one representative nominated by each of the parties. Joint Project Manager
      (John King) will be the Lead Party’s representative on the Steering Committee.
      The terms of reference of the Steering Committee are set out in Schedule 4 to
      this Agreement, and the Steering Committee has no authority to amend the
      terms of this Agreement except as may be expressly set out in those terms of
      reference.

3.2   Any member of the Steering Committee may participate in meetings of the
      Steering Committee by tele-conference, video-conference or any other technology
      that enables everyone participating in the meeting to communicate interactively and
      simultaneously with each other. The quorum for a meeting of the Steering
      Committee will be 4 (four) voting members.

3.3   John King (if present at a meeting) or, in his absence, any other individual the
      members of the Steering Committee may from time to time agree, will chair
      meetings of the Steering Committee.

3.4   The parties will ensure that the Steering Committee meets 9 times over the
      lifetime of the Project, Meetings of the Steering Committee will be convened with
      at least twenty-one (21) days written notice in advance. That notice must include
      an agenda. Minutes of the meetings of the Steering Committee will be prepared
      by the chair of the meeting and sent to each of the parties within 14 days after
      each meeting.

3.5   Each party will provide the Project Managers with reports (as required)
      summarising the progress of the Project and the Results, and the Lead Party will
      ensure that the Project Managers keeps all the parties informed about the
      progress of the Project and the Results.   A copy of each party's report will be
      circulated to each member of the Steering Committee with the written notice for
      the relevant meeting

3.6   Each party will, through its representative or his alternate, have one vote in the
      Steering Committee. Decisions will be taken by a simple majority except where a
      decision necessitates a change to the Project Plan or a change to the allocation of
      any funding. In either of those cases, any decision must be unanimous. The
      chairman will have a casting vote.

3.7   In addition to their duties under the Funding Conditions, the Project Managers
      (John King and Caroline Drew will:

      3.7.1   be the primary conduit for exchanges of information with the Funding
              Body;

      3.7.2   be responsible to the Steering Committee for the day-to-day management
              of the Project;

      3.7.3   be responsible for the financial administration of the Project as required by
              the Funding Conditions;

      3.7.4   be responsible    for   implementing   decisions   taken   by   the   Steering
              Committee;




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       3.7.5   prepare progress reports as required by the Funding Body; and

       3.7.6   monitor the progress of the Project.

4.     FINANCIAL CONTRIBUTION AND EXTERNAL FUNDING PAYMENT PLAN

4.1    The allocation of the External Funding will be as set out as in Schedule 6.
       Payments are made from JISC to Roehampton University. Therefore Roehampton
       University will distribute the External Funding between the Partner Institutions.

4.2    Unless any VAT exemption applies or is otherwise stated in Schedule 6, all
       amounts are exclusive of VAT (or any similar tax) which will be payable at the
       rate from time to time prescribed by law.

4.3    Where claimable costs and expenses (that is, approved by the Project Managers
       or Project Board) are incurred, these will be absorbed by each partner from their
       funding allocation. The Project Managers will be required to make financial
       reports to the Project Board from time to time.

4.4    Except as set out in the original Bid Document, each party will own all equipment
       purchased or constructed by it, or for it, using any Financial Contribution or any
       External Funding.

4.5    The financial arrangements for the Project will be overseen by the Steering
       Committee and comply with any Funding Conditions.

4.6    Claims for any External Funding will be made through the Project Managers.

4.7    The Lead Party will, within thirty (30) days of invoice after receipt of any of the
       External Funding, pay that External Funding (or the appropriate part of it) to the
       party to which that External Funding is due.

4.8    Each party will refund to the Lead Party on demand: any overpayment of any
       External Funding; and any monies received by that party that the Funding Body
       requires to be repaid in accordance with the Funding Conditions. Each party will
       pay to the Funding Body any payments that are to be made by that party in order
       to comply with the Funding Conditions. Each of the other parties will indemnify
       the Lead Party and keep it indemnified against all and any refund, repayment or
       payment that the Lead Party is required to make under the Funding Conditions to
       the Funding Body on behalf of that other party.

4.9    The Lead Party will ensure that the Project Managers prepare and submit an
       account of all income and expenditure in connection with the Project to the
       Steering Committee.

4.10   The Lead Party will ensure that the Project Managers allow an independent
       chartered accountant appointed by any party, at that party's expense, to examine
       the accounts and records of the Project Managers relating to the Project provided:

       4.10.1 at least 14 days written notice is given in advance to the Project
              Managers;

       4.10.2 the inspection or examination takes place during the Project Managers’
              normal working hours; and




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      4.10.3 the inspecting party and the accountant will keep confidential any
             information that it may acquire in the exercise of its rights under this
             clause.

5.    USE AND EXPLOITATION OF INTELLECTUAL PROPERTY

5.1   This Agreement does not affect the ownership of any Intellectual Property in any
      Background or in any other technology, design, work, invention, software, data,
      technique, know-how, or materials that are not Results. The Intellectual Property
      in them will remain the property of the party that contributes them to the Project
      (or its licensors). No licence to use any Intellectual Property is granted or implied
      by this Agreement except the rights explicitly granted in this Agreement.

5.2   Each party grants each of the other parties a royalty-free, non-exclusive licence
      to use its Background for the purpose of carrying out the Project, but for no other
      purpose. None of the parties may grant any sub-licence to use any other party's
      Background except that any party may allow its Group Companies, and any
      person working for it or any Group Company, or on its behalf or that of any Group
      Company, to use any party’s Background for the purpose of carrying out the
      Project, but for no other purpose.

5.3   The party that creates or generates any Result will own the Intellectual Property
      in that Result, and may take such steps as it may decide from time to time, at its
      expense and sole discretion, to register and maintain any protection for that
      Intellectual Property, including filing and prosecuting patent applications for any
      Result, and taking any action in respect of any alleged or actual infringement of
      that Intellectual Property SAVE IN RELATION to any Intellectual Property in
      Results which relate to the UNIT4 software or service provision or UNIT4
      originated documentation which will be transferred to and be vested in UNIT4 at
      all times. Where any third party such as a student or contractor is involved in the
      Project, the party engaging that contractor will ensure that the student and the
      contractor assign to it any Intellectual Property they may have in the Results in
      order to be able to give effect to the provisions of this clause 5.

5.4   Where any Result is created or generated by two or more parties jointly (SAVE IN
      RELATION to any Intellectual Property in Results which relate to the UNIT4
      software or service provision or UNIT4 originated documentation which will be
      transferred to and be vested in UNIT4 at all times) and it is impossible to
      distinguish each party's intellectual contribution to the creation of the Intellectual
      Property in that Result, the Intellectual Property in that Result will be owned by
      those parties in equal shares. The owners may take such steps as they may
      decide from time to time, at their joint and equal expense, to register and
      maintain any protection for that Intellectual Property, including filing and
      prosecuting patent applications for any Result, and taking any action in respect of
      any alleged or actual infringement of that Intellectual Property. If one or more of
      the owners does not wish to take any such step or action, the other owner(s)
      may do so at their expense, and the party not wishing to take such steps or
      action will provide, at the expense of the party making the request, any
      assistance that is reasonably requested of it.

5.5   Each of the parties will notify the Project Managers promptly after identifying any
      Result that it believes to be patentable, and will supply the Project Managers with
      copies of that Result. Each of the parties will notify other Results to the Project
      Managers in the regular reports provided under clause 3.5.

5.6   SAVE IN RELATION to any Intellectual Property in Results which relate to the
      UNIT4 software or service provision or UNIT4 originated documentation which will



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       be transferred to and be vested in UNIT4 at all times) any joint owner of any of
       the Intellectual Property in any Result may deal with and exploit that Intellectual
       Property as though it were the sole owner, without being required to account to
       any other joint owner for any share in the revenues generated by that dealing or
       exploitation, provided that no joint owner may grant any third party any rights
       that detract from any other joint owner’s right to deal with any jointly owned
       Intellectual Property as it sees fit.

5.7    Each party grants each of the other parties a royalty free, non-exclusive licence
       to use the Results for the purpose of carrying out the Project. Any party may
       allow its Group Companies, and any person working for it or any Group Company,
       or on its behalf or that of any Group Company, to use any of the Results for the
       purpose of carrying out the Project.

5.8    In addition to the rights granted in clause 5.7 above, each party grants each of
       the other parties a non-exclusive, indefinite, fully paid-up, royalty free licence
       (with the right to sub-license) to use the Intellectual Property in any of the
       Results (other than any Results which relate to the UNIT4 software or service
       provision or UNIT4 originated documentation) for any other purpose.

5.9    Each Academic Party and each of its employees and students will have the
       irrevocable, royalty-free right to use the Results for the purposes of academic
       teaching and academic research, including research projects sponsored by any
       third party. The rights in this clause are subject to the rules on Academic
       Publication in clause 6.

5.10   Each party shall from time to time do all such acts and execute all such
       documents at their own cost as may be reasonably necessary in order to give
       effect to the provisions of this Agreement. Each party undertakes to do or
       execute and if necessary assign free of charge and stamp any documents as may
       be required in order to properly vest the copyright and all other intellectual
       property rights in the Results in the correct party(ies) and shall give each other
       any assistance another party may require in connection with any question,
       dispute or threatened dispute directly or indirectly relating to their rights to the
       intellectual property rights in the Results. Solely to the extent that Intellectual
       Property in Results which relate to the UNIT4 software or service provision or
       UNIT4 originated documentation are concerned, all Academic Parties hereby
       authorise UNIT 4 on its behalf to sign any documentation necessary to effect any
       of the above in their name and on their behalf and hereby irrevocably appoints
       UNIT4 to be their attorney to sign or execute any such document for the purpose
       of giving to UNIT4 the full benefit of the provisions of this clause and in favour of
       any third party a certificate in writing signed by any director of UNIT4 that any
       document or act falls within the authority conferred by this clause shall be
       conclusive evidence that that is the case.


6.     ACADEMIC PUBLICATION

6.1    Any employee or student of any Academic Party (whether or not involved in the
       Project) may, provided that Academic Party has not received a Confidentiality
       Notice under clause 6.2, Publish any Background (unless it is the Confidential
       Information of another party) or any of the Results.

6.2    Each of the Academic Parties will submit to any other party that owns the
       Intellectual Property in any of the Results or that has contributed any Background
       to the Project, in writing, details of any of those Results and of that Background
       that any employee or student of that Academic Party intends to Publish, at least



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      30 days before the date of the proposed submission for Publication. Any other
      party may, by giving written notice to the party that has submitted those details
      ("a Confidentiality Notice"): require that party to delay the proposed Publication
      for a maximum of 6 month after receipt of the Confidentiality Notice if, in its
      reasonable opinion, that delay is necessary in order to seek patent or similar
      protection for any of its Background or any the Results that are to be Published;
      or prevent the Publication of any of its Background that is Confidential
      Information. The Confidentiality Notice must be given within 30 days after
      receipt of details of the proposed Publication. If a Confidentiality Notice is not
      received within that period, the proposed Publication may proceed, provided that,
      whether or not a Confidentiality Notice has been given, any other party’s
      Background that is Confidential Information may not be published.

7.    CONFIDENTIALITY

7.1   Without prejudice to any obligations of confidentiality in the Funding Conditions,
      and subject to clause 6, none of the parties will , during the Project Period, and
      for 3 years after the end of the Project Period, disclose to any third party nor use
      for any purpose, except carrying out the Project or as otherwise permitted by this
      Agreement, any other party's other Confidential Information.

7.2   None of the parties will be in breach of any obligation to keep any Background or
      other information confidential or not to disclose it to any third party to the extent
      that it:


      7.2.1 is known to the party making the disclosure before its receipt in
            connection with the Project, and not already subject to any obligation of
            confidentiality to another party;
      7.2.2 is or becomes publicly known without any breach of this Agreement or any
            other undertaking to keep it confidential;
      7.2.3 has been obtained by the party making the disclosure from a third party in
            circumstances where the party making the disclosure has no reason to
            believe that there has been a breach of an obligation of confidentiality;

      7.2.4 has been independently developed by the party making the disclosure; or

      7.2.5 is disclosed pursuant to the requirement of any law or regulation
            (provided, in the case of a disclosure under the Freedom of Information
            Act 2000, none of the exceptions to that Act applies to the information
            disclosed) or the order of any Court of competent jurisdiction, and the
            party required to make that disclosure has informed the party whose
            information it is, within a reasonable time after being required to make the
            disclosure, of the requirement to make the disclosure and the information
            required to be disclosed; or
      7.2.6 is approved for release in writing by an authorised representative of the
            party whose information it is.

7.3   None of the parties will be in breach of any obligation to keep any Background
      that is not Confidential Information or other information, confidential or not to
      disclose them to any third party by:

      7.3.1 Publishing it if it has followed the procedure in clause 6.2 and has received
            no Confidentiality Notice within the period stated in that clause; or




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      7.3.2 disclosing it to the Funding Body in accordance with the Funding
            Conditions.

7.4   None of the parties will be in breach of any obligation to keep another party’s
      Background, or other information, confidential or not to disclose them to any third
      party, by making them available to any Group Company or any person working
      for or on its behalf or on behalf of a Group Company, who needs to know the
      same in order to exercise the rights granted in clause 5.2 or 5.8 provided they
      are not used except as expressly permitted by this Agreement and the recipient
      undertakes to keep that Background or that information confidential.

7.5   If any party that is subject to the Freedom of Information Act 2000 receives a
      request under that Act to disclose any information that, under this Agreement, is
      the Confidential Information of another party, it will notify that other party and
      will consult with it promptly and before making any disclosure under that Act.
      That other party will respond to party that received the request within 14
      Business Days after receiving the notice, providing information to assist the party
      that received the request to determine whether or not an exemption to the
      Freedom of Information Act applies to the information requested under that Act.

7.6   None of the parties will use another party's name or the name of any of the Key
      Personnel provided by another party, or another party’s logo, in any press release
      or product advertising, or for any other promotional purpose, without first
      obtaining that other party's written consent ; except that each Academic Party
      may identify the sums received from any other party in that Academic Party’s
      Annual Report and similar publications.


8.    LIMITATION OF LIABILITY

8.1   None of the parties makes any representation or gives any warranty to any of the
      others that any advice or information given by it or any of its employees or
      students who work on the Project, or the content or use of any Results,
      Background or materials, works or information provided in connection with the
      Project, will not constitute or result in any infringement of third-party rights.

8.2   Except under the limited warranty in clause 8.1 and the indemnity in clause 8.3,
      and subject to clause 8.6, none of the parties accepts any liability or
      responsibility for any use which may be made by any other party of any Results,
      nor for any reliance which may be placed by that other party on any Results, nor
      for advice or information given in connection with any Results.

8.3   Each Party (the Indemnifying Party) will indemnify each of the other parties and
      their employees and students (the Indemnified Parties), and keep them fully and
      effectively indemnified, against each and every claim made against any of the
      Indemnified Parties as a result of that Indemnified Party’s use of any of the
      Results or any materials, works or information received from an Indemnifying
      Party pursuant to the terms of this Agreement, provided that the Indemnified
      Party must:

      8.3.1 promptly notify the Indemnifying Party of details of the claim;

      8.3.2 not make any admission in relation to the claim;

      8.3.3 allow the Indemnifying Party to have the conduct of the defence or
            settlement of the claim; and




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      8.3.4 give the Indemnifying Party all reasonable assistance (at the Indemnifying
            Party’s expense) in dealing with the claim.

      The indemnity in this clause will not apply to the extent that the claim arises as a
      result of the Indemnified Party's negligence, its deliberate breach of this
      Agreement, its breach of clause 7, or its knowing infringement any third party’s
      Intellectual Property.

8.4   Subject to clause 8.6, and except under the indemnity in clause 8.3, the liability
      of each party to all of the others for any breach of this Agreement, any
      negligence or arising in any other way out of the subject matter of this
      Agreement, the Project or the Results, will not extend to any indirect damages or
      losses, or to any loss of profits, loss of revenue, loss of data, loss of contracts or
      opportunity (whether direct or indirect), even if the party bringing the claim has
      advised the other of the possibility of those losses, or even if they were within the
      other party's contemplation.

8.5   Subject to clause 8.6, and except under the indemnity in clause 8.3, the
      aggregate liability of each party to all of the others for any or all breaches of this
      Agreement, any negligence, or arising in any other way out of the subject matter
      of this Agreement, the Project or the Results, will not exceed in total the portion
      of the External Funding allocated to that party.

8.6   Nothing in this Agreement limits or excludes any party's liability for:

      8.6.1 death or personal injury;

      8.6.2 any fraud or for any sort of liability that, by law, cannot be limited or
            excluded;

      8.6.3 any breach of the Funding Conditions; or

      8.6.4 any loss or damage caused by a deliberate breach of this Agreement or
            any breach of clause 7.

8.7   The express undertakings and warranties given by the parties in this Agreement
      are in lieu of all other warranties, conditions, terms, undertakings and obligations,
      whether express or implied by statute, common law, custom, trade usage, course
      of dealing or in any other way. All of these are excluded to the fullest extent
      permitted by law.

9.    FORCE MAJEURE

      If the performance by any party of any of its obligations under this Agreement
      (except a payment obligation) is delayed or prevented by circumstances beyond
      its reasonable control, that party will not be in breach of this Agreement because
      of that delay in performance. However, if the delay in performance is more than
      3 months, the other parties may, if they unanimously agree to do so, treat that
      party as having withdrawn from the Project and the provisions of clauses 10.4 -
      10.9 (inclusive) will apply.




      Project Cumulus Consortium Agreement August 2010
                                              - 13 -


10.    TERMINATION, WITHDRAWAL AND NEW PARTIES

10.1   If they unanimously agree to do so, the other parties may treat any party as
       having withdrawn from the Project with immediate effect by giving notice to that
       party if:

       10.1.1 that party is in breach of any provision of this Agreement (including an
              obligation to make payment) and (if it is capable of remedy) the breach
              has not been remedied within 30 days after receipt of written notice
              specifying the breach and requiring its remedy; or
       10.1.2 that party becomes insolvent, or if an order is made or a resolution is
              passed for its winding up (except voluntarily for the purpose of solvent
              amalgamation or reconstruction), or if an administrator, administrative
              receiver or receiver is appointed over the whole or any part of its assets,
              or if it makes any arrangement with its creditors
       and in either case that party will be deemed to have withdrawn from the Project.

10.2   Each of the parties will notify the Project Managers promptly if at any time any of
       the Key Personnel appointed by that party is unable or unwilling to continue to be
       involved in the Project. Within 3 months after the date of that notice, the party
       who originally appointed that member of the Key Personnel will nominate a
       successor. The other parties will not unreasonably refuse to accept the nominated
       successor, but if the successor is not acceptable to the other parties on
       reasonable grounds, the other parties may treat that party as having withdrawn
       from the Project by giving not less than 3 months' notice.

10.3   Any party may withdraw from the Project by giving to each of the other parties
       not less than 3 months' notice if any of the Key Personnel appointed by any party
       is unable or unwilling to be involved in the Project.

10.4   If a party withdraws or is treated as having withdrawn from the Project in
       accordance with clause 10.1, the other parties will use reasonable endeavours to
       reallocate the obligations of that party under this Agreement and under the
       Funding Conditions amongst themselves or to a third party acceptable to the
       remaining parties and the Funding Body, provided that that third party agrees to
       be bound by the terms of this Agreement and the Funding Conditions.

10.5   A party that withdraws or that is treated as having withdrawn from the Project in
       accordance with clause 10.1 may not recover from any of the other parties any of
       its costs incurred in connection with the Project to the extent that those costs
       were incurred after the date of its withdrawal.

10.6   Rights granted under clause 5.2 by a party that withdraws or that is treated as
       having withdrawn from the Project in accordance with clause 10.1 to any of the
       other parties in respect of the withdrawing Party’s Background will continue for
       the duration of the Project and will be extended to any new party to this
       Agreement.

10.7   Rights granted under clause 5.8, 5.9 or 5.10 by a party that withdraws or that is
       treated as having withdrawn from the Project in accordance with clause 10.1 to
       any of the other parties in respect of the withdrawing Party’s Results will continue
       and will be extended to any new party to this Agreement.

10.8   The rights and obligations of any joint owner of any Intellectual Property will
       continue under clauses 5.4 and 5.7, despite the fact that one or more joint




       Project Cumulus Consortium Agreement August 2010
                                              - 14 -


       owners have withdrawn or are treated as having withdrawn from the Project in
       accordance with clause 10.1.

10.9   Subject to clause 10.8, all rights to use any other party’s Intellectual Property
       granted under this Agreement to a party that withdraws or that is treated as
       having withdrawn from the Project in accordance with clause 10.1will cease
       immediately.

10.10 Clauses 1, 4.6, 4.7, 4.8, 5, 6, 7, 8, 9, 10.4, 10.5, 10.6, 10.7, 10.8, 10.9, 10.10
      and 11 will survive the completion or termination of the Project, the expiry of this
      Agreement, or the withdrawal of any party for any reason and will continue in
      force indefinitely or, in the case of clause 7, in accordance with clause 7.1.

10.11 No additional person may become a party to this Agreement without the written
      agreement of all of the then existing parties to this Agreement and the Funding
      Body.

11.    GENERAL

11.1   Notices: Any notice to be given under this Agreement must be in writing, may
       be delivered to the other party or parties by any of the methods set out in the left
       hand column below and will be deemed to be received on the corresponding day
       set out in the right hand column.


        Method of service                          Deemed day of receipt

        By hand or courier                         the day of delivery

        By pre-paid first class post               the second Business Day after
                                                   posting
        By recorded delivery post                  the next Business Day after posting

        By fax (provided the sender’s fax          the next Business Day after sending
        machine confirms complete and error-       or, if sent before 16.00 (sender’s local
        free transmission of that notice to the    time) on the Business Day it was sent
        correct fax number)


        The parties' respective representatives for the receipt of notices are, until
        changed by notice given in accordance with this clause, as follows:

        For Roehampton University :                For Canterbury Christ           Church
                                                   University:
        Name: Dr John King                         Name: Andrew Chenery

        Address: Roehampton Lane, London           Address:    North  Holmes         Road,
                                                   Canterbury CT1 1QU

        Email:                                     Email:
        j.king@roehampton.ac.uk                    andrew.chenery@canterbury.ac.uk

        For De Montfort University :               For University of Lincoln :
        Name: John Shelton                         Name: Mike Day

        Address: The Gateway, Leicester, LE1       Address: Brayford Pool, Lincoln, LN6



       Project Cumulus Consortium Agreement August 2010
                                               - 15 -


        9BH                                         7TS

        Email:                                      Email:
        jshelton@DMU.ac.uk                          mday@lincoln.ac.uk

        For University of Nottingham :              UNIT4 Business Software Ltd
        Name: Richard McKenna                       Name: Caroline Drew

        Address: University Park; Nottingham,       Address: Riverside House, Normandy
        NG7 2RD                                     Road, Swansea SA1 2JA

        Email:                                      Email:
        Richard.mckenna@nottingham.ac.uk            Caroline.Drew@unit4.com


11.2   Headings: The headings in this Agreement are for ease of reference only; they
       do not affect its construction or interpretation.

11.3   Assignment etc: None of the parties may assign or transfer this Agreement as
       a whole, or any of its rights or obligations under it, without first obtaining the
       written consent of all of the other parties. That consent may not be unreasonably
       withheld or delayed.

11.4   Illegal/unenforceable provisions: If the whole or any part of any provision of
       this Agreement is void or unenforceable in any jurisdiction, the other provisions of
       this Agreement, and the rest of the void or unenforceable provision, will continue
       in force in that jurisdiction, and the validity and enforceability of that provision in
       any other jurisdiction will not be affected.

11.5   Waiver of rights: If a party fails to enforce or delays in enforcing an obligation
       of any other party, or fails to exercise or delays in exercising a right under this
       Agreement, that failure or delay will not affect its right to enforce that obligation
       or constitute a waiver of that right. Any waiver by a party of any provision of this
       Agreement will not, unless expressly stated to the contrary, constitute a waiver of
       that provision on a future occasion.

11.6   No agency etc: Nothing in this Agreement creates, implies or evidences any
       partnership or joint venture between the parties, or the relationship between
       them of principal and agent. None of the parties has any authority to make any
       representation or commitment, or incur any liability, on behalf of any other.

11.7   Entire agreement: This Agreement and the Funding Conditions constitute the
       entire agreement between the parties relating to its subject matter. Each party
       acknowledges that it has not entered into this Agreement on the basis of any
       warranty, representation, statement, agreement or undertaking except those
       expressly set out in this Agreement or the Funding Conditions. Each party waives
       any claim for breach of this Agreement, or any right to rescind this Agreement in
       respect of any representation which is not an express provision of this Agreement
       or the Funding Conditions. However, this clause does not exclude any liability
       which any party may have to any other (or any right which any party may have
       to rescind this Agreement) in respect of any fraudulent misrepresentation or
       fraudulent concealment prior to the execution of this Agreement.

11.8   Formalities: Each party will take any action and execute any document
       reasonably requested by any other party to give effect to any of its rights under
       this Agreement, or to enable their registration in any relevant territory provided
       the requesting party pays the other party’s reasonable expenses of doing so.



       Project Cumulus Consortium Agreement August 2010
                                            - 16 -



11.9   Amendments: No variation or amendment of this Agreement will be effective
       unless it is made in writing and signed by each party's representative.

11.10 Third parties: No one except a party to this Agreement has any right to prevent
      the amendment of this Agreement or its termination, and no one except a party
      to this Agreement may enforce any benefit conferred by this Agreement, except
      that an Indemnified Party may take the benefit of and enforce clause 8.3 and the
      Key Personnel may take the benefit of and enforce clause 7.6.

11.11 Governing law: This Agreement is governed by, and is to be construed in
      accordance with, English law. The English Courts will have exclusive jurisdiction
      to deal with any dispute which has arisen or may arise out of or in connection
      with this Agreement, except that any party may bring proceedings for an
      injunction in any jurisdiction.

11.12 Escalation: If the parties are unable to reach agreement on any issue concerning
      this Agreement or the Project within 14 days after one party has notified the
      Project Managers of that issue, they will refer the matter to the Legal Officers
      within each partner university and to the legal department in the case of UNIT4
      Business Software in an attempt to resolve the issue within 14 days after the
      referral. Any party may bring proceedings in accordance with clause 11.11 if the
      matter has not been resolved within that 14 day period, and any party may apply
      to the court for an injunction, whether or not any issue has been escalated under
      this clause.




       Project Cumulus Consortium Agreement August 2010
                                    - 17 -



SIGNED for and on behalf       of            SIGNED for and on behalf of Christ
Roehampton UNIVERSITY:                       Church Canterbury
                                             UNIVERSITY:


Name
                                             Name


Position
                                             Position


Signature
                                             Signature



SIGNED for and on behalf of De               SIGNED for and on behalf        of
Montfort UNIVERSITY:                         UNIVERSITY of Lincoln:



Name                                         Name



Position                                     Position



Signature                                    Signature




SIGNED for and on behalf       of            SIGNED for and on behalf of
UNIVERSITY of Nottingham:                    UNIT4 Business Software Ltd:



Name                                         Name



Position                                     Position



Signature                                    Signature




Project Cumulus Consortium Agreement August 2010
                                  - 18 -


                              SCHEDULE 1

                        The Financial Details
Reference the Bid Document (Annex 1)




Project Cumulus Consortium Agreement August 2010
                                  - 19 -


                              SCHEDULE 2

                            The Project Plan

Reference the Bid Document (Annex 1)




Project Cumulus Consortium Agreement August 2010
                                  - 20 -


SCHEDULE 3

                         The Funding Conditions

Reference the Bid Document (Annex 1)




Project Cumulus Consortium Agreement August 2010
                                                   - 21 -


        SCHEDULE 4

                         Terms of Reference of the Steering Committee


The Project Board will hold 9 meetings over the lifetime of the Project. Additional meetings may be
called by two or more Partner Institutions or at the request of the Project Managers. Meetings will
operate under the following rules:
     • At the first meeting the dates of the next 8 meetings will be set in consultation with all
        Partners.
     • The Secretary will circulate an agenda before the meeting
     • Each Project Board member (including the co-opted members) will have one vote. The
        Chairperson will have the casting vote. A member may not vote on matters concerning a
        dispute with the Partner Institutions where the member is the subject of the dispute.
     • The quorum for a meeting will be 4 (4) voting members
     • With the approval of the Chair, Project Board members may nominate a representative to
        attend meetings and vote on their behalf
     • Votes, with the exception of a vote to terminate a Partner Institution’s membership of the
        Partner Institutions, will be decided on the basis of a majority vote of those attending and
        eligible to vote




        Project Cumulus Consortium Agreement August 2010
                                          - 22 -


                                      SCHEDULE 5

                           Good Data Management Practices

1.   Research data must be generated using sound scientific techniques and
     processes;

2.   Research data must be accurately recorded in accordance with good scientific
     practices by the people conducting the research;

3.   Research data must be analysed appropriately, without bias and in accordance
     with good scientific practices;

4.   Research data and the Results must be stored securely and be easily retrievable;

5.   Data trails must be kept to allow people to demonstrate easily and to reconstruct
     key decisions made during the conduct of the research, presentations made about
     the research and conclusions reached in respect of the research; and

6.   Each party must have the right, on not less than 30 days written notice, to visit
     any other party to verify that it is complying with the above practices and
     procedures.




     Project Cumulus Consortium Agreement August 2010
                                                    - 23 -


                                              SCHEDULE 6

                                          The Payment Plan



ALLOCATION
The total funding to be paid is as follows:

JISC Financial Year 1 (1 April 2010 to 31 March 2011) £193,350

DISTRIBUTION
External Funding payments are made from the JISC direct to Roehampton University. Thereafter
Roehampton University will distribute the External Funding between the Partner Institutions on the
basis set out below and not the original Bid Document.

   Institution                                         Payment
   Roehampton University                               £21,614
   University of Lincoln                               £22,885
   University of Nottingham                            £31,908
   De Montfort University                              £22,943
   UNIT4 Business Software Ltd                         £94,000

   Total                                               £193,350

In addition the parties will each make Contributions (which are non-financial) as set out in the
Project Plan.

All figures are shown inclusive of VAT.

INVOICING/CLAIMS
Where claimable costs and expenses (that is, approved by the Project Managers or Project Board)
are incurred, detail should be passed to the Project Managers with supporting evidence of the
expenditure attached. The costs are absorbed through the apportioned budgets to each partner. The
Project Managers will be required to make financial reports to the Project Board from time to time.




      The additional funding confirmation from JISC is on the following page




        Project Cumulus Consortium Agreement August 2010
                                                                             ANNEX 1



Proposal Cover Sheet JISC Grant Funding 05/10
Cover Sheet for Proposals
(All sections must be completed)

Please Indicate which strand your
are applying for                                                                                          C

Name of Lead Institution:                                             Roehampton University
Name of Proposed Project:                                             Project Cumulus
Name(s) of Project Partners(s)                                        Christ Church Canterbury University
(except commercial sector – see below)                                De Montfort University
                                                                      University of Lincoln
                                                                      University of Nottingham
This project involves one or more         Name of any commercial partner company
commercial sector partners                Unit4 Business Software Ltd (formerly Agresso)
YES
Full Contact Details for Primary Contact:
Name:      Mr Mike Hall
Position: Director, ITMS, Roehampton University
Email:     m.hall@roehampton.ac.uk
Tel:      0208 392 3446
Address: Digby Stuart College, Roehampton Lane, London , SW15 5SZ


Length of Project:                       10 Months
Project Start Date:                      1 August 2010                                       Project End date:                    31 May 2011

Total Funding Requested from JISC:                                                  £170,000
Total Institutional Contributions:                                                  £42,891

Outline Project Description
This project takes the work of projects HILDA and MUSIC, the work of Duke and Jordan and the
Flexible Service Delivery Programme to a logical next step. It will demonstrate how a large ERP
system can be disaggregated to allow modular functionality from that system to be offered and
supported within the “cloud”.
The cloud deployment approach will be supported by a Service Oriented Architecture which will
enable integration, interoperability and workflows within the module to be achieved using Web
Services.
The project will explore the issues of deployment in such an environment and the modular, cloud
based approach will be tested at 4 different Universities.
The project, therefore, directly addresses the issues of gaining Modularity which places it firmly in
Strand C. However, the elements of Shared Services and Cloud Computing mean that the project
also covers large aspects of Strand A of the 05/10 call.
I have looked at the example FOI form at Appendix B                                                      YES (delete as appropriate)
and included an FOI form in this bid
I have read the Funding Call and associated Terms and                                                    YES (delete as appropriate)
Conditions of Grant at Appendix C

----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
Project Cumulus Proposal                                                                                                                                            Page : 1
       1. Appropriateness of Fit to Programme Objectives and overall Value to the JISC
          Community
Project Cumulus will demonstrate that it is possible and productive to develop a modular approach
to systems architecture and to deliver “services” for the HE Sector from the “cloud”. This will
significantly change the current common implementation situation where one supplier and one
large system (or ERP installation) attempts to satisfy the requirements of an increasingly volatile and
complex HE business landscape in each individual institution. The project will demonstrate that it is
possible to work with suppliers to develop new methods of product development and deployment.
These new methods must satisfy the requirements of the institutions for agility, flexibility and cost
effectiveness and the requirements of the suppliers for a revenue stream which will enable research
and development and software supportability.
This project builds on a significant body of work within the JISC e-Framework. Projects HILDA (High
Level Domain Architecture) and MUSIC (Measuring and Understanding the Systems Integration
Challenge) were followed closely by the work of Duke and Jordan on Shared Services
http://www.jisc.ac.uk/media/documents/programmes/jos/sharedservicesreport1.pdf). The Duke
and Jordan work, focussing on the huge importance of systems integration, highlighted that the
complexity of integration was indeed a huge disincentive in the move towards a more modular
provision of systems and services. This was followed by projects under the JISC Institution
Exemplars and Innovation Programmes which showed that a Service Oriented Architecture (SOA)
approach was an important way forward in achieving effective integration especially when used with
an Enterprise Architecture Framework. The Flexible Service Delivery Programme takes this a step
further, exploring, in one supported project for example, the integration of data in 2 Universities
linked through Enterprise Service Bus technology. This bid will build on all of this work by
developing an independent business module, hosting it in the cloud and providing integration and
workflows using Web Services and principles of SOA.

1.1      The Consortium Members
Roehampton University has already worked in this context with the JISC funded Project Cairo which
explored the relevance of an Enterprise Architecture Framework (TOGAF 8) and Service Oriented
Architecture to the development of a strategic, governed approach to enabling business
requirement to lead a flexible and agile IT function. The University has its own Development
Roadmap for the next 5 years and is strategically committed to working towards the development of
a Service Oriented Architecture approach to data integration, using Open Standards, and eventually
shared and flexibly delivered services.
Roehampton has been closely involved with the development of flexible service delivery as a major
activity within the JISC. The university was one of the first institutions to explore the relevance of
TOGAF and has consistently participated and presented in benefits realisation activities, from
theoretical approaches to EA to presenting the results of detailed work using modelling techniques
on major university business processes. The University is a “Solutions” member of the JISC Flexible
Services Delivery Strategic Technologies Group.
Nottingham University is a member of FSD STG and a partner in the existing consortium with
Roehampton, Lincoln, CCCU and Unit4 in the EWES project. The FSD approach is at the heart of the
Universities programme to re-engineer its existing Student Management System. Nottingham has
been evaluating, with Unit4, the use of its curriculum management software as a loosely coupled
component through SOA. The limitation of the existing “service layer” provided by the Unit4
software is a barrier to achieving the level of integration required to unlock the architecture of the
existing Student Management System. Strategically this project is important to Nottingham as it will
put in place “services” that enable the deployment of the product in such a way it integrates with
the workflow of other components using XCRI and other standards through SOA.
Nottingham has a development team in place already exploring this space with Roehampton,
Lincoln, CCCU and Unit4. Nottingham, as part of the consortia, will provide expertise in XCRI and

----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
Project Cumulus Proposal                                                                                                                                            Page : 2
other relevant interoperability standards from the Centre for International ePortfolio Development
(CIePD). This unit has significant successful experience of delivering JISC funded projects in the areas
of streamlining data flow through use of open standards. They are currently delivering a Leap2A and
XCRI mini-pilot for JISC, and are behind 6 linked XCRI initiatives placing the East Midlands at the
forefront of national XCRI implementation. Their SAMSON lifelong learning and workforce
development project is developing web services infrastructure to present a platform for users and
service providers to collaborate securely and dynamically through hosted services.
Lincoln University is also a partner in the existing consortium with Roehampton, Nottingham, CCCU
and Unit4 on the EWES project. FSD principles are at the heart of the University’s IT Strategy, which
recognises that continued concentration on best of breed business systems, implemented within
each institution and connected by bespoke legacy interfaces, is simply not sustainable in the long
term (a recognition which is clearly heightened in the current economic climate). However, the
strategy also acknowledges that key enablers need to be in place to allow a substantial sector-wide
move towards more flexible corporate solution delivery and towards all that a move would imply,
including enabling shared service.
Chief amongst these enablers are sector capability, standards (like XCRI) and supplier
engagement/support – all areas that this new bid will help unlock. At the same time, replacing
existing best of breed solutions lock, stock and barrel is unlikely to be an affordable option for
Universities and Lincoln is also working on the transition process to achieve a more application
independent environment, against a broad roadmap consisting of overlapping phases covering
optimisation/consolidation of existing applications; building/encouraging internal and supplier
capability; exploiting capability and lining the institution up to take advantage of enterprise level
shared-service, ‘as a service’ and outsourcing models.
De Montfort University has FDS as a key component of the institution’s IT strategy. It has already
embarked on a number of initiatives to both explore and embrace SOA and aims to use this
approach as part of its medium and long term programme to replace its best of breed business
applications. The University has been a partner with UNIT4 since 1997 and has a history of joint
development projects (including the original development of the Academic Curriculum Management
System) that have resulted in the application and the company becoming market leaders in HE.
The university has already placed its student email and calendars into the cloud with Google, and has
written internal applications using web services developed by UNIT4. It is about to upgrade to the
latest curriculum management system during the next 12 months, and information gained from this
project will prove invaluable in determining the approach for the implementation of future
standalone modules and integrating with cloud solutions.
In addition, to the above, formal members of the Consortium, Christ Church Canterbury University
is maintaining an active interest in the project and will work alongside existing members. Currently,
funding within CCCU precludes them from taking part in the formal bid but the Consortium
welcomes their interest and support.

1.2      The Project
Roehampton University is currently working successfully in a consortium with 4 other Universities
and the Systems Supplier, Unit4, to take the Cairo outcomes to the next level with the existing JISC
funded Project EWES (Exploiting Web Services). Project EWES will explore and document the
standards used in the Suppliers “Service Layer” and will use web services at the 4 different University
sites to explore the real accessibility of data through the re-usable and loosely coupled aspects of
this architecture. Project EWES will explore the efficacy of a “Service Layer” on a module which
remains within the structure of a large, monolithic systems architecture.
This new project (Cumulus) is designed to enable the Consortium of Universities to work with Unit4,
the supplier, to break the link between a significant business module (Curriculum Management
(ACMS)) and the major systems software of which it is a part. This will allow the module to exist as
a “service” carrying out a particular function, using data inputs, communicating with the “student

----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
Project Cumulus Proposal                                                                                                                                            Page : 3
System” and supplying data and reporting outputs in a Service Oriented Architecture. It will
therefore prove the concept of modularisation as a vital part of a flexible service delivery and in
addition, and equally importantly, will explore the issues of providing the module “services” from
within the “cloud” thus breaking the formal link with the large ERP type solutions concept. The
Project, therefore, clearly overlaps and combines 2 of the 4 strands of the 05/10 call;
Modularisation/Proof of Concept and “Shared Services and Cloud Computing” pilots.
An important aspect of ensuring the interoperability of the curriculum software is the work flow
with other components using recognised standards. XCRI is a key standard in this area as a large part
of curriculum management is about course information with work flow between other components
handling course catalogues, prospectuses, student enrolment, module registration, award
calculation, etc. It is therefore important that the “service layer” be XCRI enabled.
Figure 1 shows what the project intends to accomplish

Figure 1

     Curriculum Management Module as part of Unit4 Student Record System



                                   UCAS                        Curriculum
                                                                                               Student
                                 admissions                   Management
                                                                                             Registration
                                Management                       System


                                                        Other System Modules




     Curriculum Management Module in the Cloud
                                                                                                       Unit4 Student
                                                                                                          System

                       Curriculum                                                    XCRI
                      Management                                                  standards
                         System
                                                                                                    Other Supplier
                                                                                                    Student System




Currently the Agresso Curriculum Management System (ACMS) exists as a module within the
Agresso Business World (ABW) Framework. This is represented by the upper part of Figure 1. The
module is purchased and supported as part of the ABW Framework, is dependent upon the
Framework, exchanges data within the Framework with other relevant modules and with the
outside world. This project will remove the module from the ABW Framework dependencies and
place it in the cloud. It will be, in effect, a standalone module capable of communicating with the
“outside world” through web services and Enterprise Service Bus technology. This type of
application deployment will raise new issues relating to the storing of User Accounts and Passwords,
integration with enterprise directories and with identity management systems on different
platforms and from different suppliers. The project will explore the impact of these issues within the
context of a modular, cloud based application deployment.
The proof of concept activities of this project will, if successful, show that it is no longer necessary
for institutions to implement inappropriate systems software. The simplification of integration
around a set of effective standards will make it possible for institutions to use only those modules of
a set of system software which are relevant to their business. It will enable institutions to choose
between suppliers at an appropriate level of granularity. This will introduce greater IT agility,
greater value for money and will change the landscape of the provision and management of
administrative and student services.         It will facilitate the implementation of safe, supported
software which is more closely aligned to business requirements.
In effect, success of this project will show the way forward towards the exploitation of
modularisation and cloud computing, built around EA and SOA principles, enabling the selection of

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Project Cumulus Proposal                                                                                                                                            Page : 4
“Best of Breed” options at a level more closely focussed to the business need. The project will
inform the development of relatively low level “services”, a step towards achieving a truly “service”
oriented architecture (software as a service) based on increased levels of data shareability and
integration.

1.3      Value to the JISC Community
The project will contain a set of specific deliverables or outputs. These are explored in greater detail
in the next section. There will also be a number of significant outcomes which will be of enormous
value to the JISC community and to the movement towards modularisation, shared services and
cloud computing within the HE Sector. The project will provide evidence of how the barriers to
integration can be overcome, how it is possible to work with suppliers towards the specific
objectives of modularisation and cloud computing solutions. It will enable an exploration of what
deployment in the cloud will mean for cost of provision, licensing arrangements, support and new
business models both for supplier and customer. It will illuminate, although not necessarily solve,
“hidden” problems within this method of service delivery.
UNIT4 has agreed to provide development resource at the significantly discounted development rate
of £500 per day (their standard development rate is £850 per day) in recognition of the partnership
approach of this bid. Although this is essentially a proof of concept project the value of the
investment by the JISC lies in the potential of a production system, with a set of re-usable,
interoperable web services which have been defined by the consortium to meet the needs of the HE
marketplace. The cloud environment would allow institutions to take and share benefit without the
normal infrastructure costs borne by each individual implementation. Unit4 estimates that there
will be considerable savings to be made through deployment in the cloud, specifically on hardware,
maintenance and support costs. The company estimates that these saving could amount to £50,000
per institutions which indicates that the sector would benefit financially overall with as few as 3 or 4
sales of the production application.
In turn, the Consortium firmly believes that this project is making an investment on behalf of the
sector to produce a flexible business solution which is in line with the JISC aims and objectives in this
arena.

       2. Quality of Proposal and Robustness of Workplan
2.1     Deliverables
The project will produce the following deliverables :-
      A standalone business module, with a specific set of business processes, available in the
        Cloud
      A set of web services which enable data to be imported and exported from the module
        XCRI/Unit 4 mapping Document
      Report on XCRI 1.1 suitability and recommendations
      A set of standards for web services which facilitate interoperability especially with XCRI
      A set of web services facilitating links to business processes and workflows within other
        system
      An exploration of the issues which impact on this type of deployment with suggested
        solutions
The project will be run by a consortium of Universities which have experience of working together
on a current similar JISC funded project and a systems supplier which has many years experience in
the HE marketplace and a strong developmental roadmap of its own. The project will run for a
period of 10 months until May 2011 and will employ systems developers located in the Supplier
headquarters in Swansea and Bristol, thus able to work closely with existing Supplier staff. Project
management will be provided jointly by the lead institution and the supplier. The Project Managers
will report monthly to a Project Team consisting of representatives from all involved parties. Each


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representative will report back into the existing Project Governance of the individual institutions and
supplier, based universally on Prince2 methodology.
In Roehampton University the project manager will report to the University’s Project
Implementation Board, the Prince2 based governance for all IT projects in the University chaired by
the Pro Vice Chancellor. Project Sponsor at Roehampton is the University’s Vice-Chancellor,
Professor Paul O’Prey.
At Nottingham University this project will be governed as part of the Student Management Systems
Programme whose sponsor is the Registrar and Pro-VC responsible for efficiency gains and cost
savings.
Lincoln University will include this project within its formal corporate solutions optimisation
initiatives, sponsored by the University Registrar, Director of Finance and University Librarian and
overseen by the University’s Resources Committee chaired by the Vice Chancellor.
At De Montfort University, this work will be carried out as part of the strategic review of the
university’s business systems architecture, and will be sponsored by the Academic Registrar and the
PVC responsible for Information Services and Systems.
The project will deploy an external restricted website to facilitate communication between
consortium members and the JISC and an open external site to communicate progress to the wider
community. A potential set of workpackages are described below.

2.2      Workpackages
Work Packages                                                                                 Month            1       2 3            4 5           6 7             8      9 10
Project Management                                                                                             X       X X            X X           X X             X      X X
Appointment of Systems Developer(s)                                                                            X
Baselining ACMS                                                                                                X       X
Implementation of ACMS in the cloud                                                                                    X X            X     X
Development of Web Services integration                                                                                  X            X     X       X X
Mapping XCRI 1.1 to Unit4 elements                                                                                       X            X     X       X X
Documentation of issues                                                                                                               X     X       X X             X      X X
Pilot / Beta test                                                                                                                                                   X      X X
Dissemination                                                                                                  X       X X            X X           X X             X      X X

2.3     Success Measures
The project will be deemed fully successful if :
     The ACMS module is accessible within the cloud
     The web services, conforming to clearly specified standards, enable the importing and
        exporting of data to and from the module
     Interoperability is achieved through XCRI compatible web services
     The module, in the cloud, carries out the business functions correctly
     Issues which impact the deployment in the cloud and operability with web services are
        thoroughly documented
     The ACMS module passes the pilot testing and could go to production
Each of these success measures represents a degree of success within the project. Additionally the
project will be deemed a success if it fails to implement in the cloud using web services but
demonstrates clear documentation and understanding of the issues which have prevented
implementation.

2.4    Risk Assessment
Risk                                                                                          Mitigation
Recruitment of project staff delays project                                                   Recruited staff will be used to backfill for staff
progress                                                                                      involved with the project. Early work in the
                                                                                              project involves deployment of the module “in
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                                                                                              the cloud” using existing staff.
Lack of agreement on decision making and rights                                               Ensure consortium agreement is in place.
with partners
Value from project outputs are not realised post                                              Ensure sustainability plan is in place.
project
Project costs exceed budget                                                                   Fixed price agreement with Unit4 on costs
External dependencies - other system suppliers                                                Development to approved standards and
unable to benefit from developments                                                           schemas especially XCRI
Hidden legal issues such as Data Protection                                                   Does not impact on the proof of concept

Unit4 is aware of the crucial nature of its involvement in this project and is aware that there is
interest from elsewhere in working with them. The company has stated that as the ACMS module is
written in the ABW framework, it is supported by a company resource pool that could work on the
project as well as staff specific to the education market. They state that as they, Unit4, are working
on this project in partnership with the HE and JISC communities, they would guarantee that the
required resources would be ring fenced to make this project a success.

2.5     Intellectual Property Rights
The IPR of all deliverables from the project itself will be held by the sector. However, where IPR
already exists, it will remain with the vendor. The IPR for any re-engineering carried out to the
vendor software, its “Service Layer” or vendor originated documentation will remain with the
Vendor Company.

       3. Engagement with the Community
3.1       Consortium Experience
The Consortium will work closely with the JISC Programme Manager and fully understands the
importance of the Flexible Services Delivery Programme to the JISC and to the HE Sector. The lead
institution on the project, Roehampton University, has fully participated in the EA/SOA and FSD
initiatives. The university has its own strong strategic thread which coincides with these programme
developments from the JISC which, in turn, are part of a strong and seminal movement in the
marketplace. Roehampton has fully and actively contributed at all stages in the development of
these programmes, through the EA Practice Group and through its “solutions” level membership of
the Flexible Service Delivery Programme Strategic Technologies Group.
Similarly, through its Project Executive, Roehampton is well placed to feed the project outputs to key
dissemination fora e.g. BUFDG, AHUA and HEFCE.
 For Nottingham University this is an important strategic project which will support the re-
engineering of its student management system. The project will provide a case study deployment
which can be provided to other institutions. Value will also be gained in other institutions wishing to
use the Unit4 software. They will find integration easier through the new “service layer” and
incorporation of XCRI standards. Mapping Unit4 data objects to XCRI 1.1 will represent early work to
engage large vendors in the JISC-developed interoperability standard. Standardised curriculum
management modules will act as a further driver for other institutions to adopt the standard thereby
benefitting the national community at large.
Recommendations on XCRI extension and vocabularies from the mapping process will be fed back to
the JISC XCRI Support Project Team to inform XCRI 1.2 and the XCRI community as a whole.
Nottingham University will manage the project as part of its Student Management Systems
programme in conjunction with the Centre for International ePortfolio Development which is well
placed to disseminate findings through Regional HE/FEI Lifelong Learning Network contacts and the
regional XCRI community, supported by the JISCmail XCRI-East-Midlands List. Additionally, the JISC
Regional Support Centre for the East Midlands is starting up an East Midlands MIS Manager group
for FEIs.

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   DMU recognises the importance and is fully supportive of the Flexible Service Delivery programme,
   and was recently involved in a joint project (STEP-C) with Southampton Solent University. This
   project formed part of its own SOA IT Strategy and its technical learning programme in the use of
   SOA and Enterprise Service Bus technologies to investigate and prove the concept of delivering a
   modular integrated solution linking multiple applications. The university sees this bid as a logical
   extension of that project in expanding its SOA knowledge to support its transition towards a more
   flexible business systems environment.
   The project will, of course, support a website to disseminate activities and experience. The
   Consortium will host and contribute at seminars and other sharing activities, will take a full and
   active role in the benefits realisation programme associated with the bid and will report back
   directly to the JISC at regular intervals through the FSD STG agenda. The Consortium is very aware of
   the complex nature of this area and has a joint depth of experience to ensure that the project is
   successful.
   Consortium members, including the Supplier, Unit4, are proactive members of UCISA and will use
   this organisation to assist in dissemination of findings from the project through conferences and
   mailbases. The University will make full use of the JISC, the EA Practice Group and the FSD STG, the
   JISC Services such as Techwatch, the Centre for Educational Technology and Interoperability
   Standards (CETIS) as well as The Open Group to interface with organisations and people who are
   interested in or can contribute directly to the furtherance of this initiative.

   3.2     Stakeholder Analysis
   Level of Interest High / Power Low – JISC FSD Community
   Level of Interest Low / Power High - Other HE sector institutions (not yet part of FSD programme)
   Other FE Institutions (not yet part of FSD Programme)
   Level of Interest High / Power High - JISC programme manager / HEFCE Universities / Project Sponsors

   It will be vital to the project to maintain the high interest of the stakeholders with the highest power
   and those with high interest but lower power. This will be achieved by the consortium reporting
   regularly on progress to the FSD STG and through this medium, to the rest of the FSD Community.
   The Programme Manager will be invited to sit on the Project Board if this is deemed appropriate
   meeting by meeting. Within each University the project will become a standard item on the internal
   project board which exercises governance over IT projects. The Pro Vice-Chancellor of Roehampton
   University will appraise HEFCE of progress
   The project will support an external website which will inform stakeholders in the low interest / low
   power area. The consortium will actively seek the opportunity to present the concepts and findings
   of the project to those stakeholders whose level of interest is low but whose power within the sector
   is high, this clearly including the many institutions which are currently aware of and watching the
   FSD developments.

          4. Budget

Directly Incurred                                                             April 10 – March                       April 11 – May                       TOTAL £
Staff                                                                         11                                     11
Post, Grade, No. Hours & % FTE                                                £                                      £                                    £
Etc.                                                                          £                                      £                                    £
Etc.                                                                          £                                      £                                    £
Total Directly Incurred Staff (A)                                             £                                      £                                    £



Non-Staff                                                                     April 10 – March                       April 11 – May                       TOTAL £
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   Project Cumulus Proposal                                                                                                                                            Page : 8
                                                                              11                                     11
Travel and expenses                                                           £7060.80                               £1765.20                             £8826
Hardware/software                                                             £                                      £                                    £
Dissemination                                                                 £                                      £                                    £
Evaluation                                                                    £                                      £                                    £
Other - We have included Unit4 staff                                          £                                      £                                    £
under directly allocated staff costs
however they may placed as non staff
incurred costs as they are being bought
into the project
Total Directly Incurred Non-Staff (B)                                         £7060.80                               £1765.20                             £8826


Directly Incurred Total (C)                                                   £7060.80                               £1765.20                             £8826
(A+B=C)


Directly Allocated                                                            April 10 – March                       April 11 – May                       TOTAL £
                                                                              11                                     11
Staff – Roehampton University 5 Staff                                         £15,798.62                             £3949.66                             £19,748.28
(PM, Technical Consultant, Tester,
Sponsor, Project Exec Team Member)
Estates for Roehampton University                                             £1,653.67                              £413.42                              £2,067.09
Staff- University of Nottingham 5 Staff                                       £25,978.40                             £6,494.60                            £32,473
including estates and indirect costs. PM,
Head of SMS, Analyst, Technical
Consultant(XCRI), Administrator
Staff- Lincoln University 4 Staff including                                   £18,571.20                             £4,642.80                            £23,214
estates and indirect costs. Project
Sponsor, PM, Technical Analyst, Project
Co-ordinator
Staff- De Montfort University 3 Staff                                         £18,617.60                             £4,654.40                            £23,272
including estates and indirect costs. PM,
Project Sponsor, Technical Analyst,
Unit 4 Staff Costs (inclusive of VAT) 4                                       £75,200                                £18,800                              £94,000
Staff – PM 40 days £23500; Systems
Analyst 50days £29,375; Technical
Consultant 50 days £29,375; Technical
Author 20days £11,750
Other                                                                         £                                      £                                    £
Directly Allocated Total (D)                                                  £155,819.50                            £38,954.87                           £194,774.37

Indirect Costs (E)                                                            £7416.83                               £1854.21                             £9271.04

Total Project Cost (C+D+E)                                                    £170.297.13                            £42,547.28                           £212,871.41
Amount Requested from JISC                                                    £136,000                               £34,000                              £170,000
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   Project Cumulus Proposal                                                                                                                                            Page : 9
Institutional Contributions                                                  £34,297.13                             £8,574.28                            £42,871.41

Percentage Contributions over the life of                                    JISC                                   Partners                             Total
the project                                                                  80 %                                   20 %                                 100%

No. FTEs used to calculate indirect and                                      No FTEs                  Partner universities included estates and
estates charges, and staff included                                                                   indirect costs as part of staff costs so this
                                                                                                      has not been broken down. Staff involved in
                                                                                                      the project are as follows:
                                                                                                      Roehampton University – John King, Hiren
                                                                                                      Patel, George Zhou, Paul O’Prey(VC), Mike
                                                                                                      Hall.
                                                                                                       Nottingham: Richard McKenna, Stuart
                                                                                                      Wood, Kirstie Coolin, Carina Neil, Technical
                                                                                                      Analyst, Tec Consultant
                                                                                                      Lincoln University: Mike Day, Allister Homes,
                                                                                                      Technical Analyst, Project Co-ordinator
                                                                                                      De Montfort University – Mike Robinson,
                                                                                                      John Shelton; Navinder Kaur
                                                                                                      Unit 4: Caroline Drew, Tim Strong, Peter
                                                                                                      Brown, Technical Author

      5. Previous Experience of the Project Team
  5.1    University of Lincoln
  Mike Day (Head of ICT at University of Lincoln). Mike is a very experienced IT director, with over 20
  years working in IT, mainly in the public sector. He is both a PRINCE2 and MSP certified practitioner
  and has led large projects and programmes at Government Department level. He has a strong
  background in Business Systems, Business Intelligence and Data Modelling, including experience of a
  SOA-based integration of a learning environment, student information system and corporate web
  site for National College of School Leadership (using Oracle Enterprise Service Bus). He is very
  experienced in systems design, requirements specification and software development, which he has
  previously taught to MSc level at the Royal Military College of Science.
  Allister Homes (Title) with a primarily technical IT background, Allister is part of Project Services in
  the ICT department. Allister has managed projects to implement Unit4's Research Database,
  upgrade a CRM system and introduce a disability management system, as well as taking the
  technical lead in other projects . Current projects include a curriculum management system and an
  alumni system. Prior to this Allister worked for the Ministry of Defence most recently as the Mission
  System Software Manager for a new £1bn airborne intelligence and surveillance asset, earlier
  heading IT development at an RAF station which included managing and taking part in the full
  systems life-cycle and having in-depth experience of server, systems and SAN administration.
  Allister is a Chartered IT Professional with 10 years’ of IT experience, and is currently studying for a
  master’s degree in computer science.

  5.2           University of Nottingham
  Richard McKenna (Head of Student Management Systems, University of Nottingham).
  Richard has 18 years experience of IT within the university sector, 5 of which was working for JISC as
  a Programme Manager and as Director of Programme Management. Richard has a wide breath of
  knowledge and exposure to the range of JISC innovation activity and services. Amongst which
  Richard was the programme manager responsible for establishing the original XCRI project. Richard’s
  present role as Head of Student Management Systems at the University of Nottingham is responsible
  for leading a 5 year University wide programme which includes campuses in China and Malaysia in
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  Project Cumulus Proposal                                                                                                                                            Page : 10
the re-engineering of the student management systems and academic business process over the
next 5 years.
Stuart Wood (MSc)
Stuart is Applications Developer for the CIePD, working primarily on the JISC-funded SAMSON
project developing web services to join data sources using open standards, as well as on the PIOP3
ePortfolio Interoperability project, further developing the Leap2A standard and implementing with
oAuth for seamless data transfer and ROBOT-XCRI. Stuart is delivering XCRI expertise to East
Midlands HE/FEIs and has been key in implementing XCRI with LLN partners and Area Prospectuses
through 2 LLN XCRI projects, XCRI 14-19 and XCRI-X-Border. He is advising on use of the standard
and on processes and vocabularies to inform XCRI v1.2, developing XCRI web services and informing
recommendations to the JISC XCRI Support Team.
Kirstie Coolin (BA, HND)
Kirstie is the eBusiness Analyst for the CIePD, project managing on the JISC-funded projects
SAMSON, PIOP3 and ROBOT-XCRI. Over the last 2 years she has managed the successful delivery of
various interoperability projects, including Leap2A, XCRI 14-19, XCRI-X-Border and XCRI
implementation for two lifelong learning networks. Her background is in applications development
in HE/FE with experience in project managing/developing eLearning systems, Intranets, websites and
business support systems as well as team management. Kirstie’s technical skills mainly centre on
analysis, web and database applications in .NET, XML and SQL Server with some experience in PHP
and mySQL.

5.3           Roehampton University
Mike Hall is IT and Media Services Director at Roehampton University. Mike is a member of the
Project Executive Team for both the 3R and AAA Projects. A senior IT professional with over 20 years
experience in both academia and the corporate market place, Mike has been involved in developing
and supporting large production systems based on Intel and Sun running Windows, Solaris, Oracle,
MS SQL, SOA and various web servers.
Mike currently sits on the Business Development Committee of the London Metropolitan Network
Hiren Patel (Head if Infrastructure Services at Roehampton University). Hiren has 3 years very
recent experience of IT architecture development and implementation working with and managing a
team of Systems Analysts responsible for designing and implementing infrastructure systems in a
multi-site, international environment. He has a deep understanding of business needs through
managing a Business Systems team responsible for requirements gathering, designing, implementing
& supporting systems and processes for Sales & Marketing, Finance, MIS and Production functions
within a multi-national environment. Hiren has experience also with modelling techniques using
UML for case / scenario / prototyping. Hiren has a working experience of HP / Dell / IBM h/w and
primarily of MS OS platform.
John King is Project Manager for Information technology and Media Services Department. John has
lead technical and business teams in many different business environments, as both supplier and
customer, to achieve significant business process change through the application of information
technology. John has extensive experience at leading and motivating teams and managing complex
projects through to successful implementation. He is a Certified TOGAF 8 Enterprise Architect and
has recently managed Project Cairo to a successful conclusion and into ongoing development work
with the JISC and The Open Group.

5.4     De Montfort University
Mike Robinson (Director of Information Services and Systems (ISAS) has recently joined De
Montfort University as Director of Information Services and Systems and is also a Director of
EMMAN. Mike is a member of the overall University Operational Management Group with
responsibility for business systems integration, technology platforms and support. A senior IT
professional qualified in PRINCE2 and ITIL, Mike has over 17 experience of leading and contributing

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to major transformation initiatives across the HE, Legal and Professional services and IT Services
sector. Mike has led strategic development and infrastructure projects and large operational teams
across a range of technologies, platforms and business applications; from HR, Finance and web
through to server virtualisation and Unified Communications.
John Shelton (ISAS - Head of Business Systems) is a senior manager at DMU and has 34 years of IT
experience, 20 years commercial and 14 years in Higher Education. He is experienced in developing
and delivering large complex IT solutions, technical strategies and initiatives within the HE sector,
including Business Systems and Business Intelligence. He has developed strong and lasting
partnerships with suppliers and other institutions, and has chaired a number of national user groups.
He has also spoken at conferences in the UK and USA.
Navinder Kaur is a senor applications developer within ISAS. She has an in depth knowledge of a
number of UNIT4 business modules, and has extensive experience of systems integration including
the development of a UKPASS application. This system links into the DMU Staff portal and Student
database system and connects to UCAS web services to exchange data on postgraduate applications.
This has made significant improvements to internal processes and procedures, allowing faculties and
the registry to make offers electronically. Navinder completed both a BSc (Hons) in Computing and
an MSc in Distributed Systems at the university. She achieved Distinction level in her MSc in 2009
and was awarded Student of the Year by the Faculty of Technology.

5.5     Unit4
Caroline Drew is Education Product Manager for Unit4. Caroline has over 15 years experience of
working for Unit4 in their Education Division. Caroline was involved with support, training and
consultancy of the Unit4 Student Administration software for a number of years prior to becoming
Product Manager. She has worked on numerous development and implementation projects for
Unit4 including managing the migration of the student system to a dotnet / web environment.
 Caroline currently also manages the education portfolio of Unit4. Using strong interpersonal and
relationship management skills, and her knowledge of the sector, Caroline is able quickly to grasp
the business requirements of education establishments and match these effectively to applications
and IT processes. She is currently working with a consortium of Universities involved in the FSD
Project – Exploiting Web Services (Project EWES).
Tim Strong is UK Platform Manager for Unit4. Tim has over 14 years experience of working for Unit4
in their Education Division. Tim was responsible for the technical design and development of the
Unit4 Student Administration software along with other key supporting applications during the
migration to the .Net platform. Tim now manages the technical strategy for applications within the
Education division along with heading up a team responsible for the application platform. Tim has
strong technical skills specifically around the Microsoft development and server stack and works
closely with Microsoft on ensuring applications adhere to proven patterns and practices.
Peter Brown is the Chief Technology Officer for UNIT4 Business Software. Peter has been involved in
the Information Technology industry for 25 years and has worked on projects covering a wide range
of technology, hardware and software. Peter has worked for UNIT4 Business Software for 15 years
and has responsibility over all technology delivery related issues across all sectors of the UK
business. Peter has a wide variety of experience within UNIT4 Business Software having carried out
roles as programmer, database administrator, support consultant, implementation consultant, pre
sales consultant, customer services manager and technology manager. Peter is currently working on
projects to investigate new and better ways of delivering systems including such topics as shared
service platforms, cloud platforms, open data collaboration projects, offline and mobile capabilities.




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FOI Withheld Information Form

We would like JISC to consider withholding the following sections or paragraphs from disclosure,
should the contents of this proposal be requested under the Freedom of Information Act, or if we
are successful in our bid for funding and our project proposal is made available on JISC’s website.
We acknowledge that the FOI Withheld Information Form is of indicative value only and that JISC
may nevertheless be obliged to disclose this information in accordance with the requirements of the
Act. We acknowledge that the final decision on disclosure rests with JISC.

Section / Paragraph No.                                  Relevant exemption from                                   Justification
                                                         disclosure under FOI
None                                                     None




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