INVITATION TOBID · (1) Invoice(s) showing the firm fixed price of the Goods and/or the Services...

I::"\ (IBIO Ipreparatory commissionfor the~ conipreherisive nuclear-test-banPREPARATORY COMMISSION treaty organization

INVITATION TO BID

THIS IS NOT AN ORDER

To: ALL BIDDERS CTBTORef. No.: 2019-0195/Jibril(PLEASE QUOTE ON ALL COMMUNICATIONS)

Att1':Phone:

I Fax:Email:

Tel.No.:Fax No.:E-mail:

+43 (1) 26030-6350+43 (1) 26030 [email protected]

Date: 10 Oct 19

Tit/~ of Request: Upgrade of Hitachi G1000 Storage System!

De~line for Submission: 30 Oct 19 Vienna Local Time: 17:00

Theipreparatory Commission for the Comprehensive Nuclear-Test-Ban Treaty Organization (hereinafter referred to asthe 1CommisSiOn')hereby invites you to bid the following items as per conditions listed below.

Ite",1

Description and RequirementsUpgrade G1000 to G1500 - hardware

Quantity UIM1 Lot

II

IWh~n preparing your bid, please follow the attached instructions. You are kindly requested to complete and return theacknowledqernent form by fax or e-mail as soon as possible. If you have any questions you should contact the e-mailaddtess indicated above. We look forward to receiving your bid.

YOU~Ssincerely,

~ti~'~Chi( Procurement Section

I::\ CTBTO Ipreparatory commissionfor the~ comprehensive nuclear-test-banPREPARATORY COMMISSION treaty organization

ACKNOWLEDGEMENT FORM

Closing Date:Vienna Local Time:

30 Oct 1917:00

PrQcurementStaff: Othman Jibril CTBTO Req. No.: 0010014632

Please complete 'A' or 'B' or 'C'and Return

WITHIN FIVE (5) DAYS

THE PREPARATORY COMMISSION FOR THECOMPREHENSIVE NUCLEAR-TEST-BAN TREATY ORGANIZATION (CTBTO)

by email [email protected]

A: !We shall submit our bidCompanyName: __

By: Contact Name: _

(date)EmaillTel:

B:!We may submit and will adviseCompany Name: __

By: Contact Name: _

(date)EmaillTel:

C:!We will not submit a bid for the following reason(s)

our current workload does not permit us to take on additional work at this time;

we do not have the required expertise for this specific project;

insufficient time to prepare a proper submission;other (please specify) _

CompanyName: __

Contact Name: _

EmaillTel: _

Instructions for preparation and submission of Bids Page 1 of 10

INSTRUCTIONS FOR PREPARATION AND SUBMISSION OF BIDS

1. General

This Invitation to Bid (ITB) is for the provision of “Upgrade of the Hitachi G1000 storage system to a

G1500” (hereinafter referred to as the “Goods” and/or “Services”) as described in the attached Terms

of Reference, Annex C, (hereinafter referred to as the “TOR)”.

The Bid shall meet all requirements stated in these Instructions and the Terms of Reference.

In case of an award, the following documents shall govern the Purchase Order and in case of

discrepancies or inconsistencies, the documents to prevail shall be given precedence in the following

order:

(a) The Purchase Order (hereinafter referred to as the “Purchase Order”)

(b) The Commission’s License Agreement (Annex A to the Purchase Order)

(c) The Commission’s General Conditions of Contract (Annex B to the Purchase Order)

(d) The Commission’s Terms of Reference (Annex C to the Purchase Order)

(e) The Bidder’s Offer (Bid) shall be included as Annex D to the Purchase Order.

2. Documents included in this Invitation to Bid (ITB)

This ITB consists of the following documents:

(a) Invitation to Bid

(b) These Instructions for Preparation and Submission of Bids and its Attachment A “Technical

Evaluating Criteria”

(c) Bidder’s Statement

(d) Price Schedule Form

(e) The Commission’s License Agreement

(f) The Commission’s General Conditions of Contract

(g) The Commission’s Terms of Reference

(h) List of CTBT Member States

(i) Statement of Confirmation

(j) Vendor Profile Form

3. Amendment of the ITB Documents

At any time prior to the closing date for the submission of Bids, the Commission may, for any reason,

modify the ITB documents by amendment. The Commission may consider extending the deadline in

order to allow adequate time for considering the modifications in the preparation of the Bid.

4. Language of the Bid

The Bid and all correspondence and documents relating to it shall be in English.

5. Format and Submission of the Bid

The Bid shall be typed, dated and signed by an official legally authorized to enter into contracts on behalf

of your organization. The Bid shall not contain any interlineation, erasures or overwriting except as


necessary to correct errors, in which case such corrections shall be initialled by the authorized person(s)

signing the Bid.

The Bid shall be submitted in two sealed envelopes.

a) One sealed envelope shall contain 1 (one) original of the Financial Section of the Bid marked as

“Original Financial Bid”

b) The second sealed envelope shall contain 1 (one) original of the Technical Section of the Bid

marked as “Original Technical Bid”

The second envelope shall also contain a memory stick with:

1 pdf of the Financial Section of the Bid without prices, and

1 pdf of the Technical Section of the Bid

No pricing/financial information shall be included in the Technical Section of the Bid.

Note however that the list of items (without the prices) shall be included in the Technical

Section of the Bid.

(a) The envelope shall be clearly marked as follows:

NAME OF PROJECT: [Description indicated in Invitation to Bid]

CLOSING DATE: [Date indicated in Invitation to Bid]

CTBTO REF. NO.: [Number indicated in Invitation to Bid]

"DO NOT OPEN BEFORE THE CLOSING DATE"

6. Mailing Address and Closing Date

The Bid shall be sent to the following addressee:

Chief, Procurement Section

Room E0917

CTBTO, Vienna International Centre

Wagramer Strasse 5

A-1400 Vienna

AUSTRIA

(b) The Bid shall be received by the above-mentioned addressee not later than the closing date indicated in

the Letter of Invitation.

NOTE: Bids sent by fax or e-mail - even if they are submitted before the closing date and time as an “Electronic Advance Copy” for the subsequent submission of the same Bid as a hard copy in sealed envelopes - will not be considered and may lead to the rejection of the bidder from the procurement process.

7. Request for Clarifications and Contacting the Commission

The Commission will issue clarifications, if required. Bidders are requested to e-mail any questions

pertaining to this ITB as soon as possible after receipt of the solicitation documents, but in any case no

later than 10 business days prior to the Closing Date. No requests for clarifications will be entertained

after this time. Questions will only be accepted via e-mail and should be sent to:

E-mail: [email protected]

Subject: Request for Clarifications re ITB No. 2019-0195/Jibril


The Commission will make all reasonable efforts to issue the clarifications not later than 7 business

days prior to the Closing Date.

Except in the case of responding to an ITB clarification, no bidder shall contact the Commission on any

matter relating to the Bid after its submission and until the award of the Purchase Order. Any attempt to

influence the Commission in its evaluation of the Bid or the award decision may result in rejection of

the Bid.

8. Eligible Goods and Services

The Goods and Services to be rendered under the Purchase Order shall have their origin in the States

Signatories of the Comprehensive Nuclear-Test-Ban Treaty (CTBT), the list of which is attached to this

ITB. For purposes of this paragraph, "the origin" means the place from where the materials, goods

and/or from which the services are supplied.

9. Type of Contract and Payment

The Commission intends to conclude a firm fixed price based on the Commission’s Purchase Order. The

terms and conditions of payment are as follows:

Within 30 days of receipt and acceptance of the Goods and/or the Services respectively and of the

following documents:

(1) Invoice(s) showing the firm fixed price of the Goods and/or the Services for the respective period.

The Supplier shall submit an invoice in 1 (one) original and 2 (two) copies or electronically, from

the Supplier’s official e-mail address in PDF format, duly signed and stamped by the Supplier and

submitted to the Commission’s email: [email protected]. Each invoice shall contain the

Purchase Order number (CTBTO and SAP numbers), detailed banking instructions, including the

name and address of the Supplier’s bank, account number, account holder’s name and SWIFT,

IBAN and/or ABA codes for payment by electronic transfer;

(2) Delivery Note acknowledged by VIC Receiving Area staff, showing all the items delivered;

(3) Acknowledgement Copy of our Purchase Order with Supplier’s counter-signature;

(4) A copy of the documents reporting the result of equipment Acceptance Testing, approved and

counter-signed by the Commission;

(5) A copy of the documents reporting the acceptance of the Services provided, approved and

counter-signed by the Commission (as applicable); and

(6) Any other relevant documents.

Applicable Taxes payable by the Supplier and/or its subcontractor(s) shall be invoiced separately or be

separately identified on the invoice. Actual payment of the Taxes must primarily be supported by

original documentation such as bank account statements, transfer orders, or receipts issued by the local

tax or customs authorities. If submission of such original documentation is not possible for justifiable

reasons, their copies could be accepted by the Commission provided that they are duly signed and

certified by local tax or customs authorities. In case the currency in which the taxes are levied is not

the currency of the Purchase Order, bank statements (or equivalent) showing the exchange rate used for

the conversion shall be submitted to the Commission, in addition to any other supporting

documentation.

“Taxes” means all direct and indirect taxes (including value added tax, general sales tax or goods and

services tax), assessments, fees, customs duties, liens and charges in as much as they are levied in

conclusion or implementation of the Purchase Order, including customs restrictions and charges of

similar nature in respect of articles imported or exported for the Commission’s official use.


10. Content of the Bid

The Bid shall contain, but not necessarily be limited to, the information described below.

The Bid shall be composed of the following separate parts:

I. Technical Bid; and

II. Financial Bid;

providing, but not limited to, the following information:

PART I: TECHNICAL BID

Please state the reference number and the date of this ITB in the Bid and any correspondence relating

to it.

1. Personnel

The Bid shall state the contact details and address (name, telephone and fax numbers, and e-mail address)

of the person/point of contact in your company dealing with this ITB.

2. Documents Establishing the Eligibility and Qualifications of the Bidder

(i) The Bidder shall furnish documentary evidence of its status as an eligible and qualified vendor. In

order to award a Purchase Order to a Bidder, its qualifications must be documented to the Commission’s satisfaction. These include, but are not limited to the following:

(a) That, in the case of a Bidder offering to supply Goods/Services under the Purchase Order which the Bidder did not manufacture or otherwise produce, the Bidder has been duly authorized by the product’s manufacturer or producer to supply the Goods/Services in the country of final destination;

(b) That the Bidder has the financial, technical, and production capability necessary to perform the Purchase Order.

(ii) Expertise of the Firm/Organization: This section shall provide details regarding the experience of the organization and a list of the projects/contracts (both completed and on-going, both domestic and international) which are related or similar in nature to the requirements of the ITB.

(iii) Management Structure and Key Personnel: This section shall provide information about the management structure and include the comprehensive curriculum vitae (CVs) of key personnel that will be assigned to support the implementation of the technical bid, clearly defining their roles and responsibilities. Curriculum Vitae (CVs) should establish competence and demonstrate qualifications in areas relevant to the requirements of this ITB.

(iv) In complying with this section, the Bidder assures and confirms to the Commission that the

personnel being nominated are available to fulfil the demands of the Purchase Order during its stated full term.

3. Statement of Confirmation

The attached Statement of Confirmation shall be duly signed and submitted together with the Bid.


4. Specifications

The Bid shall include a detailed description of the items proposed and include relevant technical literature.

The Bid shall also provide any other relevant issue which the bidder would like to bring to the attention

of the Commission whether or not having cost implications. This shall include details of

warranties/manufacturer’s guaranties in respect to any Equipment item.

5. Manufacturer’s Part Number

The Bid shall include the Manufacturer’s Part Number for each Good/Service-Product (as applicable)

required by the Commission under this ITB.

6. Sub-Contractors

The Bid shall include names, legal status, address and qualifications of subcontractor(s), if any,

involved in the Project and the scope of the subcontracted services. The bidder shall provide a

statement that your organization shall be fully responsible for the performance of sub-contractors. All

sub-contractors shall be legally established in one of the CTBT states signatories.

7. Insurance

Insurance to be included in the Bid must be for All Risk, covering 110% of the cost of the equipment

proposed, and from the date/place of the shipment to the date/place the delivery is completed. The

insurance shall be in the name of the supplier and the Commission. You are requested to confirm that

you will provide this insurance coverage.

8. Terms and Conditions

The last page of these instructions shall be completed and shall be included in the Bid.

9. Delivery Schedule

The delivery schedule and the period of the services are specified in the Commission’s Terms of Reference

(Annex C to the Purchase Order).

10. Model Contract/Purchase Order

A statement that the bidder has carefully reviewed the Commission’s License Agreement, the

Commission’s General Conditions of Contract and the Commission’s Terms of Reference and agreed to all

terms and conditions. As applicable, these will form part of the Purchase Order for this procurement.

PART II: FINANCIAL BID

Format of the Financial Bid

i. The Bid shall include the costs of the equipment/goods, packing and handling, insurance, transportation

and freight, customs clearance (if applicable) and local delivery to Vienna, Austria to the office of CTBTO. The delivery terms shall be DAP (Delivered At Place; Incoterms 2010) door-to-door in-house delivery to CTBTO, Vienna, Austria, as specified in the Commission’s Terms of Reference (Annex C to the Purchase Order).

ii. The Bidder is required to prepare the Price Schedule in accordance with the Commission’s Terms of Reference. In presenting the cost for each item, adequate justification and calculation must be included in the cost. All individual costs shall be stated in EURO or US Dollars and be computed to constitute the total Contract Price.

iii. In principle the Commission is exempt from taxes. Since the arrangement under which such exemption is respected varies from country-to-country, the selected bidder will be informed by the Commission whether


tax exemption will occur at source or whether taxes paid by the selected bidder will be reimbursed by the Commission upon submission of the original supporting documentation.

(1) For Austrian companies

The price quoted shall be net of Taxes. All applicable Taxes payable by the selected bidder at the conclusion or implementation of the Purchase Order in respect of the Goods/Services shall be quoted separately or be separately identified on the Bid together with information on the nature of the tax and its method of calculation.

(2) For European Union (EU) Companies

The price quoted shall be net of Taxes. All applicable Taxes payable by the selected bidder at the conclusion or implementation of the Purchase Order in respect of the Goods/Services shall be quoted separately or separately identified on the Bid together with information on the nature of the Tax and its method of calculation. Due to the VAT exemption applicable to the Commission, no VAT will be charged to the Commission by the EEC Suppliers under the Contract (Ref. EU VAT Council Directive 2006/112/EC, Article 151).

(3) For Non-EU Companies

The price quoted shall be net of Taxes. All applicable Taxes payable by the selected bidder at the conclusion or implementation of the Purchase Order in respect of the Goods/Services shall be quoted separately or be separately identified on the Bid together with information on the nature of the tax and its method of calculation. For deliveries to Vienna, Austria, and due to the tax exemption at source, applicable to the Commission, no Taxes shall be charged to the Commission under the Purchase Order.

iv. Note that clear and detailed explanations would enable us to evaluate the Bid promptly and proceed with fewer requests for clarifications/justifications in a later stage. This is also a factor influencing the decision for the Purchase Order award.

11. Completeness and Correctness of the Bid

The Commission reserves the right to verify all information furnished in the Bid through a source of its

choice. Any inaccurate information so given may lead to the rejection of the Bid.

12. Evaluation of the Bid

(a) The technical evaluation shall include the following evaluation criteria:

(i) compliance of the items with the technical specifications as per Attachment A;

(ii) supplier’s qualifications;

(iii) delivery schedule

(b) Subject to the conformance of the Technical Bid to the technical specifications, the Financial Bid

shall be evaluated as follows:

(i) contractual compliance;

(ii) commercial acceptability.

(c) The Commission, based on the evaluation method given above, will determine the Bid, which is the

“least costly technically acceptable Bid”.

(d) To assist in the examination, evaluation and comparison of bids, the Commission may, at its discretion, request any Bidder to clarify its Bid. The Commission’s request for clarification and the Bidder’s response shall be in writing.


13. Correction of Errors

The Commission will check the Bid for any arithmetic errors. If there is a discrepancy between the unit

price and the total price that is obtained by multiplying the unit price and quantity, the unit price shall

prevail and the total price shall be corrected.

14. Validity of the Bid

The Bid shall be valid for 90 (ninety) days after the deadline for its submission to the Commission,

unless an extension of validity has been requested by the Commission.

15. Negotiations of the Bid

The Commission reserves the right to request clarifications on the Bid and to enter into negotiations

regarding technical or commercial aspects of the Bid before awarding the Purchase Order under this ITB. If

and when the Bid, including any amendment resulting from such negotiations, is fully agreed, the

Commission will notify the bidder in writing.

16. Modification and Withdrawal of Bid

Bidders may modify or withdraw their Bids after its submission, provided that written notice of the

modification or withdrawal is received by the Commission by the closing date for the submission of the

Bid. The Bid may not be modified subsequent to the closing date.

17. The Commission’s Right to Reject the Bid

The Commission reserves the right to accept or reject the Bid or to annul this procurement process at any

time prior to award without having to inform the affected party of the grounds therefore, without thereby

incurring any liability to the affected party.

18. Costs of preparation and submission of the Bid

Bidders shall bear all the costs associated with the preparation and submission of their Bid and the

Commission will not be responsible or liable for those costs, regardless of the outcome of this ITB.


19. Proprietary Information

All documentation and information contained in this ITB are proprietary to the Commission and shall

not be duplicated, used or disclosed –in whole or in part- for any purpose other than to evaluate them

and respond to the Commission’s ITB or otherwise without prior written agreement of the

Commission.

20. Use of former Preparatory Commission for the CTBTO (“Commission”) employees in the

preparation of Bids

Use of former Preparatory Commission for the CTBTO (“Commission”) employees in the

preparation of Proposals

A Bidder must not, in the absence of prior written approval from the Commission, permit a person

to contribute to, or participate in, any process relating to the preparation of a Proposal or the

procurement process, if the person:

(a) at any time during the 12 months immediately preceding the date of issue of the Solicitation was an official, agent, servant or employee of, or otherwise engaged by the Commission;

(b) at any time during the 24 months immediately preceding the date of issue of the Solicitation was an employee of the Commission personally engaged, directly or indirectly, in the definition of the requirements, project or activity to which the Solicitation relates.


BIDDER’S STATEMENT

PLEASE FILL THIS FORM & SUBMIT WITH THE BID

Delivery Time:

Shipping weight (kg) and Volume (m3) – if applicable:

List of recommended consumables and spares including prices and details on local availability, if applicable

(please tick):

For one year period For a period of ………………………….

Warranty period applicable (it shall be for a minimum of 24 months, starting from the acceptance of the

goods/services by the Commission) – please tick below:

For a two year period For a period of ………………………….

Availability of local service in Vienna, Austria (if any):

State country of origin or assembly of all items quoted:

Quantity discount and early payment discount (if any):

Include documentary evidence of qualifications to perform the order, which shall establish to the Commission’s

satisfaction that the bidder has the financial, technical and production capability necessary to perform the order

in its entirety and to provide spare parts and other necessary on-going services as required.

Included in this Bid : Yes No

Confirmation that the bidder has reviewed the Commission’s License Agreement, the Commission’s

General Conditions of Contract and the Commission’s Terms of Reference and agreed to all terms and

conditions.

Yes No

Remarks:

With regards to the software provided with the equipment, state and confirm whether the software licenses are

transferable to third parties, i.e. the Commission or the Commission’s State Signatories (Member States).

Yes No Not applicable

Remarks:

Name:

Name & Title of Contact Person:

Signature & date:


Price Schedule Form

The Bidder is required to prepare the Price Schedule using the form below. The Price Schedule must provide a detailed cost breakdown of all goods and related services to be provided, from unit price to total prices.

A. Cost Breakdown per Item:

Lot Item Description Quantity Unit Price EUR/USD

Total Price EUR/USD

Lot 1

Lot 2

Lot 3

Subtotal Price in EUR/USD (DAP, excluding VAT)

VAT/GST/Sales Tax (If applicable)

Grand Total Price in EUR/USD (DAP, including VAT)

TOR

ReferenceDescription

Mandatory

(Yes/No)

3 Hardware

All necessary hardware items and services needed to successfully conduct the conversion of the Commission’s current VSP G1000 to a VSP G1500

as described in the scope must be included in the offer (MP-Boards, cables, installation, etc).Yes

4 Software Yes

All necessary software and licenses needed to successfully conduct the conversion as described in the scope must be included in the offer. Yes

5 Services

5.1 Delivery and Installation

Delivery shall be arranged for "in-house" delivery to the Commission’s Computer Centre in room C-1 25D. Delivery vehicles shall be equipped with

lifting tailgates. All equipment shall be unboxed outside the computer room. No packing material is allowed inside the computer room. Empty

packing material must be disposed by the Contractor.

Yes

All ordered equipment shall be installed in the CTBTO computer room C-1 25D. Yes

A conversion plan in the form of a step-by-step guide must be included in the proposal. Yes

The contractor must explicitly confirm that the conversion procedure will be an online action with no downtime needed and minimal performance

implications. The Contractor shall specify the worst-case performance impact in the offer.Yes

The Contractor shall test, after completion of installation, the functionality of all equipment to the satisfaction of the Commission. Yes

The software and licenses shall be delivered electronically to the email address [email protected]. Yes

The delivery and installation shall be finished at most 3 months from the date of the contract, unless otherwise agreed with the Commission. Yes

6 Requirements for the Contractor Yes

The Contractor shall be a certified reseller and support partner of the equipment manufacturer. Yes

ATTACHMENT A

TECHNICAL EVALUATION CRITERIA

Upgrade of Hitachi G1000 storage system

Page 1

~ Page 1 of 2~

Annex A

LICENSE AGREEMENT

1. PREAMBLE

1.1. This License Agreement is part of the Contract entered between the Supplier and the Purchaser.

1.2. The Supplier possesses the copyright of

Software and documents to which the Licence relates.

1.3. The Supplier is willing to grant and the

Purchaser desires to acquire a non-exclusive, non-transferable and irrevocable right as provided below.

1.4. The Parties agreed to the following by

agreeing to the Contract. 2. DEFINITIONS

As used herein, the following terms shall have the following definitions:

2.1. “License Agreement” means the present

document. 2.2 “Documentation” means the Supplier’s

copyrighted materials that document functions of the Software.

2.3. “Effective Date” means the date of the last

signature by the representatives of the Parties of the Contract, on which the Contract shall enter into force.

2.4. “Eligible Users” means the Purchaser’s

employees and/or direct contractors.

2.5. “Software” means the software listed in the Contract.

Capitalized terms shall have the same

meaning as defined in the General Conditions for Procurement of Goods and Services attached to the Contract, unless expressly otherwise defined herein.

3. GRANT OF RIGHTS AND LICENCES

3.1. The Supplier hereby grants the Purchaser

a non-exclusive, non-transferable, irrevocable license to use the Software, under the terms and conditions set forth herein.

3.2. The Purchaser is authorized to use the

Software only for activities related to the fulfilment of mandate and purposes of the CTBT including the performance of services of the Purchaser’s own commercial and/or government customers. The Purchaser is not authorized to sublicense, distribute, sell, or grant access to the Software, or integrate it into products or computer software programs of third parties unless required for the performance of activities related to its mandate.

3.3. Access to, and use of, the Software is

restricted to Eligible Users.

3.4. The Purchaser agrees to protect the Software from use by, or disclosure or distribution to, persons who are not Eligible Users.

3.5. The Purchaser is authorized to make

copies of the Documentation provided by the Supplier only for internal distribution. Copies of the Software may be made by the Purchaser only for back-up and archival purposes.

3.6. The Purchaser agrees not to remove or

destroy any proprietary markings, restrictive legends, or intellectual property notices on or in the Software and Documentation.

3.7. All title, ownership rights and intellectual

property rights in and to the Software shall remain with the Supplier. The Purchaser acquires no title, right or interest in the Software, other than the license(s) specifically granted herein by the Supplier

~ Page 2 of 2~

and the title to the media upon which the Software is delivered.

4. RIGHTS AND OBLIGATIONS OF

THE SUPPLIER AND PURCHASER 4.1. The Supplier shall supply to the Purchaser

a properly functioning and fully tested Software system.

4.2 The Supplier shall provide the Purchaser

with catalogues and other descriptive literature with respect to new versions, releases and/or upgrade of the Software.

5. WARRANTY 5.1. The Supplier warrants that the licensing

and use of the Software by the Purchaser in accordance with the terms of this License Agreement shall not infringe any copyright, patent or registered design rights of any third party.

6. INDEMNITY 6.1. If any claims of copyright infringement are

asserted against the Purchaser by virtue of the infringement by the Supplier of a third party intellectual property rights through the grant of a Software licence, the Supplier agrees upon written notification, of such claim by the Purchaser to indemnify, hold and save harmless the Purchaser from all necessary expenditures incurred by the Purchaser in the investigation of such claims, assist in preparation and in defence against same, and/or in settlement thereof, provided that the obligation of the Supplier shall be conditioned upon it being given prompt notice of such claim, the exclusive right to control and direct the investigation, defence and settlement of such claim and the complete cooperation of the Purchaser.

6.2. If, as a result of any suit or proceeding so

defended, any of the Software is held to constitute an infringement or its use by the Purchaser is enjoined, the Supplier shall, at its option and expense, either (i) procure for the Purchaser the right to continue using said Software; (ii) replace it with substantially equivalent non-infringing Software; or (iii) modify it so that it becomes non-infringing.

6.3. If the violation of Software rights is the

result of the use of the Software in combination with other products not delivered by the Supplier, then the Supplier shall not be held liable.

7. INSOLVENCY AND BANKRUPTCY 7.1. Should the Supplier become insolvent or

be adjudged bankrupt, the Purchaser, after having paid the Contract Price, will retain the licence to use the Software, whether or not the Purchaser elects to terminate and declare the contract avoided under Clauses 22 and 23 of the General Conditions for Procurement of Goods and Services.

ANNE� A

Genera� Conditions of Contract

1. DEF�N��N�

(a) �n t�ese �enera� conditions of contract t�e ter�s �e�innin� �it� a ca�ita� �etter s�a�� a�e t�e �eanin� as defined in t�e Contract�

(�) o �e rendered �nder t�e Contract�

(c)and�or ot�er s��ies to �e �ro�ided �nder t�e Contract�

(inc��din� �a��e added ta�� enera� sa�es ta� or �oods and ser�ices ta�)� assess�ents� fees� c�sto�s d�ties� �iens and c�ar�es in as ��c� as t�e� are �e�ied in conc��sion or i��e�entation of t�e Contract� inc��din� c�sto�s restrictions and c�ar�es of si�i�ar nat�re in res�ect of artic�es i��orted or e��orted for t�e

�. �E�A� ��A��

��e Contractor s�a�� e considered as �a�in� t�e �e�a� stat�s of an inde�endent contractor �is��is t�e Co��ission� �eit�er t�e Contractor and an� s��contractor� nor t�eir �ersonne� s�a�� e considered to �e an e��o�ee or an a�ent of t�e Co��ission�

�. A��N�EN�

��e Contractor s�a�� not assi�n� transfer� ��ed�e or �a�e ot�er dis�osition of t�e Contract or an� �art t�ereof� or an�

Contract e�ce�t �it� t�e �rior �ritten consent of t�e Co��ission�

�. ��N��A��N�

�n t�e e�ent t�e Contractor re��ires t�e ser�ices of one or �ore s��contractors� t�e Contractor s�a�� o�tain t�e �rior �ritten a��ro�a� and c�earance of t�e Co��ission for s�c� s��cos��contractor s�a�� not re�ie�e t�e Contractor of an� of �is o��i�ations �nder t�e Contract� and t�e ter�s of an� s��contract s�a�� e s��ect to and in confor�it� �it� t�e �ro�isions of t�e Contract�

�. ��E �F �N��N�

(a) ��e Contractor s�a�� neit�er see� nor acce�t instr�ctions fro� an� a�t�orit� e�terna� to t�e

Co��ission in connection �it� t�e �erfor�ance of its o��i�ations �nder t�e Contract� ��e Contractor s�a�� refrain fro� an� action ��ic� �a� ad�erse�� affect t�e Co��ission and s�a�� f��fi� its co��it�ents �it� t�e f��est re�ard to t�e interests of t�e Co��ission�

(�)of t�e Contractor s�a�� at a�� ti�es� o�e� and confor� to a�� re��ests aofficia�s and t�e �nited �ations �ec�rit� �taff�

�.F�� E��EE�

��e Contractor s�a�� e res�onsi��e for t�e �rofessiona� and tec�nica� co��etence of its e��o�ees and �i�� se�ect� for t�e �erfor�ance �nder t�e Contract� re�ia��e indi�id�a�s ��o �i�� erfor� effecti�e�� in t�e i��e�entation of t�e Contract� res�ect t�e �oca� c�sto�s and confor� to a �i�� standard of �ora� and et�ica� cond�ct�

�. A��N�EN� �F �E��NNE�

(a) ��e Contractor s�a�� not re��ace or �it�dra� an� �ersonne� referred to in t�e Contract for t�e �erfor�ance of t�e �er�ices �it�o�t t�e �rior �ritten a��ro�a� of t�e Co��ission or �n�ess re��ested �� t�e Co��ission�

(�) �rior to assi�n�ent� re��ace�ent or �it�dra�a� of �ersonne� for t�e �erfor�ance of t�e �er�ices� t�e Contractor s�a�� s��it to t�e Co��ission for its consideration� t�e c�rric�� itae or detai�ed ��stification to �er�it e�a��ation �� t�e Co��ission of t�e i��act ��ic� s�c� assi�n�ent� re��ace�ent or �it�dra�a� �o��d �a�e on t�e �er�ices�

(c) �n t�e e�ent of �it�dra�a� of �ersonne�� a�� costs and additiona� e��enses res��tin� fro� t�e re��ace�ent� for

s�a�� e for t�e acco�nt of t�e Contractor� ��c� �it�dra�a� s�a�� not �e considered as ter�ination in �art or in ��o�e of t�e Contract�

�. ��NF�� F �N�E�E��

�o e��o�ee� officer� ad�iser� a�ent and�or s��contractor of t�e Contractor assi�ned to �erfor� �er�ices �nder t�e Contract s�a�� en�a�e� direct�� or indirect�� in an� ��siness� �rofession or occ��ation connected or re�ated to t�e �er�ices or Goods to �e �ro�ided �nder t�e Contract if t�is constit�tes a conf�ict of interest�

ANNEX B

�

�. �N��AN�E�

(a) ��e Contractor s�a�� ro�ide and t�ereafter �aintain a��ro�riate ins�rance� or its e��i�a�ent� �it� res�ect to its e��o�ees to co�er c�ai�s for �ersona� in��r� or deat� in connection �it� t�e Contract�

(�) ��e Contractor s�a�� ro�ide and t�ereafter �aintain ins�rance a�ainst a�� ris� in res�ect of its �ro�ert� and an� e��i��ent �sed for t�e e�ec�tion of t�e Contract�

(c) ��e Contractor s�a�� a�so �ro�ide and t�ereafter �aintain �ia�i�it� ins�rance in an ade��ate a�o�nt to co�er t�ird �art� c�ai�s for deat�� odi�� in��r�� oss of and da�a�e to �ro�ert� arisin� fro� an� o�erations carried o�t �� t�e Contractor in �erfor�in� its o��i�ations in connection �it� t�e Contract or fro� o�eration of an� �e�ic�es� �oats� air��anes and ot�er e��i��ent o�ned or �eased �� t�e Contractor or its a�ents� ser�ants� e��o�ees or s��contractors�

(d) ��ce�t for ins�rance �entioned in �ara�ra�� (a)� t�e ins�rance �o�icies �nder t�is c�a�se s�a��(i) �a�e t�e Co��ission as additiona� �eneficiar�� (ii)

ri��ts to t�e ins�rance carrier a�ainst t�e Co��ission�

(e) ��e Contractor s�a�� on re��est� �ro�ide t�e Co��ission �it� satisfactor� e�idence of t�e ins�rance re��ired �nder t�e Contract�

(f) �n� a�o�nts not ins�red� not reco�ered fro� or not c�ai�ed �� t�e ins�rer s�a�� e �orne �� t�e Contractor�

(�) �nfor�ation concernin� red�ction of co�era�e s�a�� e f�rnis�ed �� t�e Contractor to t�e Co��ission �it� at �east t�irt� (��) da�s �rior �ritten notice�

(�) ��e Contractor �nderta�es t�at �ro�isions to t�e sa�e effect as t�e �ro�isions in s��c�a�ses (a) t�ro�� (c) a�o�e �i�� e inserted in a�� s��contracts �ade in �erfor�ance of t�e Contract� e�ce�t s��contracts e�c��si�e�� for f�rnis�in� Goods�

1�. EN��AN�E��EN�

��e Contractor s�a�� not ca�se or �er�it an� �ien� attac��ent or ot�er enc��rance �� an� �erson to �e ��aced on fi�e in an� ��ic office or on fi�e �it� t�e Co��ission a�ainst an� �onies d�e or to �eco�e d�e for an� �er�ices or Goods �ro�ided �nder t�e Contract� or �� reason of an� ot�er c�ai� or de�and a�ainst t�e Contractor�

11.��E��AN�E �F ��E �A�

(a) ��e Contractor s�a�� co�� it� a�� a�s� ordinances� r��es and re��ations� inc��din� ��t not �i�ited to �ea�t�� en�iron�enta� and �a�o�r �a�s �earin� ��on t�e �erfor�ance of its o��i�ations �nder t�e ter�s of t�e Contract�

(�) �n �artic��ar� t�e Contractor s�a�� co�� it� t�e �a�o�r �a�s of t�e co�ntr� in ��ic� t�e �er�ices or Goods are to �e f�rnis�ed �ro�idin� for �enefits co�erin� in��r� or deat� in t�e co�rse of e��o��ent�

1�.��NF�DEN��A��

(a) �� tec�nica�� financia� or ot�er doc��entation and data t�e Contractor co��i�ed for or recei�ed fro� t�e Co��ission �nder t�e Contract s�a�� e treated as confidentia� and s�a�� e de�i�ered on�� to t�e

�er�ices or as re��ested �� t�e Co��ission�(�) �it�er �art� ac�no��ed�es t�at a�� no��ed�e and

infor�ation concernin� t�e ot�er �art� t�at �a� �e ac��ired in connection �it� t�e �erfor�ance of its o��i�ations �nder t�e Contract� inc��din� ��t not �i�ited to� an� infor�ation re�atin� to its o�erations and �roced�res� are confidentia� and �ro�rietar� infor�ation of t�e ot�er �art� and it s�a�� recei�e s�c� confidentia� and �ro�rietar� infor�ation of t�e ot�er �art� in confidence and s�a�� not disc�ose or �er�it disc�os�re of an� s�c� �no��ed�e or infor�ation to an� �erson and�or entit� �it�o�t t�e �rior �ritten consent of t�e ot�er �art��

(c) ��e Contractor s�a�� not� at an� ti�e� �se s�c� confidentia� infor�ation to its o�n ad�anta�e�

(d) ��e restrictions on confidentia�it� s�a�� not a�� to t�e infor�ation ��ic��(i) �resent�� is in t�e ��ic do�ain�(ii) �ereafter �eco�es �art of t�e ��ic do�ain �it�o�t

(iii) �as in t�e �ossession of t�e ot�er �art� at t�e ti�e of t�e disc�os�re� as s�o�n �� ritten e�idence�

(i�) is disc�osed to t�e ot�er �art� at an� ti�e �ereafter �� a t�ird �art��

(�) is re��ired to �e disc�osed to �o�ernin� �odies� or to �o�ern�enta� a�t�orities to t�e e�tent re��ired �� a� or to o�tain needed a�t�ori�ation to �erfor� t�e Contract or ��rs�ant to re�ortin� re��ire�ents i��osed �� t�ose �o�ernin� �odies or t�e �o�ern�ent of t�e �tate of t�e Contractor�

(e) ��ese o��i�ations do not �a�se ��on satisfactor� co��etion of t�e �er�ices� de�i�er� of t�e Goods or ter�ination of t�e Contract �� t�e Co��ission�

1�.�AN��A�E�� E�� AND �EA��E�

�n�ess ot�er�ise s�ecified in t�e Contract� t�e �n��is� �an��a�e s�a�� e �sed �� t�e Contractor in a�� ritten co��nications to t�e Co��ission �it� res�ect to t�e �er�ices or Goods to �e �ro�ided and a�� doc��ents �roc�red or �re�ared �� t�e Contractor� ��e Contractor s�a�� se �etric �nits� e�ce�t ��en ot�er�ise s�ecified in t�e Contract�

1�.��

(a) ��e Contractor s�a�� not ad�ertise or ot�er�ise �a�e ��ic t�e fact t�at it is �ro�idin� or �as �ro�ided �er�ices and Goods for t�e Co��ission� ��so� t�e Contractor s�a�� not� in an� �anner ��atsoe�er� �se t�e na�e� e��e� or officia� sea� of t�e Co��ission or an� a��re�iation of t�e na�e of t�e Co��re�ensi�e ��c�ear��est��an �reat� �r�ani�ation in connection �it� its ��siness or ot�er�ise�

(�) ��ese o��i�ations do not �a�se ��on satisfactor� co��etion of t�e �er�ices� de�i�er� of t�e Goods or ter�ination of t�e Contract�

�

1�.�FF��A� N�� ENEF��N��N�EN� FEE�

(a) ��e Contractor �arrants t�at�(i) �o �erson or se��in� a�enc� �as �een e��o�ed or

retained �� it to so�icit or sec�re t�e Contract ��on an a�ree�ent or �nderstandin� for a co��ission� �ercenta�e� �ro�era�e� contin�ent fee or retainer� e�ce�t re��ar e��o�ees or �ona fide and officia�� esta��is�ed co��ercia� or se��in� a�encies �aintained �� t�e Contractor for t�e ��r�ose of sec�rin� ��siness�

(ii) �o officia� or ser�ant or retired e��o�ee of t�e Co��ission ��o is not a re��ar e��o�ee of t�e Contractor� �as �een or s�a�� e ad�itted �� t�e Contractor to an� direct or indirect �enefit arisin� fro� t�e Contract or t�e a�ard t�ereof�

(�) �n case of �reac� �� t�e Contractor of t�e �arranties referred to in �re�io�s c�a�ses� t�e Co��ission s�a�� a�e t�e ri��t to ded�ct fro� t�e Contract �rice� or ot�er�ise reco�er fro� t�e Contractor� t�e f�� a�o�nt of an� s�c� co��ission� �ercenta�e� �ro�era�e� contin�ent fee or retainer so �aid�

1�. �N�E��E��A� ��E�� AND ��E� ��E�A��

(a) ��ce�t to t�e e�tent t�e Contractor �as �ranted a �icense to t�e Co��ission� t�e Co��ission� s�a�� e entit�ed to a�� inte��ect�a� �ro�ert�� inc��din� ��t not �i�ited to co��ri��ts� �atents and trade�ar�s� �it� re�ard to �rod�cts� doc��ents or ot�er �ateria�s ��ic� �ear a direct re�ation to or are �rod�ced or co��ected �nder t�e Contract� ��e Contractor s�a�� ta�e a�� necessar� ste�s� �re�are and �rocess a�� necessar� doc��ents and assist in sec�rin� s�c� �ro�ert� ri��ts and transferrin� t�e� to t�e Co��ission and�or to t�e �o�ern�ent ��ere t�e �er�ices or Goods are to �e �ro�ided� in co��iance �it� t�e re��ire�ents of t�e a��ica��e �a��

(�) ��e Contractor dec�ares t�at it does not �no� of an� inte��ect�a� �ro�ert� ri��ts of t�ird �arties� ��ic� �i��t �e infrin�ed in t�e e�ec�tion of t�e Contract� ��o��d� contrar� c�ai�s �e raised a�ainst t�e Co��ission c�ar�in� it �it� infrin�e�ent of inte��ect�a� �ro�ert� ri��ts� t�e Contractor s�a�� o�d �ar��ess t�e Co��ission and s�a�� inde�nif� it to t�e f�� e�tent of an� da�a�es or a�ards arisin� fro� s�c� c�ai�s� ��is o��i�ation of t�e Contractor s�a�� contin�e to �e in f�� force and effect �� to t�e e��iration of s�c� inte��ect�a� �ro�ert� ri��ts�

(c) ��e Co��ission s�a�� i�e t�e Contractor d�e notice in �ritin� of an� c�ar�es of infrin�e�ent �ro��t a�ainst t�e Co��ission and of t�e fi�in� of an� s�it for infrin�e�ent of inte��ect�a� �ro�ert� ri��ts of t�ird �arties d�e to t�e e�ec�tion of t�e Contract� and��it�o�t �re��dice to t�e i��nit� en�o�ed �� t�e Co��ission as an internationa� or�ani�ation fro� e�er� for� of �e�a� �rocess� inc��din� enforce�ent and e�ec�tion� t�e Co��ission s�a�� i�e t�e Contractor t�e o��ort�nit� to defend t�e Co��ission a�ainst t�e said s�it at its discretion and s�a�� not�

�ritin�� a�e an� ad�ission or consent to an� c�ai� of an� t�ird �art��

�osition�

1�.DEFA�� E ��N��A��

(a) �n case t�e Contractor fai�s to f��fi� its o��i�ations and res�onsi�i�ities �nder t�e Contract and �ro�ided t�e Contractor �as not re�edied s�c� fai��re(s) �it�in t�irt� (��) da�s of �a�in� �een �i�en �ritten notification �� t�e Co��ission of t�e nat�re of t�e fai��re(s)� t�e Co��ission �a�� at its entire discretion and �it�o�t �re��dice to its ri��t to �it��o�d �a��ent(s)� �o�d t�e Contractor in defa��t �nder t�e Contract�

(�) ��en t�e Contractor is t��s in defa��t� t�e Co��ission �a�� i�in� �ritten notice to t�e Contractor� ter�inate t�e Contract as a ��o�e or s�c� �art or �arts t�ereof in res�ect of ��ic� t�e Contractor is in defa��t� ��on s�c� notice� t�e Co��ission s�a�� a�e t�e ri��t

�art or t�ose �arts of t�e Contract �it� res�ect to ��ic� t�e Contractor is in defa��t�

(c) ��e Contractor s�a�� in t�is case� �e so�e�� res�onsi��e for an� reasona��e costs of co��etion of t�e �er�ices and�or de�i�er� of Goods� inc��din� s�c� costs� ��ic� are inc�rred �� t�e Co��ission o�er and a�o�e t�e ori�ina�� a�reed Contract �rice�

1�.��D�N� �F �A��EN�

(a) ��e Co��ission �a� �it��o�d an� �a��ent to t�e Contractor or� on acco�nt of s��se��ent�� disco�ered e�idence� n��if� t�e ��o�e or �art of an� �a��ent a��ro�a� t�eretofore �i�en� to s�c� an e�tent as �a� �e necessar� to �rotect t�e Co��ission fro� �oss �nder t�e Contract on acco�nt of�(i)

or to �a�e ade��ate �ro�ress �it� t�e o��i�ations� e�ce�t for fai��re arisin� o�t of force �a�e�re�

(ii)�erfor�ance� ��en s�c� fai��re �as �een dra�n to �is attention �� t�e Co��ission�

(iii)re�orts re��ired�

(�) ��e �it��o�din� �� t�e Co��ission of an� interi� n to

contin�e �erfor�ance of �is o��i�ations �nder t�e Contract�

(c) �o interest s�a�� accr�e on �a��ents e�ent�a�� it��e�d �� t�e Co��ission in a��ication of t�e sti��ations of t�is �ara�ra��

1�.��DA�ED DA�A�E�

��ect to C�a�se �� e�o� (force �a�e�re)� if t�e Contractor fai�s to de�i�er an� or a�� of t�e �er�ices and�or Goods �it�in t�e �atest ti�e �eriod(s) s�ecified in t�e Contract� t�e Co��ission �a�� it�o�t �re��dice to its ot�er re�edies �nder t�e Contract� ded�ct fro� t�e Contract �rice as �i��idated da�a�es� a s�� e��i�a�ent to �� er cent of t�e �ortion of t�e Contract �rice for t�e de�a�ed �er�ices and�or Goods for eac� �or�in� da� of

�

de�a� �nti� act�a� �erfor�ance� �� to a �a�i�� of si�t� (��) �or�in� da�s� ��e reco�er� �� t�e Co��ission of �ro�en da�a�es s�a�� not �e e�c��ded�

��.F��E �A�E��E

(a) �orce �a�e�re as �sed �erein s�a�� ean acts of God� ind�stria� dist�r�ances� acts of t�e ��ic ene�� ci�i� dist�r�ances� e��osions and an� ot�er si�i�ar ca�se of e��i�a�ent force not ca�sed �� nor �it�in t�e contro� of eit�er �art� and ��ic� neit�er �art� is a��e to o�erco�e�

(�) �s soon as �ossi��e after t�e occ�rrence of an� ca�se constit�tin� force �a�e�re� t�e Contractor s�a�� i�e notice and f�� artic��ars in �ritin� to t�e Co��ission of s�c� force �a�e�re if t�e Contractor is t�ere�� rendered �na��e� ��o�� or in �art� to �erfor� its o��i�ations and �eet its res�onsi�i�ities �nder t�e Contract�

(c) �n t�is e�ent� t�e fo��o�in� �ro�isions s�a�� a��(i) ��e o��i�ations and res�onsi�i�ities of t�e

Contractor �nder t�e Contract s�a�� e s�s�ended to t�e e�tent of its ina�i�it� to �erfor� t�e� and for as �on� as s�c� ina�i�it� contin�es�

(ii) ��e ter� of t�e Contract s�a�� e e�tended for a �eriod e��a� to t�e �eriod of s�s�ension ta�in�� o�e�er� into acco�nt an� s�ecia� conditions ��ic� �a� ca�se t�e ti�e for co��etion of t�e o��i�ations to �e different fro� t�e �eriod of s�s�ension�

(iii) �f t�e Contractor is rendered �er�anent�� na��e� ��o�� or in �art� �� reason of force �a�e�re to �erfor� its o��i�ations and �eet its res�onsi�i�ities �nder t�e Contract� t�e Co��ission s�a�� a�e t�e ri��t to ter�inate t�e Contract on t�e sa�e ter�s and conditions as are �ro�ided for in t�e �er�ination C�a�se of t�e Contract� e�ce�t t�at t�e �eriod of notice �a� �e se�en (�) da�s instead of t�irt� (��) da�s�

i�) �or t�e ��r�ose of t�e �recedin� s��c�a�se� t�e Co��ission �a� consider t�e Contractor �er�anent�� na��e to �erfor� in case of an� �eriod of s�s�ension in e�cess of ninet� (��) da�s� �n� s�c� �eriod of ninet� (��) da�s or �ess s�a�� e dee�ed te��orar� ina�i�it� to �erfor��

�1. �N��EN�� AND �AN��

��o��d t�e Contractor �e inso��ent� ad��d�ed �an�r��t� or s�o��d t�e Contractor �a�e a �enera� assi�n�ent for t�e �enefit of its creditors� or s�o��d a recei�er �e a��ointed on

�a�� it�o�t �re��dice to an� ot�er ri��t or re�ed� it �a� �a�e �nder t�e ter�s of t�e Contract� ter�inate t�e Contract fort��it� �� i�in� t�e Contractor �ritten notice of s�c� ter�ination�

��. �NDE�N�F��A��N

��e Contractor s�a�� inde�nif�� o�d and sa�e �ar��ess and defend at its o�n e��ense t�e Co��ission� its officers� a�ents� ser�ants and e��o�ees fro� and a�ainst a�� s�its� c�ai�s� de�ands and �ia�i�it� of an� nat�re or �ind� inc��din� cost and e��enses arisin� o�t of acts or o�issions

of t�e Contractor or its e��o�ees or s��contractors in t�e �erfor�ance of t�e Contract� ��is re��ire�ent s�a�� e�tend� inter a�ia� to c�ai�s or �ia�i�ities in t�e nat�re of

�ertainin� to inte��ect�a� �ro�ert� ri��ts� ��e o��i�ations �nder t�is c�a�se do not �a�se ��on ter�ination of t�e Contract�

��.A��A��E �E��E�EN�

��e �arties s�a�� se t�eir �est efforts to sett�e a�ica�� t�ro�� ne�otiation an� dis��te� contro�ers� or c�ai� arisin� o�t of� or re�atin� to� t�e Contract or t�e �reac�� ter�ination or in�a�idit� t�ereof� �f t�e �arties cannot reac� s�c� a�ica��e sett�e�ent t�ro�� ne�otiations� t�e �atter s�a�� first �e referred to conci�iation� �� a re��est �� eit�er �art� for conci�iation �roced�res� ��e conci�iation s�a�� ta�e ��ace in accordance �it� t�e �nited �ations Co��ission on �nternationa� �rade �a� (��C��) Conci�iation ��es t�en �re�ai�in�� or accordin� to s�c� ot�er �roced�re as �a� �e a�reed �et�een t�e �arties� �it�in a ti�e �eriod of ninet� (��) da�s� ��ere s�a�� e one conci�iator� ��e conci�iation s�a�� e in �ienna� ��stria� and it s�a�� e cond�cted in t�e �n��is� �an��a�e�

��.A��A��N

(a) �n t�e e�ent of a fai��re to reac� an a�ica��e sett�e�ent in accordance �it� C�a�se �� a�o�e (a�ica��e sett�e�ent)� an� dis��te arisin� o�t of t�e inter�retation or a��ication of t�e ter�s of t�e Contract or an� �reac� t�ereof s�a�� e sett�ed in accordance �it� t�e ar�itration r��es esta��is�ed �� C�� as at �resent in force� ��e n��er of ar�itrators s�a�� e one� ��e ar�itration s�a�� e in �ienna� ��stria� and it s�a�� e cond�cted in t�e �n��is� �an��a�e�

(�) ��e ar�itrator s�a�� ta�e into acco�nt t�e internationa�� reco�ni�ed �enera� �rinci��es of co��ercia� transactions� ��e ar�itrator s�a�� a�e no a�t�orit� to a�ard ��niti�e da�a�es� nor to a�ard interest in e�cess of fi�e (�) �er cent� and an� s�c� interest s�a�� e si��e interest on�� e �arties s�a�� e �o�nd �� an� ar�itration a�ard rendered as a res��t of s�c� ar�itration as t�e fina� ad��dication of an� s�c� dis��te�

��.��E�E� AND ��N��E�

�ot�in� in or re�atin� to t�e Contract s�a�� e dee�ed a �ai�er of an� of t�e �ri�i�e�es and i��nities of t�e Co��ission and its e��o�ees�

��. �A� E�E��N

�n �rinci��e� t�e Co��ission is e�e��t fro� a�� a�es� �ince t�e arran�e�ent �nder ��ic� s�c� e�e��tion is res�ected �aries fro� co�ntr��to�co�ntr�� t�e Contractor s�a�� co��a�orate �it� t�e Co��ission to ac�ie�e �a� e�e��tion at so�rce or to ��rs�e rei��rse�ent of �a�es �aid �� t�e Co��ission� as t�e case �a� �e�

��.�E��NA��N

��e Co��ission �a� ter�inate t�e Contract in ��o�e or in �art� and at an� ti�e� ��

ter�ination to t�e Contractor� �n t�e e�ent s�c� ter�ination

Co��ission s�a�� e �ia��e to t�e Contractor for �a��ent in res�ect of �er�ices a�read� satisfactor� acco��is�ed or Goods de�i�ered and acce�ted and in confor�it� �it� t�e ter�s of t�e Contract� for necessar� ter�ina� e��enses of t�e Contractor� and for t�e cost of s�c� �r�ent �or� as is essentia� and as t�e Contractor is as�ed �� t�e Co��ission to co��ete� ��e Contractor s�a�� ee� e��enses at a �ini�� and s�a�� not �nderta�e an� for�ard co��it�ent

ter�ination�

��.��D�

�n t�e e�ent t�at t�e Contract re��ires t�e Contractor to s�� Goods� t�e fo��o�in� c�a�ses s�a�� a�� in addition to t�e a�o�e�

��.�A��AN��

(a) ��e Contractor �arrants t�at t�e Goods� inc��din� �ac�a�in�� confor� to t�e s�ecifications for t�e Goods ordered �nder t�e Contract and are fit for t�e ��r�ose for ��ic� s�c� Goods are ordinari�� sed and for ��r�oses e��ress�� ade �no�n to t�e Contractor �� t�e Co��ission� and are ne� and free fro� defects in desi�n� �or��ans�i� and �ateria�s�

(�) ��is �arrant� s�a�� re�ain �a�id for t�ent��fo�r (��) �ont�s after t�e Goods or an� �art t�ereof �a�e �een de�i�ered and acce�ted� ��ic�e�er is �ater� �n�ess t�e Contractor �as �ranted a �on�er �eriod� ��o��d t�e Co��ission transfer t�e tit�e of t�e Goods to a t�ird �art� d�rin� t�e �arrant� �eriod� t�e ri��t to en�o� t�e �arrant� s�a�� e transfera��e to t�e ne� tit�e��o�der�

(c) �f� d�rin� t�e �arrant� �eriod �entioned in ��c�a�se (�) a�o�e� t�e Goods or an� �art t�ereof are fo�nd to �e defecti�e or not in confor�it� �it� t�e s�ecifications �nder t�e Contract� t�e Contractor s�a�� on notification� �ro��t�� and at its o�n e��ense correct a�� s�c� defects and non�confor�ities� �f t�ese defects and non�confor�ities cannot �e corrected� t�e Co��ission s�a�� a�e t�e ri��t� at t�e Contractor�s e��ense� to eit�er de�and re��ace�ent of t�e defecti�e ite�� or recei�e a��ro�riate rei��rse�ent� or �a�e t�e defecti�e ite� re�aired or ot�er�ise �roc�red fro� a t�ird �art��

��. �N��E��N� AND �E��

(a) ��e Co��ission s�a�� a�e t�e ri��t to ins�ect and�or to test t�e Goods to confir� t�eir confor�it� to t�e tec�nica� s�ecifications� ��e tec�nica� s�ecifications s�a�� s�ecif� ��at ins�ections and tests t�e Co��ission re��ires�

(�) ��e ins�ections and tests �a� �e cond�cted on t�e �re�ises of t�e Contractor or its s��contractor(s)� at a �oint of de�i�er� desi�nated �� t�e Co��ission and�or

�i�e a�� reasona��e faci�ities and assistance�inc��din� dra�in�s and �rod�ction data�to t�e Co��ission at no c�ar�e to t�e Co��ission�

(c) ��o��d an� ins�ected or tested Goods fai� to confor� to t�e tec�nica� s�ecifications� t�e Co��ission reser�es t�e ri��t to re�ect t�e� and t�e Contractor s�a�� eit�er re��ace t�e re�ected Goods or �a�e a�� a�terations necessar� to �eet s�ecification re��ire�ents free of cost to t�e Co��ission�

(d)

t�e �oint of de�i�er� desi�nated �� t�e Co��ission or

or �ai�ed �� reason of t�e Goods�een ins�ected� tested and �assed �� t�e Co��ission�

(e) �ot�in� in t�is �ection on �ns�ections and �ests s�a�� in an� �a� re�ease t�e Contractor fro� an� �arrant� or ot�er o��i�ations �nder t�e Contract�

(f) �� e��i��ent��ateria� s��ied �nder t�e Contract �a� �e s��ect to �re�s�i��ent ins�ection �� a t�ird �art� to �e s�ecified �� t�e Co��ission� ��e Contractor is not �ia��e for cost of t�is ins�ection�

��.�A��N�

��e Contractor s�a�� co�� or ens�re co��iance �it� t�e fo��o�in� �ro�isions concernin� �ac�in��

(a) ��e Goods s�a�� e �ac�ed as is re��ired to �re�ent t�eir da�a�e or deterioration d�rin� transit to t�eir fina� destination� ��e �ac�in� s�a�� e s�fficient to �it�stand� �it�o�t �i�itation� ro�� and�in� d�rin� transit�

(�) �n t�e case of a cross��order s�i��ent� t�e Goods s�a�� a�e a��ro�riate e��ort �ac�in�� f necessar�� a�� cases�crates ��st �e �ra��ed inside �it� �ea��d�t� ��astic �ined �a�er� s�o��d �e stee��stra��ed and ��st �e a��e to �it�stand to�� and�in�� ids for tr�c� �and�in� are i��erati�e if t�e �ross �ei��t is �ore t�an �� i�o�ra�s�

(c) ��e consi�n�ent s�a�� e �ar�ed and s�i��ed as �er address s�o�n on t�e ��rc�ase �rder �or��

(d) �eit�er �artia� de�i�er� nor trans�i��ent s�a�� e �ade �n�ess s�ecifica�� a�reed �� t�e Co��ission in �ritin��

(e) �ac� case�crate��ac�a�e s�a�� carr� a consec�ti�e n��er� di�ensions� �o��e� and �ei��t (i�e� Case �o� � of � cases� � � � � C c�� ) and s�a�� e �ar�ed as fo��o�s�

�� C�� C�� C�� G��oint of de�i�er��

��C�� G�� G�� G��

(f) �ar�in�s s�a�� e done �it� �eat�er�roof �ateria�s� �� non�containeri�ed Goods s�a�� e s�i��ed �e�o� dec��

(�) �ac� case�crate�carton s�a�� carr� (o�tside) a co�� of t�e �ac�in� �ist descri�in� t�e contents of t�e case�crate�carton� ��tside Case �o� � s�o��d �e

�

attac�ed �it� in�oice co�erin� t�e act�a� de�i�er�� e acco��an�in� �a�ers ��st �e �ade o�t in t�e �n��is� �an��a�e�

(�) �rior to de�i�er�� a fa� (or a �etter �� co�rier ser�ice) s�a�� e sent to t�e consi�nee� if an�� ad�isin� of t�e fo��o�in��

��rc�ase order�Contract n��er��a��i�� n��er or e��i�a�ent reference n��er of t�e s�i��ent (if an�)�n��er of �o�es�cartons�crates�etc��esti�ated ti�e of de�art�re (��)��oint of de�art�re and na�e of frei��t carrier�esti�ated ti�e of arri�a� (��) to fina� destination�

(i) ��e fo��o�in� doc��ents s�a�� e enc�osed �it� t�e s�i��ent in case of s�i��in� �� air�

air�a� �i��rofor�a or co��ercia� in�oice��ac�in� �ist�

(�) ��e a�o�e doc��ents are indis�ensa��e and ��st reac� t�e consi�nee� if an�� on ti�e to �er�it c�sto�s c�earance and in order to a�oid de��rra�e c�ar�es�

�1.DE��E�� AND ��AN��A��N

(a) �e�i�er� of t�e Goods s�a�� e �ade �� t�e Contractor in accordance �it� t�e ter�s s�ecified in t�e Contract� and t�e Goods s�a�� re�ain at t�e ris� of t�e Contractor �nti� de�i�er� �as �een co��eted�

(�) �rans�ort of t�e Goods to t�e �ort of disc�ar�e or s�c� ot�er �oint in t�e co�ntr� of destination and�or for�ardin� to t�e consi�nee� if an�� (door�to�door) s�ecified in t�e Contract s�a�� e arran�ed and �aid for �� t�e Contractor and t�e cost t�ereof s�a�� e inc��ded in t�e Contract �rice�

��.�A�E��E��AND��E�

��on s�ccessf�� co��etion of de�i�er� or of insta��ation and a testin� and e�a��ation �eriod� as s�ecified in t�e Contract� res�onsi�i�it� for t�e Goods �i�� e �anded o�er to t�e consi�nee or ot�er desi�nated entit��

��.E�� EN�E�

�f an e��ort �icence or an� ot�er �o�ern�enta� a�t�ori�ation is re��ired for t�e Goods� it s�a�� e t�e o��i�ation of t�e Contractor to o�tain s�c� �icence or �o�ern�enta� a�t�ori�ation� �n t�e e�ent of fai��re to o�tain s�c� �icence or a�t�ori�ation �it�in reasona��e ti�e� t�e Co��ission �a� dec�are t�e Contract n�� and �oid�

��.��A�E �A��

�n accordance �it� t�e Contract� t�e Contractor �a� �e re��ired to �ro�ide an� or a�� of t�e fo��o�in� �ateria�s and notifications �ertainin� to s�are �arts �an�fact�red and�or distri��ted �� t�e Contractor�

(a) ��c� s�are �arts as t�e Co��ission �a� c�oose to ��rc�ase fro� t�e Contractor� �ro�ided t�at t�e Contractor is not re�ie�ed of an� �arrant� o��i�ations �nder t�e Contract�

(�) �n t�e e�ent of ter�ination of �rod�ction of t�e s�are after de�i�er� of t�e Goods�(i) ad�ance notification to t�e Co��ission of t�e

�endin� ter�ination� in s�fficient ti�e to �er�it t�e Co��ission to ��ace a fina� order�

(ii) fo��o�in� s�c� ter�ination� f�rnis�in� at no cost to t�e Co��ission� t�e ��e�rints� dra�in�s and s�ecifications of t�e s�are �arts� if and ��en re��ested�

��. �N��ED NA��N� ��N�EN��N �N ��N��A�� F�� E �N�E�NA��NA� �A�E �F ��D�

��estions concernin� �atters arisin� �nder t�e Contract� ��t not sett�ed in it� s�a�� e sett�ed in confor�it� �it� t�e �nited �ations Con�ention on Contracts for t�e �nternationa� �a�e of Goods (�ienna� ��)� ��ic� s�a�� e a��ica��e to t�e Contract� ��e a��ica��e �an��a�e �ersion of t�e Con�ention s�a�� e t�e �ersion in ��ic� t�e Contract is �ritten�

� ��ri� ��

Upgrade of Hitachi G1000 storage system October 2019 Page 1 of 2

ANNEX C

TERMS OF REFERENCE

Upgrade of Hitachi G1000 storage system

1 INTRODUCTION

The Preparatory Commission for the Comprehensive Nuclear-Test-Ban Treaty Organization (hereinafter referred to as the “Commission”) is the international organization established to carry out the effective implementation of the global verification system foreseen under the Comprehensive Nuclear-Test-Ban Treaty (CTBT), which is the Treaty banning any nuclear weapon test explosion or any other nuclear explosion. The Treaty provides for a global verification regime, including a network of over 300 stations worldwide, a communications system, an international data centre and on-site inspections to monitor compliance.

The Headquarters and the International Data Centre (IDC) of the Preparatory Commission are in Vienna (Vienna International Centre of United Nations).

One fundamental task of the IDC is to provide States Parties with equal, open, timely and convenient access to agreed products and services to support their national CTBT verification requirements. To meet this task, the IDC performs a large fraction of the computationally intensive technical work required by most States Parties.

IDC data processing and archiving tasks are performed in a UNIX/Linux environment based on Red Hat Enterprise Linux. Most of the Commission’s mission critical IDC data is stored on a central Hitachi VSP G1000 Enterprise storage system.

2 SCOPE

The current central storage system Hitachi VSP G1000 is reaching its end-of-service life. To extend the supportability of the current central storage system, the Commission desires to engage a contractor to provide hardware and services needed for the conversion of the existing Hitachi storage from a VSP G1000 to a VSP G1500 to ensure its supportability in the near future.

The maintenance for the hardware equipment and software requested in this Terms of Reference will managed in an existing support contract and is out of scope of this ToR.

3 HARDWARE All necessary hardware items and services needed to successfully conduct the conversion of the Commission’s current VSP G1000 to a VSP G1500 as described in the scope must be included in the offer (MP-Boards, cables, installation, etc).

4 SOFTWARE All necessary software and licenses needed to successfully conduct the conversion as described in the scope must be included in the offer.

Upgrade of Hitachi G1000 storage system October 2019 Page 2 of 2

5 SERVICES

5.1 Delivery and Installation

Delivery shall be arranged for "in-house" delivery to the Commission’s Computer Centre in room C-1 25D. Delivery vehicles shall be equipped with lifting tailgates. All equipment shall be unboxed outside the computer room. No packing material is allowed inside the computer room. Empty packing material must be disposed by the Contractor.

All ordered equipment shall be installed in the CTBTO computer room C-1 25D.

A conversion plan in the form of a step-by-step guide must be included in the proposal.

It is the Commission’s understanding that the conversion will be an online action with no downtime needed and minimal performance implications. The Contractor shall specify the worst-case performance impact in the offer.

The Contractor shall test, after completion of installation, the functionality of all equipment to the satisfaction of the Commission.

The software and licenses shall be delivered electronically to the email address [email protected].

The delivery and installation shall be finished at most 3 months from the date of the contract, unless otherwise agreed with the Commission.

6 REQUIREMENTS FOR THE CONTRACTOR

The Contractor shall be a certified reseller and support partner of the equipment manufacturer.

CTBTO Member States

Afghanistan Albania Algeria Andorra Angola Antigua and

Barbuda Argentina Armenia Australia Austria Azerbaijan Bahamas Bahrain Bangladesh Barbados Belarus Belgium Belize Benin Bolivia (Plurinational State of)

Bosnia and Herzegovina

Botswana Brazil Brunei Darussalam Bulgaria Burkina Faso Burundi Cambodia Cameroon Canada Cape Verde Central African

Republic Chad Chile China Colombia Comoros Congo Cook Islands Costa Rica Cote d'Ivoire Croatia Cyprus Czech Republic Democratic

Republic of the Congo

Denmark Djibouti

Dominican Republic Ecuador Egypt El Salvador Equatorial Guinea Eritrea Estonia Eswatini Ethiopia Fiji Finland France Gabon Gambia Georgia Germany Ghana Greece Grenada Guatemala Guinea Guinea-Bissau Guyana Haiti Holy See Honduras Hungary Iceland Indonesia Iran, Islamic

Republic of Iraq Ireland Israel Italy Jamaica Japan Jordan Kazakhstan Kenya Kiribati Kuwait Kyrgyzstan Lao People's

Democratic Republic

Latvia Lebanon Lesotho

Liberia Libya Liechtenstein Lithuania Luxembourg Madagascar Malawi Malaysia Maldives Mali Malta Marshall Islands Mauritania Mexico Micronesia,

Federated States of

Monaco Mongolia Montenegro

Republic of Morocco Mozambique Myanmar Namibia Nauru Nepal Netherlands New Zealand Nicaragua Niger Nigeria North Macedonia

Republic of Norway Oman Palau Panama Papua New Guinea Paraguay Peru Philippines Poland Portugal Qatar Republic of Korea Republic of Moldova Republic of Niue Romania Russian Federation Rwanda

Saint Kitts and Nevis Saint Lucia Saint Vincent and

the Grenadines Samoa San Marino Sao Tome and

Principe Senegal Serbia, Republic of Seychelles Sierra Leone Singapore Slovakia Slovenia Solomon Islands South Africa Spain Sri Lanka Sudan Suriname Sweden Switzerland Tajikistan Thailand Timor-Leste Togo Tunisia Turkey Turkmenistan Tuvalu Uganda Ukraine United Arab

Emirates United Kingdom United Republic of

Tanzania United States of

America Uruguay Uzbekistan Vanuatu Venezuela Vietnam Yemen Zambia Zimbabwe

STATEMENT OF CONFIRMATION On behalf of (name of firm or organization): _______________________________, I hereby attest and confirm that: a) The firm/organization possesses the legal status and capacity to enter into legally binding

contracts with the Commission for the supply of equipment, supplies, services or work.

b) The firm/organization is not insolvent, in receivership, bankrupt or being wound up, and not under administration by a court or a judicial officer, and that it is not subject to the suspension of its business or legal proceedings for any of the foregoing reasons.

c) The firm/organization has fulfilled all its obligations to pay taxes and social security contributions.

d) The firm/organization has not, and that its directors and officers have not, within the last five years been convicted of any criminal offense related to professional conduct or the making of false statements or misrepresentations as to their capacity or qualifications to enter into a procurement or supply contract.

e) The Commission, in the event that any of the foregoing should occur at a later time, will be duly informed thereof, and in any event, will have the right to disqualify the firm/organization from any further participation in procurement proceedings.

f) The firm/organization did not/will not attempt to influence any other bidder, organization,

partnership or corporation to either submit or not submit a proposal/bid/quotation;

g) The firm/organization will not, in the absence of a written approval from the Commission, permit a person to contribute to, or participate in, any process relating to the preparation of a Quotation/Bid/ Proposal or the procurement process if the person:

a. at any time during the 12 months immediately preceding the date of issue of the

Solicitation was an official, agent, servant or employee of, or otherwise engaged by the Commission;

b. at any time during the 24 months immediately preceding the date of issue of the Solicitation was an employee of the Commission personally engaged, directly or indirectly, in the definition of the requirements, project or activity to which the Solicitation relates.

h) Neither the organization/firm, its parent entities (if any), nor any of its subsidiary or affiliated

entities (if any) have been identified on, or associated with any individual, groups, undertakings and entities identified on, the list established pursuant to the UN Security Council Resolution 1267 (Consolidated Sanctions List).1

i) Neither the organization/firm, its parent entities (if any), nor any of its subsidiary or affiliated

entities (if any) are subject to any form of sanction imposed by an organization or body within the United Nations System, including the World Bank.

1 The Consolidated United Nations Security Council Sanctions List can be found on the following website: https://www.un.org/securitycouncil/content/un-sc-consolidated-list

j) Neither the organization/firm, its parent entities (if any), nor any of its subsidiary or affiliated

entities (if any), is engaged in any practice inconsistent with the rights set forth in the Convention on the Rights of the Child, including Article 32 thereof, which, inter alia, requires that a child shall be protected from performing any work that is likely to be hazardous or to interfere with the child’s education, or to be harmful to the child’s health or physical, mental, spiritual, moral, or social development.

k) Neither the organization/firm, its parent entities (if any), nor any of its subsidiary or affiliated

entities (if any) will use the funds received under contracts/purchase orders with the Commission to provide support to individuals, groups, undertakings or entities associated with terrorism.

l) The prices in the firm/organization’s proposal/bid/quotation have been arrived at

independently, without consultation, communication or agreement with any other interested companies, competitor or potential competitor with a view to restricting competition.

m) The Commission shall have the right to disqualify the firm/organization from participation in

any further procurement proceedings, if it offers, gives or agrees to give, directly or indirectly, to any current or former staff member of the Commission a gratuity in any form, an offer of employment or any other thing of service or value, as an inducement with respect to an act or a decision of, or a procedure followed by, the Commission in connection with a procurement proceeding.

n) The Commission shall have the right to disqualify the firm/organization from participation in

any further procurement proceedings if it does not disclose to the Commission any situation that may appear as a conflict of interest, and if it does not disclose to the Commission if any official or professional under contract with the Commission have an interest of any kind in the firm/organization’s business or any kind of economic ties with the firm/organization.

Name (print): _________________________ Signature: _______________________ Title/Position: ________________________ Place (City and Country): _______________________ Date: ________________________

* Please provide a copy of the most recent audited annual report and accounts. Note: Export includes services or work performed abroad or for foreign clients. **Please provide supplementary documentation on these items.

VENDOR PROFILE FORM (VPF) – FOR PRODUCTS/SERVICES/WORK

1. Name of Company:

2. Street Address:

3. Telephone:

P.O. Box : City:

4. Fax :

Zip Code : Country: 5. E-Mail :

6. Contact Person: Title: 7. Legal Status (e.g. Partnership, Private Limited Company, Government Institution) 8. Year Established:

9. Number of Employees:

10. Gross Annual Turnover (US$m)*: 11. Annual Export Turnover (US$m)*:

12. Type of Business/Products: Manufacturer Sole Agent Supplier

13. Type of Business/Services/Work: Engineering Civil Work Governmental Institution

14. References (your main customers, country, year and technical field of products, services or work): ** 15. Previous Supply Contracts with United Nations Organizations (over the last 3 years)** Organization: Value in US$ Equivalent: Year: Organization: Value in US$ Equivalent: Year: 16. Summary of any changes in your company’s ownership during the last 5 years:

* Please provide a copy of the most recent audited annual report and accounts. Note: Export includes services or work performed abroad or for foreign clients. **Please provide supplementary documentation on these items.

2

17.List of Products/Services/Work offered (please indicate the Product/Service/Work # as per attached sheet): Product/Service/Work # Product/Service/Work Description

Questionnaire completed by: 18.Name: Title: Signature: Date:

FOR CTBTO USE ONLY

19. Evaluated By: Initials Date: 20. Updated By: Initials Date: 21. Remarks: 22. Vendor Registration Number Allocated: Not Accepted:

INVITATION TOBID · (1) Invoice(s) showing the firm fixed price of the Goods and/or the Services...

Documents

Transcript of INVITATION TOBID · (1) Invoice(s) showing the firm fixed price of the Goods and/or the Services...