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EPS/QMSF-7211-2, Rev. 2
ELECTRICAL POWER DISTRIBUTION BOARDS & SWITCHGEAR LTD(EPS)
PROJECT
MODREHMANSG & S/S
CLIENT
DAR AL SALAM
OFFER REF.
P16.035.1A
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Client: DAR AL SALAM EPS Offer No: P16.035.1A
Project: MOD-REHMAN- SG & S/S Date: 17-Jan-2016
Rev: 1A 2 of 25
This document is strictly confidential and the exclusive property of EPS and neither be used nor disclosed to other parties.
REVISION DATE NAME NATURE OF MODIFICATION
1A 17-Jan-2016 SKB First Offer
Muhammad Wasif Emmanuel BoyerDepartment Manager -Contracts-ETO VP-EPSA
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Client: DAR AL SALAM EPS Offer No: P16.035.1A
Project: MOD-REHMAN- SG & S/S Date: 17-Jan-2016
Rev: 1A 3 of 25
This document is strictly confidential and the exclusive property of EPS and neither be used nor disclosed to other parties.
TABLE OF CONTENTS
ArticleNo.
Descriptions Page No.
1.
TERMS AND CONDITIONS ........................................................................................................................4
2. BILL OF PRICES ...........................................................................................................................................5
3. SCHNEIDER ELECTRIC PROJECT MILESTONES ................................................................ ..............6
4. COMMENTS AND DEVIATIONS ............................................................... ................................................7
5. EXCLUSIONS ................................................................ ................................................................. ................8
6. TECHNICAL OFFER ............................................................... ................................................................. ....9
6.1.STATEMENT OF COMPLIANCE ..............................................................................................................9
6.2.ITEMS # 01 - 13.8KV MV SWITCHGEAR MCSET QTY: 01 .......................................................... ....9
6.3.TECHNICAL SPECIFICATION .............................................................................. .................................. 10
7.
LETTER OF CREDIT FORMAT ................................................................. .............................................. 16
8. SCHNEIDER ELECTRIC SERVICES PORTFOLIO ........................................... .................................. 18
9. GENERAL CONDITIONS OF SALE............................................................. .............................................. 19
1- DEFINITIONS ....................................................... ................................................................. .............. 19
1- SUBJECT MATTER.......................................................... ................................................................. .. 19
2- SCOPE OF SUPPLY AND SERVICES ............................................................. .................................. 193- VALIDITY PERIOD ........... ................................................................... .............................................. 19
4- PRICE .............................................. ................................................................... .................................. 19
5- EQUIPMENT DELIVERY .......................................................... ......................................................... 19
6- PAYMENT CONDITIONS ........................ ................................................................... ....................... 20
7- RESERVATION FOR TITLE. ............................................................... .............................................. 20
8-
COMING INTO FORCE ........................................................................ .............................................. 20
9- TIME FOR COMPLETION ......................................................... ......................................................... 20
10- DRAWINGS AND DOCUMENTS ...................................................................................................... 20
11- SHIPMENT RELEASE ....... ................................................................... .............................................. 20
12- PACKING ............................................................................................... .............................................. 21
13- SITE SERVICES.................. ................................................................... .............................................. 21
14- INSPECTION AND TESTSFINAL ACCEPTANCE ......................................................... .............. 21
15- TECHNICAL WARRANTY ................................ .................................................................. .............. 22
16- VARIATIONS ............................................ ................................................................. ......................... 22
17- SUSPENSION ........................................................ ................................................................. .............. 22
18- CONFIDENTIALITY ......................................................................................... .................................. 23
20- LIMITATION OF LIABILITY ............................................................... .............................................. 2421- TERMINATION .......................................................................... ......................................................... 24
22-
FORCE MAJEURE.......................... ................................................................... .................................. 25
23- APPLICABLE LAW - DISPUTES - ARBITRATION................ ......................................................... 25
24- CONTRACTUAL LANGUAGE ..................................... ................................................................... .. 25
25- AGREEMENT ................................................................. ................................................................... .. 25
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Client: DAR AL SALAM EPS Offer No: P16.035.1A
Project: MOD-REHMAN- SG & S/S Date: 17-Jan-2016
Rev: 1A 4 of 25
This document is strictly confidential and the exclusive property of EPS and neither be used nor disclosed to other parties.
1. TERMS AND CONDITIONS
This offer is based on General Conditions of Sale reference enclosed herewith.
# DESCRIPTIONS VALUE OR OTHER DATAPLEASE REFER
TO GCOS
1 Total price (in SAR)
SAR 1,112,000.00
One Million One Hundred & Twelve
Thousand Saudi Riyals only
5 & 6
2 Prices validity after PO/Contract12 Months from PO/Contract date (Beyond this
period EPS has the right to modify all prices)10
3 Validity (from offer date) 4 Weeks 4
4 Incoterms Ex-work EPS 5, 6
5 Delivery period22-24 Weeks from drawing approval and cominginto force whichever is later
6
6 Delivery conditions
The delivery time mentioned above is based on:
A technically clear order, within the validityperiod of this quotation comprising full and
final information allowing us to start and
proceed uninterrupted with design and
production. The above delivery time is given in good faith,
based on present indications of workshoploading and must be confirmed when placing
an order.
Any delay in payments will delay the deliveryschedule.
7 Payment Terms30% Down payment;Balance 70% (10% at approval+60% prior todelivery)
7
8 Coming into forceContract signature or PO acceptance and Downpayment receipt
9
9 Warranty18 months from the date of delivery or 12 monthsfrom the date of completion of site testing &
commissioning.
16
10 Site services ratesInst. Supervisor = 700SAR/HourTesting Engr. = 700SAR/HourTesting Asst. = 270SAR/Hour
14
11 Cancellation Charges
- Following cancellation charges are applicable.
- 10% - Order received, work not started, materialnot ordered.
- 30% - Drawings for approval submitted.
- 60% - Approved drawings returned .Job release formanufacture.
- 80% - Material accumulated and production started.
- 100% - Manufacturing completed.
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Client: DAR AL SALAM EPS Offer No: P16.035.1A
Project: MOD-REHMAN- SG & S/S Date: 17-Jan-2016
Rev: 1A 5 of 25
This document is strictly confidential and the exclusive property of EPS and neither be used nor disclosed to other parties.
2. BILL OF PRICES
1 - Main Price
ITEM# DESCRIPTION QTYUNIT
PRICE
(SAR)
TOTALPRICE
(SAR)
1
MCSET , Metal-Clad,EVOLIS Air-insulated, Indoor IP4X, RAL 9003,13.8kV, 3P, 3W, 60HZ, 1250A @ 40C, 25kA/1sec consisting of:
06 x AD2 Cubicles VCB CB 630A (EVOLIS) Incomers.04 x AD2 Cubicles VCB CB 630A (EVOLIS) Outgoing feeders01 x TT2 measurement & earthing cubicle.
Approximately dimensions (2300 Height X 1725 Depth X 7700 Width)mm for tender purpose only.
1Lineup
1,112,000 1,112,000
TOTAL PRICE as based on comments & deviations, exclusions and technical scope
mentioned in article 3, 4 & 5Ex-Work EPS (SAR) 1,112,000
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Client: DAR AL SALAM EPS Offer No: P16.035.1A
Project: MOD-REHMAN- SG & S/S Date: 17-Jan-2016
Rev: 1A 6 of 25
This document is strictly confidential and the exclusive property of EPS and neither be used nor disclosed to other parties.
3. SCHNEIDER ELECTRIC PROJECT MILESTONES
The delivery time tabulated below is based on:
A technically clear order, within the validity period of this quotation comprising full and
final information allowing us to start and proceed uninterrupted with design andproduction.
The above delivery time is given in good faith, based on present indications of workshoploading and must be confirmed when placing an order.
Any delay in payments will delay the delivery schedule.
3.1. Non-SEC MC7
No Milestone DescriptionPre-
requisiteDuration Responsible
0 PO / Contractreceived
Valid SEoffer
T0 Client
1 PO
Acknowledgment /acceptance
Acknowledgement by EPS / receipt ofAcknowledgment /acceptance by client
PO T0+ 1W Both Parties
1 Base designsubmission
(BDS)
Including Single line diagram, Civil lay outetc.
PO Ack. T0+4W EPS
2 Base designapproval
(BDA)
Signed and stamped approval to proceedwith manufacturing from Client
BDS T0+7W Client
3 Equipment readyfor FAT (ERF)
Detailed design approval from client,equipment manufacturing +FAT
BDA T0+31W EPS
4 Equipment readyfor despatch
Packing ERF T0+33W EPS
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Client: DAR AL SALAM EPS Offer No: P16.035.1A
Project: MOD-REHMAN- SG & S/S Date: 17-Jan-2016
Rev: 1A 7 of 25
This document is strictly confidential and the exclusive property of EPS and neither be used nor disclosed to other parties.
4. COMMENTS AND DEVIATIONS
1. Offered equipments are complying with relevant IEC standards. SEC/NEMA/ANSI/IEEE standards
are not considered.
2. We received the below mentioned documents along with the inquiry from your side:
Single line drawing file
3. Offered equipments are based on our standard products & mentioned tech specifications in the
BOQ for this requirement with below mentioned comments and deviations.
4. Degree of protection is IP 4X.
5. Bottom cable entry is considered for all feeders.
6. Main busbars are bare copper and PVC insulated.
7. We proposed our multifunction relay (SEPAM, 80) and no separate relays will be provided.8. Finished colour of offered panels will be RAL9003.
9. Electrical Interlocking of Generator incomer and Seco Incomer is foreseen in our offer. ATS
via PLC is not consider in our offer. If required, variation will be applied.
10. Differential protection is not included in our offer.
11.For Generator incomers, Synchrocheck module / feature is available in Sepam 80.
Synchronizing panel or Paralleling of generator incomers, in case of any is out of our scope.
12.All Quoted Breakers are VCB EVOLIS type. Circuit breakers are with motor operating mechanism.
13.No VTs is foreseen in outgoing feeders. VTs will be provided only in incoming feeders, bus
earthing panel.
14.We have considered 2-core CTs for metering & protection with 5A secondary.
15.CV/VT exact parameters will be decided during design stage as per calculation
16.VT fuses are drawout out type. However, VTs are bolted type & can be taken out for
replacement/maintenance.
17.Separate lockout relay is not considered in our offer.
18.Digital Power meter is considered in incoming and outgoing feeders. Separate Voltmeters and
Ammeters are not considered.
19.Termination kits are not included in our offer.
20.We have considered standard routine tests. We will submit test reports for these tests.
21.Any requirement other than what is mentioned in our proposal will be subject to our confirmation.
22.Any technical changes in our proposed offer mentioned in the scope of supply, variation will be
applied.
23.Our offer is strictly limited to the bill of prices listed in article 2.
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Client: DAR AL SALAM EPS Offer No: P16.035.1A
Project: MOD-REHMAN- SG & S/S Date: 17-Jan-2016
Rev: 1A 8 of 25
This document is strictly confidential and the exclusive property of EPS and neither be used nor disclosed to other parties.
5. EXCLUSIONS
1. SCADA / BMS Systems.
2. Supply of auxiliary Power.
3. Transformers MV, LV cable boxes.
4. Type Test repetition
5. Labour on site such as Site assembly and connection
6. Installation supervision, Testing and Commissioning.
7. Site Installation works.
8. Remote Control and Indication
9. Cables, Cable termination kits, cable lugs and crimping tools
10.AC Auxiliary Power supply and AC boards
11.DC Auxiliary Power supply and DC boards
12.Site civil work
13.Any modifications works in other non-Schneider equipment
14.Any remote end modifications or site interfaces with existing equipment
15.Short Circuit and Coordination Study
16.Obtaining any approvals from SEC or other authorities
17.Spare Parts
18.Travel and accommodations costs of end clients personnel, or any non-Schneider personnel
19.As a general remark, all equipment which are not explicitly mentioned in our offer.
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Client: DAR AL SALAM EPS Offer No: P16.035.1A
Project: MOD-REHMAN- SG & S/S Date: 17-Jan-2016
Rev: 1A 9 of 25
This document is strictly confidential and the exclusive property of EPS and neither be used nor disclosed to other parties.
6. TECHNICAL OFFER
6.1.STATEMENT OF COMPLIANCE
NA.
6.2. ITEMS # 01 - 13.8KV MV SWITCHGEAR MCSET QTY: 01
MCSET, 13.8kV, 60Hz, Metal-clad, Air-insulated, Indoor IP4X, RAL 9003, 3P, 3W, 1250A, 25kA/1sec.,40C , Altitude
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Client: DAR AL SALAM EPS Offer No: P16.035.1A
Project: MOD-REHMAN- SG & S/S Date: 17-Jan-2016
Rev: 1A 10 of 25
This document is strictly confidential and the exclusive property of EPS and neither be used nor disclosed to other parties.
6.3. TECHNICAL SPECIFICATION
MCSET SWITCHGEAR TECHNICAL SPECIFICATION
GENERAL DESCRIPTION
This offer is for the supply of MCset equipment for indoor installation.MCset is a range of functional units each made up of:
a prefabricated air insulated panel in a metal enclosure of the Metal clad type
withdrawable switchgear using SF6 as the breaking medium (circuit-breaker, contactor),
a protection and control system including a SEPAM protection and control unit, current and voltagetransformers, and auxiliaries.
MCset offers a number of significant advantages, in order to reply efficiently to even the most stringent of
requirements: all commissioning and operations can be carried out from the front of each functional unit, allowing them to
be installed directly against a wall, no rear access corridors are therefore required
all operations are carried out with the envelope closed (i.e. CB extraction with door closed)
full internal arc protection according to all 6 criteria defined in the AA appendix of the IEC 298 standard
simplification of development and increased reliability through the use of functional units, made up ofelements manufactured by MERLIN GERIN which are designed to function together
very low maintenance cost and service continuity reinforced by the internal watchdogs in each functionalunit
simple and safe operation through the use of coloured mimic diagrams and a comprehensive range of
internal security functions and interlocksAPPLICABLE StandardsThe equipment proposed in this offer has been designed, manufactured, and tested according to the relevantIEC recommendations
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Client: DAR AL SALAM EPS Offer No: P16.035.1A
Project: MOD-REHMAN- SG & S/S Date: 17-Jan-2016
Rev: 1A 11 of 25
This document is strictly confidential and the exclusive property of EPS and neither be used nor disclosed to other parties.
Characteristics according to IEC standards
General characteristics
Architecture In metal enclosures, Metal clad, air insulated
(IEC 298)
Internal arc protection 25kA/1sec according to the IEC, accessibility classA. Room height should be more than 4 meter.
Protection degree IP4X (IEC 529)
Normal service conditions : Indoor equipment (IEC 294) Temperature :
- min - 5C- max +40C- average over 24 hours +35C Altitude below or up to 1000 m Humidity- over 24 hours less than or equal to 95 %- over 1 month less than or equal to 90 %
Electrical characteristics of the switchboard
I tem I
Service voltage kV 13.8
Insulation level :
Rated voltage kV 17.5Rated insulation level at power frequency kV rms 38Peak withstand voltage (1,2 / 50 s) kV peak 95
Rated frequency (power frequency) : Hz 60Hz
Short time withstand current :
1sec withstand current kA 25
Peak withstand current kA peak 63Busbar rated continuous current A 1250
EARTHING SYSTEM:
Our proposal applies to a network earthed by adjusted resistance or directly earthed
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Client: DAR AL SALAM EPS Offer No: P16.035.1A
Project: MOD-REHMAN- SG & S/S Date: 17-Jan-2016
Rev: 1A 12 of 25
This document is strictly confidential and the exclusive property of EPS and neither be used nor disclosed to other parties.
AUXILIARY VOLTAGES
for HV circuit-breaker charging motor XX VDC
for HV circuit-breaker closing-opening release XX VDC
for protection relays XX VDC
for panel anti-condensation heater 220 V 60 Hz
for LV compartment lighting 220 V 60 Hz
for motor anti-condensation heater 220 V 60 Hz
GENERAL DESCRIPTION OF THE MC-set PANEL RANGE
Panels
The panels are of the Metal-clad type as per the IEC 298, i.e.:
The external enclosure and inter-compartment partitions are metal and are earthed
Earthed steel shutters, cover the fixed contacts whilst switchgear is disconnected
Each panel is made up of 4 electrically independent compartments, described below:
Switchgear compartment
This compartment is closed by a door and contains:
The breaking or switching unit, in either the disconnected, in service or test position
The units disconnecting / connecting mechanism
The shutter opening / closing mechanism
The connecting plug for the units electrical control signals
Lower compartment
In accordance with the type of cubicle this compartment may contain:
The MV cable connection pads or the lower busbars
The capacitive dividers which indicate voltage presence The earth switch (with making capacity)
The current transformers
The compartment containing the voltage transformers withdrawable by means of their withdrawable fuses
Busbar compartment
It contains:
The main busbars
The bushing which also serve as busbar supports
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Client: DAR AL SALAM EPS Offer No: P16.035.1A
Project: MOD-REHMAN- SG & S/S Date: 17-Jan-2016
Rev: 1A 13 of 25
This document is strictly confidential and the exclusive property of EPS and neither be used nor disclosed to other parties.
The low voltage compartment
It contains:
The protection and control unit The control synoptic
The test plugs
The low voltage auxiliaries, including the MCBs
Switchgear unit
LF circuit-breakers
The circuit-breakers use SF6 as insulating and interrupting medium and are of the sealed pressure system typein accordance with IEC definition, i.e. no need for SF6 refilling throughout the life of the unit, predicted asbeing 30 years.It is equipped with an electrical stored energy operating mechanism, opening and closing mechanisms and
auxiliary contacts for position indication.The circuit breaker can be positioned as follows:
in the service position ("connected") in the switchgear compartment,
in the test position ("disconnected") in the switchgear compartment,
in the withdrawn position ("extracted") by means of a truck which also enables the unit to be lowered toground.
Cable Earthing
Cable earthing is achieved by means of an interlocked earthing switch located in the cable compartment andoperated from the front of the panel.
The earthing device is of the quick make type, and is able to make against the rated short-circuit current.
3 lamps situated next to the operating handle of the earthing switch, and connected to capacitive dividers,indicate whether cables are live or not.
Busbar Earthing
Busbar earthing is achieved by the earth switch provided in busbar VT panel.
Protection and control system
Each functional unit in the MCset range is equipped with a protection and control system adapted to thefunction required. The standard system, incorporating our SEPAM 2000/1000 range is described below ingeneral.
SEPAM protection and control unit Catalogue Ref: PCRED301004EN/1 (ART 08533) 02-2002The Sepam combines in a single unit all control, protection and measurement functions:
the protection relays
the measurement indicators
energy meters
alarms and indication lamps
control logic
Remote control interfaces (optional).
Protection
The Sepam covers the entire range of protection functions required (current, voltage, directional, restrictedearth fault etc.,) for all application: networks, busbars, transformers, motors, etc.
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Client: DAR AL SALAM EPS Offer No: P16.035.1A
Project: MOD-REHMAN- SG & S/S Date: 17-Jan-2016
Rev: 1A 14 of 25
This document is strictly confidential and the exclusive property of EPS and neither be used nor disclosed to other parties.
Each function allows for a wide range of protection curves and a wide adjustment range.
Measurement
The Sepam allows for dynamic measurement of current and voltage, as well as energy and power consumption
(active and reactive).It provides excellent measurement precision (below 1% for current measurement). Measurements are displayed
on a LED screen in the SEPAM unit.
Information display
The display gives information on the status of alarms, as well as faults and changes of state.
Communication (Not included in this offer)
The SEPAM can be fitted with an optional communication module, which uses the J-Bus or FIP protocol. Thelatter is simple, economical, and easy to connect.This powerful communication system can be linked to existing on site supervisors or computers.It also allows for:
remote metering
remote control
data logging
network management
Current transformers
The current sensors used for protection are conventional types. They are fully adapted for use with the SEPAM
units.The conventional current transformers are dry cast resin types. They comply with IEC standards and areinterchangeable with transformers whose dimensions respect the DIN standard.
Voltage transformers
The voltage transformers are conventional and in conformity with DIN and IEC standards. They arewithdrawable type protected by fuses on the primary. Fusion of fuses is shown by means of a mechanicalindicator.They can be mounted for voltage measurement of:
cables, in the incomer functional units
busbars in the following functional units : BB-V or BS-B
Low voltage wiring
Low voltage wiring is self-extinguishable, 1000V grade, insulated with black PVC.
current circuits : 2.5 mm
voltage circuits : 1.5 mm
Wire identification is in conformity with the wiring diagrams and uses a bi-directional system.Each wire extremity is equipped with a crimped connector.The inter-panel cabling is connected to terminal blocks arranged in rows situated on the top of the LVcompartments. These terminal blocks are identified by labels in conformity with the wiring diagrams and arealso used for connection between the switchboard and any eventual remote control devices.
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Client: DAR AL SALAM EPS Offer No: P16.035.1A
Project: MOD-REHMAN- SG & S/S Date: 17-Jan-2016
Rev: 1A 15 of 25
This document is strictly confidential and the exclusive property of EPS and neither be used nor disclosed to other parties.
ANTI CORROSION PROTECTION AND FINISHING
In order to allow equipment to be installed under severe climatic conditions, the following measures are
systematically adopted: The visible external surfaces on the front of the panels are made of electro-plated sheet steel (zinc thickness
: 3m)
The painted surfaces are cleaned prior to painting using a phosphate cleaning treatment. The paint itself is apolymerized epoxy polyester powder mix (the average thickness of the polymerized film is 50m). Thepaint color is RAL 9003 (off-white).
For all other surfaces, continuous hot galvanized sheet metal is used (average zinc thickness 20m) whichhas undergone a chrome passivation finishing treatment.
TESTS
Routine factory testing, in accordance with IEC standards, is provided for in this offer and includes the
following: Check of conformity with wiring diagrams and plans,
Mechanical operation tests and checking of interlocks
Testing of the inter-changeability of moving parts
High voltage dielectric tests at the power frequency
Low voltage dielectric tests
Low voltage functional checkingType tests will not be performed on the equipment, however, type test reports of similar panels can beprovided on request.
DRAWINGS AND DOCUMENTS
The following drawings and documents will be provided after order. Civil Engineering work guide lines
General Outline and layout drawing
Single line diagram
Schematic diagram
List of recommended spares
Maintenance Instruction Manual
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Client: DAR AL SALAM EPS Offer No: P16.035.1A
Project: MOD-REHMAN- SG & S/S Date: 17-Jan-2016
Rev: 1A 16 of 25
This document is strictly confidential and the exclusive property of EPS and neither be used nor disclosed to other parties.
7. LETTER OF CREDIT FORMAT
5/18/2015
S
STANDARD LC CONDITIONS (DOMESTIC LCs)
FORM OFDOCUMENTARYCREDIT IRREVOCABLE
STATUS OFCREDIT CONFIRMATION NOT REQUIRED
DATE OF ISSUE AS PER CONTRACT
DATE OFEXPIRY AS PER CONTRACT
NAME OFBENEFICIARY ELECTRICAL POWER DISTRIBUTION BOARDS
(NO OTHER NAMETO BE MENTIONEDIN LC) AND SWITCHGEAR LTD.,
P.O.BOX 89249
RIYADH 11682, K.S.A.
TEL 4981515 FAX 4983827
CURRENCY &AMOUNT AS PER CONTRACT
ADVISINGBANK BANQUE SAUDI FRANSI, NEW INDUSTRIAL CITY BRANCH, RIYADH
A/C NO. 519 516 00179
OR
SAUDI BRITISH BANK, RIYADH MAIN BRANCH A/C NO. 001 019512 001
CREDIT AVAILABLEWITH SAUDI BRITISH BANK, RIYADH (OR BANQUE SAUDI FRANSI, RIYADH)
BY DRAFTDRAWN AT SIGHT (OR AT ___ DAYS AFTER DELIVERY, IF CREDIT AGREED)
DRAWEE ISSUING BANK
LATEST DELIVERYDATE AS PER CONTRACT
DELIVERYTERMS EX-WORKS , RIYADH ( OR AS PER AGREEMENT)
PARTIALDELIVERY PERMITTED
TRANSHIPMENT NOT ALLOWED
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Client: DAR AL SALAM EPS Offer No: P16.035.1A
Project: MOD-REHMAN- SG & S/S Date: 17-Jan-2016
Rev: 1A 17 of 25
This document is strictly confidential and the exclusive property of EPS and neither be used nor disclosed to other parties.
NEGOTIATION OFDOCUMENTS AT ANY TIME DURING THE VALIDITY OF LC
DOCUMENTS FORNEGOTIATION SIGNED COMMERCIAL INVOICE (ORIGINAL)
SIGNED DELIVERY NOTE (ORIGINAL) COUNTERSIGNED BY OPENERS
OTHER DOCUMENTS, IF ANY AS PER CONTRACT
CLAUSE (A)
"IN THE EVENT OF APPLICANTS AUTHORIZED REPRESENTATIVES FAIL TO
COUNTERSIGN THE DOCUMENTS REQUIRED IN THE L/C WITHIN (15) DAYS FROMTHE DATE OF DISPATCH OF ORIGINAL DOCUMENTSTO APPLICANTS OFFICE. BENEFICIARY IS PERMITTED TO NEGOTIATE
THE DOCUMENTS WITHIN THE VALIDITY OF THE CREDIT WITHOUT THECOUNTERSIGNATURE OF THE APPLICANTS AUTHORIZEDREPRESENTATIVE ON THE DOCUMENTS REQUIRED.
IN SUCH CASE, BENEFICIARY SHOULD PRESENT COPY OF THE COURIER WAY BILLEVIDENCING
DISPATCH OF DOCUMENTS TO APPLICANT 15 DAYS PRIOR TO PRESENTATION OR -ACKNOWLEDGEMENT OF DOCUMENTS BY THE APPLICANT EVIDENCING BY
APPLICANTS STAMP AND DATE ON THE COPIES OF DOCUMENTS PRESENTED."
CLAUSE (B) LATE PRESENTATION IS ACCEPTED
CHARGES ALL LC CHARGES TO BE PAID BY OPENER
APPLICABLELAW SAUDI LAW
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Client: DAR AL SALAM EPS Offer No: P16.035.1A
Project: MOD-REHMAN- SG & S/S Date: 17-Jan-2016
Rev: 1A 18 of 25
This document is strictly confidential and the exclusive property of EPS and neither be used nor disclosed to other parties.
8. SCHNEIDER ELECTRIC SERVICES PORTFOLIO
Installation & Commissioning
Because without these, you increase the risk of start-updelays and premature equipment failure.
Technical training
Having well-trained employees is key to the long-term health
of your electrical distribution equipment.
On-demand maintenance
You need to adopt the right best practices and minimize
downtime, while working with limited budgetary and
maintenance resources.
Installation assessmentFor a comprehensive assessment and a clear analysis of the
results.
Maintenance Services Contracts
To prevent such issues, these contracts can focus on
predictive and preventive maintenance that is specifically
tailored to your site and processes.
Warranty extension
A warranty extension will be proposed if your installation is
checked by us before being commissioned.
Circuit breaker-contactor diagnosis
Throughout the life of the equipment, it is possible to carry
out routine measurement of its characteristics in order to
optimize maintenance.
This service may be part of a global installation maintenance
contract.
Help with preventive maintenance
A Maintenance & Services guide is available and gives the
most important general instructions to:
Reduce equipment wear and tear (and/or failure)Ensure that the equipment is safe during all installation,
repair and servicing operations
In the pages of this guide, all the information needed for:
Operation control mechanisms, insulating materials and
vents, power circuits, auxiliary circuits
Recommended frequency for interventions is according to
operating conditions:
Normal, in a corrosive atmosphere, for marine use
Schneider Electric Services
by yourside throughout the life of yourinstallationTo learn more do not hesitate to visit our site:
Services/Electrical Distribution Serviceswww.schneider-electric.com
Regional Sales Offices:
Riyadh 011 291 2877Jeddah 012 697 7723AlKhobar 013 896 0910
http://www.schneider-electric.com/http://www.schneider-electric.com/http://www.schneider-electric.com/ -
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Client: DAR AL SALAM EPS Offer No: P16.035.1A
Project: MOD-REHMAN- SG & S/S Date: 17-Jan-2016
Rev: 1A 19 of 25
This document is strictly confidential and the exclusive property of EPS and neither be used nor disclosed to other parties.
9. GENERALCONDI TIONS OF SALE
1- DEFINITIONSIn this Tender (as hereinafter defined) the following
words and expressions shall have the meanings hereby
assigned to them, except where the context otherwiserequires:- The Supplier: Electrical Power Distribution Boards& Switchgear Ltd (Can be quoted as EPS), with head
office at Riyadh (Saudi Arabia), C.R. No. 1010064609- The Client:The party who inquire this offer.- Party/Parties: means Client and/or Supplier as thecase may be.- Tender/offer: Means the present documentsattachedhereto, which are deemed as an integral part hereof.This document and its appendices constitute the entire
understanding between the Parties and supersede any
prior communications, representations or agreement,whether oral or in writing.- In case of a discrepancy or contradiction between thepresent document and the appendices, the provisions of
the present document shall prevail.- No change or/and additions in the wording of the
tender shall be binding upon the parties unless made inwriting and signed by a duly authorized representative ofeach party.
- Equipment: Means the equipment to be supplied bythe Supplier Based on this offer.- Incoterm: Means the current edition of the
International Commercial Terms published by theInternational Chamber of Commerce for year 2010.- Service(s): Means services provided by the Supplieraccording to the scope of work stated herein (ifServices are part of present tender), including
supervision of installation and or site testing andcommissioning (if Services are part of present tender)- Offer: means the present document and the appendixattached hereto, which are made an integral part hereof,
as originally signed only by Supplier as an offer.
1- SUBJECT MATTER- This Offer defines the terms and conditions under
which Supplier will supply to Client the Equipmentsand Services (if Services are part of present Tender)
- The terms of this Tender are deemed included in anyorder made in its application and replace any generalterms of the Parties such as those, without limitation,
that may be found with the Parties standarddocuments.
- The present Commercial offer can be considered asan agreement engaging the parties hereto, if one ofthe following conditions is fulfilled:
Signature of a subsequent contract.
Receiving the acceptance letter sent by theClient.
Supplier receives a purchase order.
- Accordingly, this offer is not binding to Supplierunless the above conditions stated herein aremutually met.
2- SCOPE OF SUPPLY AND SERVICES- The Supplier undertakes to supply the Equipment &
Services according to this offer.- Generally, any supplies, engineering or services not
stipulated clearly herein or to the appendicesattached hereto, are excluded from our scope andresponsibilities.
- In case of award of a contract/purchase order, it shallbe bound by our general terms and conditions
attached herein and their appendices.
3- VALIDITY PERIOD- This offer is valid for acceptance during its validityperiod. An extension to the validity period may beadded for another 4 Weeks, on the condition that
Supplier explicitly expressing his consent to do so inwriting, upon the request of the Client. Beyond thisdate, the supplier is entitled to review / modify /cancel the prices and / or conditions of this offer.
4- PRICE-- Our prices are meant:
In Saudi Riyal (SAR) currency of account andpayment.
Price doesn't include any Taxes or customs
duties. Incoterm, packing and delivery periods as
defined.
- Site services rates (if Services are part of presentTender) shall not be changed provided it starts,without hindrance after the completion in due time
of any preparatory work to be performed by theClient, and not later than 12 months from coming
into force.- In case, Site services have not started within the
aforesaid time-limit, Supplier has the right to adjustthe present rates, terms and conditions and
communicate such changes to Client for agreement.
- Prices stated in this Clause are established in
accordance with the regulations in force at the dateof issuance of the offer. In the case of changes in
regulations, which may affect Supplier in theperformance of its obligations, the amount of anyresulting increase shall be added to the offer price.
5- EQUIPMENT DELIVERY- The Equipment shall be delivered as specified in this
offer from the date of Technical Approval of Base
design submittal.- After receiving Equipment by the client, the risks of
loss or damage to the Equipment shall pass to theClient according to this Incoterm.
- Anomalies other than the ones identified on theattached documents will be considered as void if not
GENERAL CONDITIONS OF SALE
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Client: DAR AL SALAM EPS Offer No: P16.035.1A
Project: MOD-REHMAN- SG & S/S Date: 17-Jan-2016
Rev: 1A 20 of 25
This document is strictly confidential and the exclusive property of EPS and neither be used nor disclosed to other parties.
reported within 21 days from the date of receipt of
goods.
6- PAYMENT CONDITIONS- 30.00 % of the total price along with the order as
down payment by certified cheque or bank transfer.- 70.00 % through confirmed documentary credit
opened in our favour within one month from the dateof order, payment schedule as per below:
10.00 % of the total price after base designdrawings approval date payable within 30 daysagainst commercial invoice signed by authorized
signatories.
60.00 % of the total price prior to deliverypayable within 30 days upon presentation of
commercial invoice and delivery note,- Settlement of invoices shall not be linked to any
payment due to Client by a third party (public orprivate).
- For any delay in payment, service charges foraccount handling shall be claimed by EPS and paid
by Client at a rate of 0.5 % per month of delayedamount.
- Should the delay in payment exceed 30 days, theSupplier may cancel the offer/contract for reasons
attributable to the Client and at Client costs, eightdays after having sent formal notice which remainsineffective.
- The foregoing provisions shall apply withoutprejudice to any and all damages which may beclaimed by the Supplier.
7- RESERVATION FOR TITLE.8.1 The ownership of the equipment shall be transferred
to Client once total payment of the Price is fully settledby the Client to the Supplier.8.2 In case that the payment of Equipment, which issubject hereof is not fully paid, the Supplier is entitled to
return such Equipment to his own premises at Riyadh atthe Clients own expenses.8.3 If the products have been processed or incorporatedin other equipments, the Supplier shall own a lien on theprocessed products or on the equipments into whichproducts have been incorporated until full payment of
the price. The Client undertakes to mention the existence
of this reservation of title to third parties to whom/whichit may sell the products either as is orincorporated in asystem.
8.4 Should products be returned under this Article, anydown payments received by the Supplier shall beacquired by it, without prejudice to any and all damages
which the latter may claim.
8- COMING INTO FORCE- The offer will be considered effective and will
culminate into a Contract only when the followingconditions are fulfilled:
Signature of the contract by both parties ,Signature by two parties or acknowledgment byEPS of Purchase Order.
Receipt of down payment.
Letter of credit in the form acceptable to EPSissued within (2) weeks after the issuance ofpurchase order.
- Should such conditions not be fulfilled within 4weeks after the Offer has been awarded, the Suppliershall have the right to extend the period of 4 weeksto any period deemed necessary by the Supplier at its
sole discretion. In case, period for fulfilment of
conditions is not extended by Supplier or noagreement is reached between the Supplier andClient even within extended period, then in such
event, neither Party shall be liable to the other forany expenses or damages.
9- TIME FOR COMPLETION- Suppliers scope covered under present Tender is to
be completed within 12 months from coming into
force . If the delay in completion is caused due to
Client, the supplier is entitled to review / modify the
prices and / or conditions of delayed equipment orservices.
10- DRAWINGS AND DOCUMENTS- The Client shall supply all the documents and
information required for the issuance of shop
drawings and all other technical documents relatedto executions
- Equipment delivery is linked to documents approval,
which should be done within a reasonable time. Any
delay in approval can induce delay in delivery.- Any drawings, designs, technical documents, know-
how and confidential information whether patentedor not submitted to the Client prior or subsequent to
the effectiveness of the Contract/Purchase order
shall remain the exclusive property of the Supplier.The Client shall not make use of such studies,drawings, documents, know-how and information
other than for the purposes of this document, i.e. forauthorized operating, maintaining, adjusting, andrepairing the Equipment supplied. The Client shallnot without the prior written
- consent of the Supplier disclose them to any thirdparty, either in whole or in part, failing which Clientwill compensate Supplier for such misuse and abuseof the proprietary rights of Supplier.
11- SHIPMENT RELEASE- Shipment release to be issued by the Client within
one week from Final Acceptance In case , thedelivery of the Equipment is delayed for reasons notattributable to Supplier, including in the event thatClient does not take delivery of the Equipment
within the period of one months after it has beenduly accepted, the Supplier shall arrange storage, atthe Client's own risks and expenses (1% per week ofstorage of the value of stored equipment). In suchcase, a certificate of storage, either within Suppliers
premises or that of an agreed third party shall be
issued in place of the delivery document forpayment.
- If such storage period lasts more than 3 months, theSupplier has the right to terminate the contract/purchase order if the Client does not take his
Equipment for above mentioned 3 months.
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Client: DAR AL SALAM EPS Offer No: P16.035.1A
Project: MOD-REHMAN- SG & S/S Date: 17-Jan-2016
Rev: 1A 21 of 25
This document is strictly confidential and the exclusive property of EPS and neither be used nor disclosed to other parties.
- The supplier has the right to charge all damages andcosts to the Client and confiscate the advancepayment. The said damages and costs to be deductedfrom amount prepaid by the Client. Supplier has the
right to claim for indemnification if prepaid amount
does not cover the damages and costs. In this case,the Supplier shall have the right to resell theEquipment to any other third party.
12- PACKING- Packing, unless otherwise specified, will be
according to the supplier standard packing
specification. Any request from the Client forpacking modification other than that which theSupplier usually uses shall be charged to the Client.
Under no circumstances shall the Supplier take-back
packaging.- Client has to arrange storage facilities that are free
from water, humidity, sand, as well as excessive heat
or cold. Packing is non-returnable.
13- SITE SERVICES- The erections and installation shall be carried out by
skilled labor of the Client or its sub-contractorsunder Supplier supervision (if Services are part of
present Offer/ Tender). Supplier shall perform theirduties with all relevant ability and care, in
accordance with the usual practice.- During the performance of the Services, the
personnel of Supplier working on the site shallfollow any site regulation submitted in writing by
Client and agreed by Supplier.
- The Client shall give Supplier at least a thirty (30)days written notice of the date set for the start of the
supervision services and provide Supplier withnecessary information concerning the local laws,regulations and ordinances applicable to the works atsite, work and residence and concerning permits for
Supplier's personnel as well as temporary
importation license for supervisors' tools. Therelated expenses and delays shall be supported bythe Client, if any.
General Sales Conditions for Supervision of
Installation and Testing & Commissioning; (If Services
are part of present offer/ Tender )
1. WORKING CONDITIONS
The work shall not be carried out in unhealthy or
dangerous surroundings.
Our employees shall be provided with suitable andconvenient board and lodging in the neighbourhoodof the site.
2. ERECTION & TESTING SERVICES
The purchaser shall fulfil the following conditions
2.1 Supervision only
(a) Travel
All travelling expenses incurred by supplierfor its employees and the transport of
equipment and personal effects inaccordance with the specified method andclass of travel.
(b) Accommodation and Boarding
All living expenses including anyappropriate allowance of suppliers
employees for each day of their absence
from Head Office including non-workingdays and holidays.
(c) Daily Rates
The daily rates as defined in the price
schedule will apply. Overtime and workson Fridays, Holidays and at night will becharged at the special rates specified in thePrice Schedule.
(d) Time spent on the following will also
apply
- Preparation and formalities incidental tooutward and homeward journeys.
- Time spent on outward and homewardjourneys.- Daily travel between lodging and site ifthe travel extends beyond 30 minutes.
- Waiting time when work is prevented bycircumstances for which we are not
responsible.(e) Sickness
In the event of total suspension of work dueto sickness, the full wages and allowancesshall be paid during the sickness.
(f) Assistants
Skilled Assistants to be provided free ofcharge by the client
(g) Liability
The fact that Supervisor from us is on the
site does not alter the responsibilitiesassumed by the client for this Project.
Suppliers liability is not covered for:- Work performed prior to our approval
- Work performed on non guaranteedmaterial or on material not supplied by us.
2.2 Lump sum
When work is carried out on Lump sum basis,
the quoted price includes all the items specified
in Clause 2.1 above. If the Erection, Testingand Commissioning is prolonged for anyreason for which the client or any of hiscontractors other than the supplier is
responsible and as a result if suppliers work issuspended or added to, a charge will be made
for any idle time, any extra work,
14- INSPECTION AND TESTSFINALACCEPTANCE
(Applicable only for Local Equipment in KSA)15.1 ROUTINE TESTS
The routine tests will be carried out as per therelevant standards in Schneider Electric EPS
FactoryRiyadh - Saudi Arabia
15.2 FINAL ACCEPTANCE
i. The final acceptance of the Equipment is performedat the Factory through Factory Acceptance Tests(FAT). Supplier shall give Client fifteen (15) daysprior written notice by acknowledgment of receipt,
by written notice, or by fax about the date of thisfinal inspection.
ii. If the Client fails to attend at the time and place
appointed, the Supplier shall be entitled to proceed
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Client: DAR AL SALAM EPS Offer No: P16.035.1A
Project: MOD-REHMAN- SG & S/S Date: 17-Jan-2016
Rev: 1A 22 of 25
This document is strictly confidential and the exclusive property of EPS and neither be used nor disclosed to other parties.
with the FAT in his absence. The tests shall then be
deemed to have been made in the presence of theClient and their results shall be accepted as accurate.
iii. Factory Acceptance Tests report will be issued andsigned by both Parties representatives, or, if the
Client duly informed by the Supplier as per above,does not attend such inspection, the Report will besigned only by the Supplier and becomes effective asacceptance.
iv. After the final Inspection has been duly performedand FAT Report signed as per above, the Equipment
shall be deemed duly accepted by the Client andready for packing and delivery.
15- TECHNICAL WARRANTY- The Supplier undertakes to remedy any defect
resulting from faulty design, bad material or poorworkmanship for a period of 18 months from thedate of delivery of the Equipment or 12 months from
the date of completion of site testing andcommissioning (if Services are part of present
Tender) , whichever occurs earlier.- In order to be able to avail himself of his rights
under this clause, the Client shall notify the Supplier
in writing within a period of 7 days from theappearance of the defect and provide the Supplierwith every assistance in order to remedy them;moreover, and shall give Supplier full opportunity of
inspecting and remedying.- Upon receipt of such notification, Supplier shall
within a reasonable period of time and at its ownexpense repair, modify or replace, at its option and
as it deems necessary, the defective Equipment orpart thereof. Replaced parts once again become the
Suppliersproperty and shall be returned to it at atthe Clients expense with 30 calendar days as of the
point in time the relevant product appears to bedefective; the Seller shall pay for the carriage ofreplacement products or those having been repaired.Failure by the Client to return the alleged defaulting
product with the above 30 day period would allow
the Supplier to invoice the replacement product orthe cost of the repair.
- Any Equipment or part of Equipment supplied inreplacement of a defective one shall be delivered tothe Client according to this offer/ Tender terms andconditions.
- This remedy shall only apply to defects that appear
under normal operation and proper use, and providedthat the Client has fully complied with the Supplier'sadvice and guidance relating to storage, installation,operation and maintenance of the relevantEquipment.
In particular, the remedy does not cover defects arisingfrom improper storage, non compliance with Suppliersinstructions for installation or energizing, the productshave not been maintained according to Supplier's
instructions, if changes or additions are made to theproducts by the Client without suppliers express
agreement, force Majeure eventsalterations/modifications or repairs carried out by theClient without the Supplier's consent in writing, normal
wear and tear, or any other cause exterior to the relevant
Equipment, nor shall it apply to defects arising either
from Equipment/materials supplied by the Client or froma design requested by the Client and more generally, forany incident for which the Supplier is not liable.
- In the case where Supplier incorporates into theEquipment some systems or equipment that Supplierdid not manufacture, the scope and duration of theremedy shall be as per those granted by theirmanufacturer or seller.
- Under no circumstances does the warranty coverthe expenses relating to searching for the defective
item on-site, to dismantling and reassembling theproduct in its environment.
- If, owing to the nature of the products, the repairwork has to be carried-out on-site, the Suppliershall assume the labour expenses relating to suchrepair work (with the exception of waiting time and
expenses incurred due to the products not beingmade available).
- The above remedy is stated in lieu of and replacesany other express, implied or statutory warranty
including without limitation any warranty of fitnessfor purpose, merchantable quality or hidden defect.
- The repairing of, changes to, or replacement of theproduct or part of it during the warranty period
shall in no case cause the product-warranty periodto be extended.
- The Supplier does not provide any guarantee as tothe products capacity to achieve the targets which
the Client sets for itself, from the moment that suchtargets have not been expressly accepted by the
Supplier.
16- VARIATIONS- Should during the performance of the project, the
Supplier be directed by notice of the Client in
writing to alter, amend or otherwise vary any part ofthe specifications, the design, or the Equipment, theSupplier will submit an estimation of the effect ofany such modification in the tender price and/or on
the delivery schedule.
- Such variation shall only become effective uponreceipt of a written change order to proceed dulysigned by both Parties and of the corresponding
down payment, if any.
17- SUSPENSION- In case of suspension of the Contract by the Client,
any reasonable charges or expenses incurred inconnection therewith shall be borne by the Clientwho shall reimburse the Supplier forth with upon
submission of the relevant invoices.
- Said charges and expenses shall include but not belimited to handling, storage, insurance and labourcosts incurred by Supplier and its sub-suppliers or
sub-contractors, financial costs such as extension ofthe validity periods of documentary credit, banks
guarantees and insurance policies if any and moregenerally financial consequences resulting from theextension of time for completion, travel and living
expenses of the personnel involved in the services ifany.
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Client: DAR AL SALAM EPS Offer No: P16.035.1A
Project: MOD-REHMAN- SG & S/S Date: 17-Jan-2016
Rev: 1A 23 of 25
This document is strictly confidential and the exclusive property of EPS and neither be used nor disclosed to other parties.
- Should suspension lasts for more than 90 (ninety)days, then Supplier shall be entitled to terminate thecontract and shall be indemnified as per clause.
18- CONFIDENTIALITY
- Where the Parties have signed a non disclosureagreement prior to this Tender, such non disclosure
agreement shall continue to apply as per its terms toany Confidential Information received in connection
with or arising out of this Contract.- Where the Parties have not signed such non
disclosure agreement, then the rest of this Article 17
shall apply as follows.- Confidential information of a Party shall mean
commercial, financial or technical information as
industrial and intellectual proprietary rights to all
information however it was disclosed orally or bydemonstration, documentation prices , trademarks ,drawings , The technology and know-how, whether
patented or not, which is incorporated into theproducts and/or Equipments, patents , trade names
and equipments which may be made available as aresult of the present Offer and/or the subsequentContract, communicated or received by the other
Party in the context of the commercial offer made orexecution stage for any subsequent relatedcontracts/purchase orders whether disclosed orally,in writing, electronically or through any other means
or support (hereinafter Confidential Information).- The following shall not constitute Confidential
Information:
information that is in the public domain throughno fault of the receiving Party,
information already known or developedindependently by the receiving Party without
reference being made to the ConfidentialInformation, the receiving Party being held to
prove the existence of such independentdevelopment.
Information received by a third party that isitself not in breach of confidentialityundertakings towards disclosing Party.
- Each of the Parties shall keep on the basis of strictconfidence any Confidential Information received
from the other disclosing Party pursuant to the thisoffer/ tender and/ or subsequent Contract, and shallnot avoid disclosure to any third Party without theprior written consent of the other Party.
- The Parties undertake that their employees and sub-contractors shall abide by the terms of thisconfidentiality clause.
- Upon termination or expiry of this offer/tender, theClient shall return to the Supplier all documentswhich the Client may have received from theSupplier and simultaneous to such return the Clientshall destroy all copies or reproductions which he
may have made of such documents.
- The Client acknowledges that any usage ordisclosure in a non compliant manner of theproprietary information, documents, materials,
trademarks, drawings, trade name, patents orConfidential Information of the Supplier, shall give
the right to the Supplier to claim for damages
resulting from such disclosure or usage. However,
regarding third partys technology, such as software,embodied in the products (hereafter theProgram ),
- the Client is granted a non-exclusive and permanentright to use the Program for the sole purpose ofusing the
- products for the use for which they are intended.The Client undertakes to comply with the terms of
the offer and in particular with the instructions foruse of the
- Program or Suppliers technology contained in anyfurnished documentation as the case may be.
Consequently, the Client undertakes not to copy,reproduce, decompile, reverse engineer, disassembleor otherwise seek to reconstitute the source-code ofthe Program or of Suppliers technology. Should the
Buyer not fully comply with the above provisions,the Buyer shall bear all and any consequences,
including any damages whatsoever, resulting therefrom.
- This Offer and/or the subsequent Contract areneither creating any obligation to discloseConfidential Information ,nor any right to
manufacture any goods and/or spare parts to be
supplied hereunder or under the subsequent Contract, Nor granting or conferring any rights by license orotherwise in any Confidential Information, norperforming any exclusivity between the Parties
hereof.- Nothing contained in This Offer and/or the
subsequent Contract shall be construed to deem anyParty to be an agent, partner or employee of the
other, nor shall either represent to a third Party that itis the agent, partner or employee of the other in theperformance of the subsequent Contract or of anyactivities arising out of the performance hereof.
- The above confidentiality undertakings shall surviveafter the expiry or termination of the present Tenderor of any subsequent related contract(s)/purchaseorder(s) for a period of three (3) years.
19-Intellectual property
20.1 Under no circumstances is the Supplier bound to
provide its manufacturing and product-implementation
plans, even if the products are delivered with aninstallation diagram. The designs, documents and codes
forwarded to the Client, if any, shall remain Supplier'ssole property and are strictly confidential.
20.2 The technology and know-how, whether
patented or not, which is incorporated into theproducts and all the industrial and intellectual
property rights related to the products are, andshall remain, the exclusive property of theSupplier, and any information pertaining
thereto shall be considered by the client as
being strictly confidential, including theinformation set forth in the drawings anddocuments which may be provided to it.Consequently, the client undertakes not to
communicate said information, whether
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Project: MOD-REHMAN- SG & S/S Date: 17-Jan-2016
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This document is strictly confidential and the exclusive property of EPS and neither be used nor disclosed to other parties.
willingly or not, to any third party and further
undertakes to only use it for the productsoperating and maintenance requirements.Any right to manufacture spare parts, or to have
such manufactured, is hereby excluded.
The terms and conditions for using softwareand databases are set forth in the licences whichaccompany them.
However, regarding third partys technology,such as software, embodied in the products, the
Client is granted a non-exclusive andpermanent right to use the Program for the sole
purpose of using the products for the use forwhich they are intended.
The Client undertakes to comply with the
terms of the offer and in particular with theinstructions for use of the Program or
Suppliers technology contained in anyfurnished documentation as the case may be.
Consequently, the Client undertakes not tocopy, reproduce, decompile, reverse engineer,
disassemble or otherwise seek toreconstitutethe source-code of the Program or of Supplierstechnology. Should the Buyer not fully complywith the above provisions, the Buyer shall bearall and any consequences, including any
damages whatsoever, resulting therefrom.
20- LIMITATION OF LIABILITY21.1 Notwithstanding any other provision of the
Tender, the liability of Supplier for any breach
of such term shall be limited, at the option ofSupplier, to any one or more of the following:(i)if the breach related to the equipment: thereplacement of the equipment or the supply ofequivalent equipment; the repair of suchequipment; the payment of the cost of replacing
the equipment or of acquiring equivalent
equipment; or the payment of the cost of havingthe equipment repaired; and(ii)if the breach relates to services, the
supplying of the services again; or the paymentof the cost of having the services suppliedagain.
21.2 Notwithstanding any other provision of the
Tender, Suppliers liability is limited to theobligations defined in this Tender and Suppliershall not be liable to the Client or any thirdparty for any of the following damages: damageto property not the subject matter of the Offer ,
loss of profit, loss of use, loss of production,loss of contracts, or indirect, non tangible,incidental or consequential damages.
21.3 The total aggregate liability of Supplier,
whether arising in contract, tort, law orotherwise shall be limited to the invoiced Priceof the Equipment or of the Service, or part
thereof, giving rise to the claim.
Furthermore, Supplier shall not be held
responsible in case of Force Majeure
21.4 IndemnitiesThe Client shall indemnify and hold harmlessthe Supplier, the Supplier's Personnel, and theirrespective agents, against and from all claims,
damages, losses and expenses (including legal
fees and expenses) in respect of bodily injury,sickness, disease or death of any person andany damage to or loss of any tangible property,real or personal, in each case to the extent that
such damage or loss:(i) Arises out of or in the course of or by
reason of the performance of this Offer and/orContract; and
(ii) Is attributable to any negligence, wilful actor breach of the Offer and/or Contract by theClient, the Client's Personnel, their respectiveagents, or anyone directly or indirectly
employed by any of them.20.5 - The overall aggregate liability of any
party under this Offer/Tender and/or thesubsequent Contract either in tort or in law
shall be limited and shall not exceed the totalprice of the Offer/Tender.
21- TERMINATION- In the event of termination of the Offer and/or
Contract by Supplier or by Client under one of the
terms of this Offer and/or contract, for reasons notattributable to Supplier, Client shall pay for allworks performed plus a reasonable amount ascompensation for the costs of materials, goods and
services reasonably ordered for the performance ofthe Offer and/or Contract which shall have been
delivered to Client or for which Client is legallyliable to accept delivery. In such case, Supplier shall
be entitled to confiscate the advance payment as apenalty. Such materials, goods or services shallbecome the property of Client upon such paymentbeing made by him.
- Each Party shall be entitled to terminate this Offerand/or Contract unilaterally as of right by writtennotice in case of material breach by the other Partyto any essential term of this Tender, in the case
where the breaching Party does not cure the defectsnotified to him in writing within thirty (30) daysfrom being so notified. Such written notices shall bemade by registered letter with confirmation of
receipt requested or duly served by bailiff atnotifying Partys choice.
- Should the client cancel the purchase order aftersignature, Or after the supplier startsmanufacturing, Or during the period of preparation
of the supplies subject of the said contract (Studies,purchasing materials, etc..) The Client shall be
obligated to compensate the Supplier for lossesoccurred to him in the period as the result of
preparation , material purchasing And the supplierwill have the right to hold the down paymentto be deduct as part of the compensation. Following
cancellation charges are applicable.
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Project: MOD-REHMAN- SG & S/S Date: 17-Jan-2016
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- 10% - Order received, work not started, materialnot ordered.
- 30% - Drawings for approval submitted.
- 60% - Approved drawings returned .Job release for
manufacture.- 80% - Material accumulated and production started.
- 100% - Manufacturing completed.- Should the Parties fail to agree on any amount to be
paid to Supplier hereunder, said amount shall be
determined by an expert appointed in accordancewith the Rules of the ICC International Center forExpertise; such determinate amounts by the Expert
shall be final and binding upon the Parties. The
English language shall be applied.
22- FORCE MAJEURE- Force Majeure shall be defined as any events or
circumstances that prevent total or partial performance
of the P.O./ Contract and that can not be overcomedespite reasonable effort on the part of the affected
Party. Force Majeure shall include, but shall not be
limited to:
Acts of God
Labour conflict
Fire, explosion, earthquake, flood
Action or failure to act of public services or
governmental authorities
Insurrection, riot, war, embargo, shortage of
supply, civil unrest or rebellion. terrorism
Strikes, embargoes
Or any other event outside the control of the
affected Party.- Neither Party shall be in default or in breach of itscontractual obligations to the extent that performance ofsuch obligations is prevented by any circumstance of
Force Majeure.
- If either Party considers that any circumstance of ForceMajeure has occurred which may affect performance of
its obligations, it shall promptly notify the other Party
within a period of ten (10) days from such occurrence
and of the steps it proposes to take.- If circumstances of Force Majeure have lasted for a
period of ninety (90) days, then either Party shall be
entitled to serve upon the other thirty (30) days prior
notice to terminate the Offer and/or Contract.
- If at the expiry of this notice period, the Force Majeurecircumstance still exists, the Offer and/or Contract shall
be automatically terminated.
- If the Contract is terminated as aforesaid, the Suppliershall be paid by the Client (insofar as such amounts or
items shall not have already been covered by previouspayments) for all Equipment or Services executed prior
to the date of termination at the rate and prices provided
by the Offer and/or Contract.- In the event delivery cannot be performed in due time
for reasons not attributable to Supplier, including forForce Majeure circumstances, Supplier shall apply the
storage provisions of Shipment Release .
23- APPLICABLE LAW - DISPUTES -ARBITRATION
- The present Offer and/or the relevant Contract shall beconstrued and governed according to the Saudi Laws.
- The disputes, if any, which could not be settled bymutual agreement shall be finally settled under the
Rules of Conciliation and Arbitration of the Chamberof Commerce of Riyadh
- The arbitral award is final and binding upon bothParties. The arbitration shall be conducted as follows:
There shall be three (3) arbitrators. Both Partiesshall each appoint one (1) arbitrator, and the third
(3rd) arbitrator shall be appointed by agreementbetween the Parties nominated arbitrators or,
failing within fifteen (15) days of the appointmentof the two Party-nominated arbitrators, by the
competent commercial court
In case that any Party fails to nominate anarbitrator within fifteen (15) days of the date it
receives a notice of arbitration, the competentcommercial court shall nominate such arbitrator in
pursuance with the Arbitration Rules.
The arbitration shall be conducted in the Englishlanguage.
The arbitration shall take place in Riyadh.
24- CONTRACTUAL LANGUAGE- The contractual language shall be English
25- AGREEMENTThe present Commercial offer/tender can be considered
as an agreement engaging the parties hereto, if one of
the following conditions is fulfilled
- Signature of a subsequent contract; or- Receiving the acceptance letter sent by the Client ,
or
- Client submit a Purchase Order in a form
acceptable to Supplier
Accordingly, this offer is not binding to Supplier unless
the above conditions stated herein are mutually met.