Beruflich Dokumente
Kultur Dokumente
Estatales (CDEEE)
COMPONENT No. 1
RESTORATION OF DISRIBUTION NETWORKS
SANTO DOMINGO
April, 2011
2
LPI-01/2010
Between
and
ÍIndex
I. Contract..................................................................................................................................4
II. The General Conditions of the Contract;............................................................................12
1. Definitions......................................................................................................................12
2. Contract Documents.......................................................................................................13
3. Fraud and Corruption.....................................................................................................13
4. Interpretation..................................................................................................................17
5. Language........................................................................................................................18
6. Joint Venture, Consortium or Association (APCA).......................................................18
7. Elegibility.......................................................................................................................19
8. Notifications...................................................................................................................20
9. Applicable Law..............................................................................................................20
10. Dispute Resolution.........................................................................................................20
11. Scope of the provisions..................................................................................................21
12. Delivery and Documents................................................................................................21
13. Contractor’s Responsibilities.........................................................................................21
14. Contract Price.................................................................................................................21
15. Payment Terms...............................................................................................................21
16. Taxes and Duties............................................................................................................22
17. Compliance Assurance...................................................................................................22
18. Copyright........................................................................................................................22
19. Confidentiality of Information.......................................................................................23
20. Subcontracting................................................................................................................24
21. Specifications and Standards..........................................................................................24
22. Packing and Documents.................................................................................................24
23. Insurance........................................................................................................................25
24. CarriageTransportation..................................................................................................25
25. Inspections and Testing..................................................................................................25
26. Settlement for Damages.................................................................................................26
27. Guarantee of the Goods..................................................................................................27
28. Compensation for Patent Rights.....................................................................................28
29. Limitation of LiabilityLimited Liability........................................................................29
30. Changes in Laws and Regulations.................................................................................29
31. Force Majeure................................................................................................................30
32. Change Order and Amendments to the Contract...........................................................30
33. Extention of Time..........................................................................................................31
34. Completion.....................................................................................................................31
35. Assignment.....................................................................................................................33
III. The Special Conditions of the Contract.............................................................................34
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I. Contract
INTRODUCTION:
(a) That on March 27, 2009, the Dominican Republic, represented by the Ministry
of Finance and the Inter-American Development Bank (hereinafter referred to
as “the Bank”), signed Loan Agreement No.2042/OC-DR (the “Loan
Agreement” or “the Loan”), for the partial financing of the “Project for the
Rehabilitation of Electricity Distribution Networks” (the “Project”). It was
approved by the National Congress through Resolution No.169-09, issued by
the Executive on May 30, 2009 published in the Official Gazette No. 10522,
of June 4, 2009.
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(b) That pursuant to Clauses 3.02 (a) and 4.07 (b) of the Special Conditions of the
Loan Contract, the Dominican Republic, represented by the Finance Ministry,
signed with the CDEEE the Subsidiary Agreement No. 185/09, dated
December 17, 2009, to enable the latter to implement Components 1, 2 and 3
of the Project, in terms and conditions acceptable to the Bank. It was approved
by the Honorable Board of Administration of the CDEEE by way of the Third
Resolution, Minute No. 197, of December 10, 2009.
(c) That under the terms of the Loan Agreement, clause 3.02 (a) and 4.07 (b), the
CDEEE and EDEESTE signed the Inter-Agency Participation Agreement No.
187/09, of December 17, 2009, for the implementation of the sub-projects to
be carried out by the Distributing Company EDEESTE, with a view to
improve the Cash Recovery Index (CRI) and to improve the quality of
electricity supply to the users of the service.
(d) That the Contracting Party, through the Project Implementation Unit for the
Rehabilitation of Electricity Distribution Networks (PIU), called for eligible
bidders to submit sealed offers for the supply and installation of the goods
required for the rehabilitation of medium and low tension networks in specific
areas of EDEESTE.
(e) That the Contracting Party, on August 10, 2010, published the invitation in a
national daily newspaper and in the Contracting Party’s web site, inviting
eligible bidders to submit offers for the provision and installation of the goods
necessary for the rehabilitation of the distribution networks in specific areas of
Electricity Distribution Company Empresa Distribuidora de Electricidad del
Este, EDEESTE, payable with funds provided by the Bank.
(f) That the Contractor declared to the Contracting Party by way of hisits offer
submitted on November 11, 2010, that heit possessed the experience and
technical capacity as well as the financial ability required and that he had the
personnel and equipment necessary for "The Project”, had and agreed to
provide and install the goods on the terms set out in this Contract;
(g) That the Contractor has been awarded the contract for the provision and
installation of certain goods defined in this Contract (Hereinafter referred to as
“The Goods”), as part of the implementation of Component No. 1 of “The
Project”: Rehabilitation of the Distribution Networks by CDEEE; Items s-
i.1.3, of “Pprocurement Plan” of the Project;
(h) That the Contracting Party has received financing from the Bank to cover the
costs of the provision and installation of the goods and that the Contracting
Party intends to apply part of the proceeds of this financing to payments
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eligible under this contract provided that (i) the Bank will only make
payments at the request of the Contracting Party and with prior approval of the
Bank, (ii) such payments are subject to, in all respects, to the terms and
conditions of the Loan Agreement and (iii) no one other that the Contracting
Party shall have any rights under the Loan Agreement or any right to seek
financing funds;
(i) That the Contracting Party requested to the Bank its no-objection to the
Evaluation Report corresponding to the acquisition of the Goods, both its
supply and installation, this being accepted by communication CDRC-
251/2011 of February 21, 2011, which consequently allowed continuation
with the process.That the Contracting Party has requested the non objection by
the Bank to the Evaluation Report relating to the acquisition of the Goods,
including provision as well as installation, this being accepted through
communication CDRC-251/2011 dated February 21, 2011,consequently
permitting continuing with the process.
(j) That the Contracting Party, based on the results of the Evaluation Report,
notified the Contractor through communication No. UEP-075-11, dated March
11, 2011, the decision to award him Lot III, corresponding to the rehabilitation
of the medium and low voltage circuits in specific areas of EDEESTE.
2. That the mutual rights and obligations of the Contracting Party and the
Contractor are established in the contract, particularly:
3. That this Contract and its respective integral annexes and attachments shall
prevail over any other document. In the event of any discrepancy or
inconsistency between the documents of the Contract, the documents shall
prevail in the order listed above.
THEREFORE, and on the understanding that the above preamble is an integral part of this
contract, “THE PARTIES”, freely and voluntarily,
ARTICLE ONE: THE PARTIES accept the definitions contained in paragraph 1.1 of the
General Provisions of the General Conditions of the Contract. (hereinafter refered to as the
GCC)
By this contract, THE CONTRACTOR is obliged to provide and install with all the
property rights and guarantees, the goods offered and accepted as the result of International
Competitive Bidding (LPI-01/2010) for the rehabilitation of the medium and low voltage
circuits in the specific areas in the EDESUR concession, according to the description,
characteristics, quantities and specifications contained in the offer documents and in the
accepted offer. (annexeds to the present Contract).
The price agreed between THE PARTIES for the provision and installation of the goods and
related services related to the object of this contract is for the sum of_____________
(USD$___________), (hereinafter called the “Contract Price”). This price includes all
supplies and the works and installation, taxes, levies, and charges of any whatever kind as
well as any other expenses arising out of the fulfillmentfulfilment of the obligations
contracted under the present Contract, for whatever concept,
This sum shall be paid by the Contracting Party to the Contractor in the following manner:
a) Advance Payment: Ten percent (10%) of the Contract Price shall be paid within
thirty (30) days following the signing of the Contract, against payment request and
the presentation of a bank guarantee issued by a financial institution of the formal
sector and with representation in the Dominican Republic for an amount equivalent
and valid until the goods have been delivered in the manner set out in the bidding
documents or in such manner as the Contracting Party may find acceptable. The bank
guarantee shall be issued in the same currency as the Advance PaymentAdvance.
(b) Partial payments against delivery and installation of the goods: Eighty
percent (80%) of the price of the goods delivered and installed, as set out in the
Contract, will be paid against the presentation of the documents specified in
clause 12 of the GCC. These percentages will be split divided by paying the
corresponding percentages each time that partial deliveries and installations are
completed, subject to the satisfactory acceptance by the Contracting Party or hisits
representative, until the 80% is has been completed. These partial and periodic
payments shall be processed according to the requests for approval of payment
drawn up with the participation of the Supervision.
(c) On acceptance of the goods: The Tten per cent (10%) remaining of the Contract
Price, shall be paid within thirty (30)days following receipt and installation of the
goods, as well as the completion of the related services, that are the subject of to
this contract against the presentation of a payment request accompanied by an
acceptance certificate issued by the Supervisor. This payment corresponds to the
stage or final payment, prepared by the Contractor and the Supervisor: with
verification by the Audit Firm. The final settlement corresponds to the complete
Project and not to partial approvals. The final invoice will be agreed and
established by the results of the “As Built” in regard to control of facilities. (This
payment shall constitute the final settlement of the Project, therefore, the final
invoice mustshall be agreed and established by the results of “As-Built” reports
relating relative to the control of the facilitiesinstallations.).
ARTICLE FOUR: TIMELINE FOR THE DELIVERY FOR OF THE GOODS AND
RELATED SERVICES.
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THE CONTRACTOR agrees to deliver the goods and perform the related services under
this contract after signing the Contract, according to the Delivery Plan submitted in the
accepted offer, and which forms an integral part of the Contract.
A) The goods to be supplied under this contract are new, without use, are of the latest or
current modeltechnology, and are free from material defects and in accordance with
current market standards, under conditions of normal use and service, and are in
accordance with the requirements of the bidding documents as specified in the
accepted offer. The validity period of validity of the warranty of the goods shall be as
specified in the accepted offer.
B) The Contractor has and maintains holds in its possession all the specifications,
drawings and relevant documents (including by way of example and without limitation,
the work specifications) necessary to fulfillfulfil its obligations for the supply and
installation, as well the price and periods specified in the Contract and documents that
form an integral part thereof.
C) Holds full ownership rights and powers and authorizations to provide and install the
goods required for the rehabilitation of the medium and low voltage circuits in the
EDESTE concession areas stipulated in this Contract and in accordance with the existing
laws of the Dominican Republic.
D) Supplies and installations are to be carried out in a professional and efficient manner.
E) The Guarantees undertaken in this Contact shall Project protect at all times THE
CONTRACTING PARTY and shall not be considered exclusive are not exclusive of
any other remedies it may have, at law or in equity, to THE CONTRACTOR. The
inspection, approval, acceptance, use or payment by THE CONTRACTOR of the
whole or any part of the Goods and Services will shall in no way affect the warranty
rights.
C) Is obliged to comply with all applicable labor laws and regulations in force relating to
labor relations.
This Agreement and all its documents shall be interpreted in all respects in accordance with
Common Law of the Dominican Republic.
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All personnel that THE CONTRACTOR uses to carry out the works shall be at its own cost
and liability and, in hisits capacity as employer, will be liable for such personnel, maintaining
THE CONTRACTOR as free and harmless. In no event shall THE CONTRACTOR allow
any of hisits employees to act as an employee of THE CONTACTING PARTY and as such,
is obliged to respond to any claims, that as a result of the execution of these works, may be
made by any person who has worked under its management or any third party as a result of
it.
THE CONTRACTOR shall at all times, hold indemnified and hold harmless the
CONTRACTING PARTY and/or EDE_ESTE Dominicana S.A. and their officers, directors
and employees, for any losses, directly or indirectly incurred, actual or potentialpotential due
to as the result of damage, injury or death to persons people or damage to property arising
from any negligent or intentional act or omission by THE CONTRACTOR or its
subsidiaries in the execution of the contracted works. The Contractor shall at hisits own cost,
arrange for all insurance required under Dominican Law, related to the execution of the
contracted works.
THE CONTRACTING PARTY shall not be liable for any damage or loss caused by THE
CONTRACTOR when performing the works. Therefore, THE CONTRACTOR has the
obligation to indemnify and compensate such damages within a reasonable period and at the
first properly supported demandclaim.
THE CONTRACTING PARTY shall not be liable for errors committed by The
CONTRACTOR against third parties for their negligence when carrying out the agreed
work under this Agreement.
Any provision of the Contract and its supporting documents which by their nature, may be
reasonably expected to be fulfilled, after completion thereof, shall remain in force and shall
be payable after such completion.
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For all notifications and matters related to this Contract, the Parties select as their addresses,
the following:
THE CONTRACTING PARTY: Ave. Independencia No. 604, Corner Fray Cipriano de
Utrera, Centro de los Héroes de Constanza, Maimón and Estero Hondo. Edificio de la
CDEEE, 3er. Piso.
THE CONTRACTOR:
411, Yeongdongdaero, Gangnam-gu, Seoul 135-791, Korea; and
Calle Mario García Alvarado, No 63, Edificio ESD, Ensanche Quisqueya, Santo
Domingo, República Dominicana.
ARTICLE ELEVEN: For all other legal purposes arising out of this Agreement, the Parties,
agree to be subject to the obligations agreed between the parties according to the agreed
General and Special Conditions of the Contract and the offer made and accepted in the
bidding process. For matters not covered by the Agreement, the Parties are subject to the
common law.
THE PARTIES may amend the terms of the present Agreement, by drawing up a written
amendment signed by both Parties.
ARTICLE THIRTEEN: The term of this Contract for the supply and installation shall be
for up to two (2) years, subject towith compliance subjet toand Force Majeure.
SIGNED AND SEALED in three (3) originals, each of the same tenor and effect, one for
each of the Parties and one for registrationregistry purposes, in the city of Santo Domingo de
Guzmán, Distrito Nacional, Capital of the Dominican Republic, on ___________ (___) day
of the month of April of the year Two Thousand and Eleven (2011).
_______________________
PUBLIC NOTARY
NOTARY PUBLIC
3. Fraud and 3.1 The Bank requires that all borrowers (including grant
Corruption beneficiaries), executing agencies and procurement
agencies, as well as all firms, entities and individuals
bidding for or participating in projects financed by the Bank
including, among others inter alia, applicants, suppliers,
contractors suppliers and dealers (including their respective
officers, employees and agents) observe the highest ethical
standards and report to the Bank all suspected acts of fraud
or corruption of which they have knowledge or information
during the selection process and negotiation or execution of
a contract. Acts of fraud and corruption are forbidden. Fraud
and corruption include acts of: (a) Corrupt practice; (b)
fraudulent practice; (c) coercive practice; and (d) collusion.
The definitions set out below correspond to the most
common types of fraud and corruption, but are not
exhaustive. For this reason, the Bank shall also take action
in the case of similar acts or allegations related to alleged
acts of fraud and corruption, even though they are not
specified in the list below. The Bank will in all cases, follow
the procedure set out in Clause 3.1 (c). For the purposes of
compliance::
(a) The Bank defines, for the purposes of this provision,
the terms listed below:
(i) A corrupt practice is the offering, giving,
receiving or soliciting, directly or indirectly,
anything of value to influence improperly the
actions of another party;
(ii) A fraudulent practice is any act or omission,
including misrepresentation of facts and
circumstances, which deliberately or through
gross negligence, cheat, or attempt to mislead, a
party for financial gain or other reasons or to
avoid an obligation;
(iii) A coercive practice is to harm or cause harm, or
threaten to harm or damage, directly or
indirectly, any party or property to influence
improperly the actions of a party; and
(iv) A collusive practice is an agreement between
two or more parties with the intention to achieve
an improper purpose, including to influencinge
improperly the actions of another party.
(b) If it is found that, in accordance with administrative
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4. Interpretation 4.1 If the context so requires, singular means plural and vice
versa.
4.2 Incoterms
(a) The meaning of any trade term and the rights and
obligations of the Parties shall be as described by
Incoterms, unless inconsistent with any provision in
the Contract.
(b) The terms CIP, FCA, CPT and others similar, when
used shall be governed by the provisions in the current
edition of Incoterms specified in the SCC and
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specified above.
7.3 All Goods and Related Services to be supplied under the
contract and financed by the Bank mustshall shall originate
in any member country of the Bank. Goods originating in a
Bank member country are those mined, grown, harvested or
produced in a Bank member country. Goods are produced
when through manufacturing, processing or assembling, the
result is a commercially recognized article whose basic
characteristics, function or purpose of use are substantially
different from its parts or components. In the case of goods
that consist of various individual components that need to be
interconnected (which may be executed by a supplier, the
buyer or a third party) in order that the goods may function,
and without regard to the complexity, the Bank considers
that such goods are eligible for funding if the assembly of
individual components was made in a member country.
When the goods are a combination of several individual
items that are normally packed and sold commercially as a
single unit, the goods are considered to have come from the
country where it was packed and shipped to the buyer. For
the purposes of determining the origin of goods identified as
“Made in the European Union” they will be eligible without
the need to identify the specific country of the European
Union. The origin of the materials, parts or components of
the goods or the nationality of the producing company,
assembler, distributor or seller does not determine their
origin.
8. Notifications 8.1 All notices between the Parties under this Contract shall be
in writing and sent to the address indicated in the SCC. The
term “in writing” means communicated in written form with
proof of receipt.
8.2 A notice will be effective on the later of the day of delivery
and or the date of the notification letter, whichever occurs
the latest.
9. Applicable 9.1 The Contract shall be governed by and construed under the
Law. laws of the country of the Contracting Party, unless
otherwise indicated in the SCC.
10. Dispute 10.1 The Contracting Party and the Contractor shall make every
Resolution effort to resolve amicably, through informal, direct
negotiation, any disagreement or dispute arising between
them under or in reference to the Contract.
10.2 If, after twenty-eight (28) days, the Parties have been unable
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16.3 The Contracting Party will make hisits best endeavours for
the Contractor to benefit from the widest possible scope of
any tax exemptions, grants, or legal privileges that may
apply to the Contractor in the country of the Contracting
Party.
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17. Compliance 17.1 If so stipulated in the SCC, the Contractor, within a period
Assurance of twenty-eight (28) days of notification of the award of the
Contract, shall furnish provide the Contract Performance
Guarantee for the amount specified in the SCC.
18. Copyright 18.1 The copyright of all the drawings, documents and other
materials containing data and information provided to the
Contracting Party by the Contractor shall remain as the
property of the Contractor. If this information was provided
directly to the Contracting Party or through the Contractor
by third parties, including suppliers of materials, the
copyright of these materials will remain as the property of
such third parties.
19. Confidentialit 19.1 The Contracting Party and the Contractor shall keep
y of Information confidentiality and never at any time release to third parties,
without the written consent of the other Party, any
documents or data or other information which may be
directly or indirectly supplied to the other Party in
connection with the Contract, before, during or after the
execution of the Contract. Notwithstanding the foregoing,
the Contractor may furnish hisits subcontractors such
documents, data and information received from the
Contacting Party to enable them to carry out their tasks
under the Contract. In this case, the Contractor shall obtain
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25. Inspections 25.1 The Contractor shall perform all the tests and/or inspections
and Testing of the Goods and Related Services as provided in the SCC,
at hisits expense and without cost to the Contracting Party.
25.2 The inspections and tests may be conducted on the premises
of the Contractor or hisits subcontractors, in the place of
delivery and/or the final destination of the Goods or
elsewhere in the country of the Contracting Party
established in the SCC. In accordance with Sub clause 25.3
of the GCC, when such inspections or tests are carried out
on the premises of the Contractor or hisits subcontractor, all
reasonable facilities and assistance shall be provided,
including access to drawings and production data without
charge to the Contracting Party.
25.3 The Contracting Party or hisits designated representative
shall be entitled to attend all tests and/or inspections referred
to in Sub clause 25.2 of the GCC, as long heit bears all costs
and expenses incurred in hisits participation, including
travel, lodging and meals.
25.4 When the Contractor is ready to perform such tests and
inspections, heit shall promptly notify the Contracting Party
indicating the time and place. The Contractor shall obtain
from a third party, if any, or from the makermanufacturer,
whatever permission or consent is necessary to allow the
Contracting Party or hisits designated representative to
attend the tests and inspections, when the Contractor is
readyavailable.
25.5 The Contracting Party may require the Contractor to
perform some tests and/or inspections that are not required
in the Contract, but deemed necessary to verify that the
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the Goods the Contract are new, unused, of recent or current model
technology and incorporate all recent improvements in
design and materials, unless the Contract stipulates
otherwise.
(b) The Ggoods that are ready and complete and ready for
shipment within twenty-eight (28) days following
receipt by the Contractor, of the notice of termination
mustshall be accepted by the Contracting Party in
accordance with the terms and prices established in the
Contract. As for the rest of the Goods, the Contracting
Party may choose from the following options:
(i) that any a portion is completed and delivered in
accordance with the conditions and prices of the
Contract: or
(ii) cancel pay-off the remainder balance and pay the
Contractor an agreed amount for these those
goods or Related Services that would have been
partially completed and for the materials and
parts already procured by the Contractor.
35. Assignment 35.1 Neither the Contracting Party nor the Contractor may assign
all or part of the obligations that they havehas been assumed
under the Contract, except with the prior written consent of
the other Party.
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The following Special Conditions of the Contract SCC) shall supplement and/or amend the
General Conditions of the Contract (GCC). In the case of conflict, the provisions herein shall
prevail over those of the GCC.
GCC1.1(i) The country of the Contracting Party is: The Dominican Republic.
GCC1.1(o) The Project Site is: Santo Domingo, East Zone II to Lot III (EDEESTE).
GCC 4.2(b) The version of the edition of the Incoterms will be: Incoterms 2000
GCC 8.1 For notices, the address of the Contracting Party is:
AttentionTo: Lic. Celso José Marranzini Pérez, Executive Vice
President.
Postal Mailing address: Av. Independencia No. 604,corner Fray
Cipriano de Utrera, Centro de los Héroes de Constanza, Maimón and
Estero Hondo.
Floor/Office: 3rd. Floor
City: Santo Domingo
Country: The Dominican Republic.
Telephone: 809-535-9098 Ext. 3056 and 3013
E-mail: uep-adquisiciones@cdeee.gob.do
E-mail: _________
GCC 9.1 The governing law is that of: The Dominican Republic.
GCC 10.2 The rules of for the procedure for of the arbitration proceedings process in
accordance with Clause 10.2 of the GCC will shall be:
(a) Contract with a foreign Contractor:
GCC 10.2 (a) - any dispute, controversy or claim arising out of or in
connection with this Contract, or any breach, termination or cancellation
thereof, shall be settled by arbitrations under the UNCITRAL
Arbitration Rules.
For that purpose, the Parties shall select the city of New York, United
States of America.
(b) Contracts with Contractors, citizens of the country of the Contracting
Party:
In the case of a dispute between the Contracting Party and the
Contractor, who is a citizen of the country of the Contracting Party,
the dispute shouldshall be referred to trial or arbitration in accordance
with the laws of the country of the Contracting Party.
GCC 12.1 Details of shipping documents and other documents which mustshall be
provided by the Contractor are:
(i) The shipping documents (invoice, manifest shipping or packing
list, certificate of origin, insurance certificate, waybill or Bill of
Lading, etc.).
(ii) The manufacturer’s warranty.
The Contracting Party shall receive the above documents before arrival of
the Goods and, if not received;, all resulting charges will be for the
account of the Contractor.
The Contractor shall provide to the Distributor EDEESTE or the
Supervisor, a detailed chronological program within 20 days of the date of
receipt of the notification for the Start of the Works. The Contractor shall
submit a revised program the case whenin the case the previous program
was not consistent with the actual progress or with the Contractor’s
obligations. Each one of the programs mustshall include:
(a) The order in which the Contractor intends to carry out the Works,
including the schedule of for each stage of design (if applicable)
contract documents, procurement, deliveries to the work site,
assembly and testing.
(b) each of the stages of work of for each Sub-Contractor.
39
(c) the sequence and timing of the inspections and tests specified in the
Contract, and
(d) a support report that includes:
(i) an overview of the methods to be adopted envisaged by the
Contactor and the main stages in the execution of the Works,
and
(ii) details that reflect the Contractor’s reasonable estimate of thein
terms of number of each type of employee and the equipment
of each type required by the Contractor will require at the
Work Site for each main stage.
GCC 13.1 The Contractor shall sketch the Works based on the original points, lines
and benchmarks specified in the Contract or notified to the Supervisor.
The Contractor shall be responsible for the correct positioning of all the
parts of the Works, and will correct any error in the position, levels,
dimensions or their alignment. The Contracting Party shall be responsible
for any errors in the benchmarks indicated or notified, but the Contractor
will reasonably attempt to verify the accuracy of the data before it is used.
(a) an extension of time for the time of the delay, if there has been a
delayit has delayed or will be a delay in the Completion of the
Works, in virtue of Sub-Clause 33.1 Extension of Time, and
(b) payment for incurred Costs plus profit, which the corresponding
amount shall be included in the Contract Price,payment of such Cost
plus profit, an amount that will be included in the Contract Price, in
accordance with the provisions of clause 32.1 GCC and SCC.
GCC 14.1 The prices of the Goods supplied and the Related Services performed will
not be adjustable.
The Contractor shall be deemed:
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GCC 15.1 The form and terms of payment to the Contractor under the Contract
shall be the following:
Payment in foreign currency will be made in United States Dollars
in the following manner:
(i) Advance Payment: Ten percent (10%) of the Contract Price
shall be paid within thirty (30) days following the signing of the
Contract, against payment request and the presentation of a bank
guarantee issued by a financial institution of the formal sector with
representation in the Dominican Republic for an amount
equivalent and valid until the goods have been delivered in the
manner set out in the bidding documents or in such manner as the
CONTRACTING PARTY may find acceptable. The bank
guarantee shall be issued in the same currency as the Advance
Payment.
(ii) Partial payments against delivery and installation of the
goods: Eighty percent (80%) of the price of the goods
delivered and installed, as set out in the Contract, will be paid
against the presentation of the documents specified in clause
12 of the GCC. These percentages will be divided by paying
the corresponding percentages each time that partial deliveries
and installations are completed, subject to the satisfactory
acceptance by THE CONTRACTING PARTY or its
representative, until the 80% has been completed. These partial
and periodic payments are to be processed according to the
requests for approval of payment drawn up with the
participation of the Supervision.
(iii) On acceptance of the goods: The ten per cent (10%)
remaining of the Contract Price, shall be paid within thirty (30)days
following receipt and installation of the goods, as well as the
completion of the related services that are subject to this contract
against the presentation of a payment request accompanied by an
acceptance certificate issued by the Supervisor. This payment
corresponds to the final payment, prepared by THE
CONTRACTOR and the Supervisor: with the verification by the
Audit Firm.
(i) Advance: Ten percent (10%) of the Contract Price shall be
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GCC 15.2 THE CONTRACTOR shall submit to the Supervisor at the end of each
month a request for approval of payment or request for payment, in three
copies, in a manner agreed with the Supervisor, which contains full details
of the amounts deemed to be payable, together with the supporting
documents that shall include a monthly progress report.The Contractor
shall submit to the Distributor EDEESTE or the Supervisor, at the end of
each month a detailed progress report, or the payment request, in three
copies, in the manner agreed with the Supervision, in which figure in a
detailed manner, the amounts that are considered to be due, together with
the supporting documentation that should include a progress report. . The
period for the preparation and approval of the program shall be fifteen
(15) days counted from the cut off date previously set between the
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GCC 15.5 The payment term after which the Contracting Party mustshall pay interest
to the Contractor is 45 days. The rate of interest to be applied is 0.5 % of
the amount payable for each month of delay, up to 10% of the total
payable.
GCC 17.1 A Performance Bond equal to 10% of the Contract amount is required.
Republic.
GCC 17.4 The release of the Performance Bond shall take place on the date indicated
in Sub-Clause 17.4 of the GCC.
GCC 20.1 The Contractor shall notify the Distributor EDEESTE or the Supervisor at
least ___ days in advance of the planned date of commencement of work
of each subcontractor, and the commencement of work at the Project Site.
Each subcontract shall include provisions that give the Contracting Party
the right to demand that the subcontract be re-assigned in the event of
termination under Clause 34 Termination, as appropriate.
GCC 21.1(b) The Contracting Party and/or EDE-Este shall have the power to make
changes within the parameters of the Contract. Any change in plans,
specifications, etc., shall be effected through a Change Order and the
Contractor shouldshall assist in the design and implementation of the
alteration. The Contracting Party shall bear the resulting variations in the
price and time of execution of the signed contract.
GCC 22.2 The packing, marking and documentation inside and outside the packages
shall be as follows: The packaging mustshall be done so as to ensure the
integrity of the goods, against any severe or rough handling. It mustshall
also carry the destination name as well as the address. The packages, boxes
or other items mustshall be identified: Corporacion Dominicana de
Empresas Electricas Estatales (CDEEE), followed by the destination
address.
GCC 24.1 The responsibility for transportation of the Goods shall be as specified in
Incoterms 2000.
GCC 25.1 The inspections and tests are to be as follows: The initial tests are carried
out by the Contractor at hisits discretion, in order to control the
development and the appropriate and timely progress of the works related
to testing and start-off. for internal control and development and to ensure
progress and sufficient advance of the jobs in hand. However, at the
request of CDEEE-EDEESTE, the Contractor shall permit their attendance
during testing. (As stated in Section VI. Checklist).
GCC 25.2 The inspections and tests are to be carried out in the circuits in: the East
Zone II (EDEESTE); or in any other location that is indicated by the
Contracting Party.
GCC 26.1 The value of settlement for damages shall be: 0.5 % per week.
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GCC 26.1 The maximum amount of settlement for damages shall be: 10 %.
GCC 27.3 10%.The period of validity of the warranty of the goods shall be 12 months
after delivery of the goods have been delivered, installed and accepted in
operation as working at their final destination. For purposes of the
Warranty, the final destination(s) shall be:
The final destination shall be: Santo Domingo for Lots III, at each circuit
site.
When there are unexpected setbacks whose causes are not attributable to
the Contractor, they are to be managed as indicated in Clause GCC 27.3.
GCC 27.5 The period for repair and replacement shall be: 15 days.
GCC 31.2 Also, to be considered as Force Majeure incidents are those weather events
of magnitude greater than normal, such as Tidal Waves and Tsunamis.
GCC 32.1 Change Orders will be delivered by the Contracting Party to the
Contractor, preferably through Distributor EDEESTE or the Supervisor,
with the prior recommendations of the Audit Firm.
When the Change Orders bring about a accumulated cost that exceeds the
original Contract’s amount by more than fifteen percent (15%), premium
accumulated in the original Contract amount, greater than fifteen percent
(15%), the Contract shouldshall be amended, with the prior approval of the
IDB. When the Change Orders bring about an accumulated cost that
exceeds the original Contract’s amount by less than fifteen percent (15%),
the Contract shall be amended and notified to the IDB. premium
accumulated in the original Contract amount, greater than fifteen percent
(15%), the Contract should be amended, with the prior approval of the
IDB.
When the Goods to be supplied under the Contract are to be manufactured
specially for the Contracting Party, tThe Contracting Party may order
changes or improvements or adjustments to designs or standards which
improve the effectiveness of the facilitiesinstallations, or need deemed
necessaryto be made.
GCC 32.2 Changes in cost or time, or both, that resulst from an Order Change(s),
shall be considered when the causes are not attributable to THE
CONTRACTOR. If the change in cost or time,Alterations to the cost or
the time or in both cases, which are the result of Order Change(s), shall be
considered when the causes are not attributable to the Contractor. If the
alterations in cost or time, or both, are due to causes attributable to the
Contractor, the contract conditions will not alter and the Contractor shall
make the necessary corrections and adjustments to hisits own cost and with
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GCC 32.3 The Contractor shall submit to the Contracting Party, through Distributor
EDEESTE or the Supervisor, an estimate of the costs of the necessary
Related Services, and identify them bearing in mind, market prices,
provided that those prices are convenient to the interests of the Contracting
Party. The Contracting Party shall issue its approval within a period not
exceeding ten (10) working days counted computed from the receipt of
such estimate.
GCC 32.4 The Contracting Party may arrange approval by way of a Change Order.
The results of the Change Order will be incorporated into the Contract by
way of an Amendment.