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RFP (RFP)

NAME AND ADDRESS OF THE COMPANY DATE: 1/23/2019


REFERENCE: RFP-2019-002
Organization of technical training
on practical familiarization with
the methodology and
infrastructure testing appliances
and equipment.

Dear Mr / Ms:

We ask you to submit your proposal for "Organization of technical training on


practical familiarization with the methodology and infrastructure testing appliances
and equipment."
In preparing proposals, please use the form in Annex 2.
Proposals may be submitted in sealed envelopes (Technical and financial
offers must be in separate envelopes) no later than February 8, 2019 16.00 local
time of Astana mail courier to the address below:

United Nations Development Program


A. Mambetova Street 14, Astana, Kazakhstan, 010000
Ms. Nurgul Murzagaliev,
Coordinator of the Department of Procurement

You should always specify the name of the contest on the envelope.

Your proposal should be written in Russian language and be valid for a


minimum period of 60 days.
In preparing proposals, you are responsible for ensuring that the application
has reached the recipient within a specified time. Proposals received by UNDP after
the above period for any reason, will not be considered.
Services offered will be evaluated based on their completeness and
compliance with the requirements of the Request on offer, as well as compliance
with all other applications containing detailed UNDP requirements.
The contract will be awarded to the authors of the proposals that best meets
all the requirements of the request meets all the criteria of evaluation and offers the
most favorable ratio of price and quality of services. Any proposal that does not
meet the set requirements will be rejected.
Any discrepancy between the unit price and total price will be recalculated by
UNDP, the priority is the price per unit, based on which the total price is fixed. If the
provider does not agree with the final value resulting from conversion and
arithmetic bug fixes from the UNDP, its Proposal will be rejected.
After receiving UNDP Proposals did not accept any changes in the total price,
perhaps as a result of price increases, inflation, currency fluctuations, or any other
market factors. At the time of signing the contract or purchase order, UNDP reserves
the right to change (increase or decrease) the amount of goods or services up to a
maximum of twenty-five percent (25%) of the total offering, without any changes in
1
the price per unit, or other terms and conditions .
Any contract or purchase order issued under this Request for Proposals is
subject to the General terms and conditions of the contract attached to this
document. The very fact of submitting proposals suggests that the service provider
will certainly accept General terms and UNDP, the provisions contained in Annex 3.
Please pay attention to the fact that regardless of the outcome or the order of
the selection process, UNDP will not be bound to accept any proposal, issue a
contract or purchase order, and is not responsible for any costs associated with the
preparation and submission of the Proposal suppliers services.
protest to the UNDP vendor procedure is intended to provide the possibility of
appealing the results of the competition to persons or firms which did not get a
contract or purchase order in the process of tendering for the provision of services.
If you think you have been treated unfairly, you can find a detailed information
about the procedures of appeal on the
website:http://www.undp.org/procurement/protest.shtml.
UNDP calls for each potential service provider to prevent any potential
conflict of interest by providing UNDP information about whether you have any of
your partners or employees involved in the preparation of the requirements of this
invitation, his project, cost estimates and other information contained in the
Request for Proposal .
UNDP has a policy of zero tolerance of fraud and other illegal activities and
expresses its commitment to the prevention, detection and investigation of all such
acts and cases in respect of the UNDP, as well as third parties to the UNDP. UNDP
expects its suppliers to adhere to the United Nations supplier code of conduct,
information on which is available on the
website:http://www.un.org/depts/ptd/pdf/conduct_english.pdf

Thank you and look forward to your suggestions.

Respectfully,

Raw Nurgaliyev,
UNDP-GEF Project Manager
"Standards, certification and
labeling of energy efficiency of
electrical appliances and
equipment in Kazakhstan"

01/23/2019

Annex 1
Description of requirements

2
The context Standards, certification and labeling of energy efficiency of electrical
demands appliances and equipment in Kazakhstan
UNDP RK WORLD
Implementing
Partner
A brief description Organization of technical training on practical familiarization with the
of the services methodology and infrastructure testing appliances and equipment
required1
Listing and According to the technical project
description of the
expected results
A person who Project manager
supervises the
work / contract
performance by
the Service
Provider
frequency of According to the technical project
reporting,
reporting According to the technical project
requirements on
progress
Place of work At the location
The planned 4 months
duration of the
work
The planned start 2019
date
The deadline for 2019
completion
expected travel
According to the technical project
Special safety n/a
requirements
Services provided n/a
by UNDP (to be
excluded from the
Financial Proposal)

Implementation X required
schedule, broken
down and a
timetable of all
types of work
The names and X required
resumes of
persons engaged
in the provision of
1

3
services
Currency offers X Local currency - tenge
VAT on financial X It should include VAT and other applicable indirect taxes
proposal
Offer period (since X 60 days
the last date of
submission of In exceptional cases, UNDP may request the candidate to extend the
financial bids) term of the Offer, was originally specified in the RFP. In this case, the
extension of offers is confirmed in writing, without making any changes.
Partial quotations, X Not allowed
commercial offers
Terms of payment results Paym Period of
ent execution
Result 1. Within 2
Develop an action plan for the organization of thirty% weeks from
technical training for the group of experts and the date of
professionals responsible for the practical commencem
acquaintance with the methodology and ent of work
infrastructure testing laboratories, and its
coordination with the customer.
Result 2.
Approval of the training program, showing all the 40%
planned meetings, visits to testing laboratories and Within 5
logistics; weeks from
Hiring lecturers, preparation of conference rooms the date of
and the necessary equipment, production printing. commencem
ent of work
Result 3.
Providing logistics and organization of the 5-day
technical training in one of the EAEC countries
technical training for participants of 20 people from
thirty% Within 16
Kazakhstan (travel, accommodation, per diem).
weeks from
The results of the work to provide the final
the date of
information-analytical report with the presentation
commencem
of the report in Power Point format
ent of work

The person (s)


responsible for
monitoring / Project manager
inspection /
approval of the
results and
services rendered,
and authorization
of payment
View Contract to X Model contract for the provision of services
be signed
Criteria for X The highest total score (based on the following specific distribution of
contract assessing the significance of: the technical proposal (70%) and financial

4
proposal (30%)
XFull recognition of the General Terms and Conditions UNDP (OUPK)
contracts. This criterion is required to be present whatever the nature of
the services required. Refusal to accept OUPK may be grounds for
rejection of the proposal.
Criteria for Technical Proposal (70%, 1000 points)
evaluating Examination of the company / organization - 40%, 400 points
proposals  Providing a summary of the company's activity, work experience
not less than 5 years (including a list of customers) - 200 points:
- by organizing training events, seminars, conferences and
technical training in the field of energy conservation, energy
efficiency and operation of testing laboratories - 100 points;
- to organize and conduct study tours (Study tour) on technical
issues for professionals in Kazakhstan - 100 points;
 A list of similar services performed over the past 3 years,
indicating the Customer name services / works, the year of the
provision of services and the cost (if available) - 100 points;
 At least 3 reviews from previous customers on similar \ similar
services - 75 points;
 The financial report for the last 2 years - income statement,
balance reports to confirm their financial stability, liquidity, credit
and market reputation, etc., - 15 points.;
 Registration documents, taxpayer certificate, certificate of
absence of tax debts (copies) - 10 points.

Methodology and work plan, 30% of the 300 Balls


 Understanding the essence, methods and expected results of the
project corresponds to the specification and is reflected in the
proposal - 250 points
 The work plan detailed and resourced - 50 points

Examination of key personnel - 30%, 300 points


Availability of qualified personnel with higher education in the field of
technical and economic sciences with experience of at least 5 years,
with the documents attesting to their qualifications for the project
manager, specialist - methodologist for Curriculum and logistics
specialist:
 Project Manager - 150 points;
 Specialist - Methodist curriculum - 100 points;
 Logistics Specialist - 50 points.

Financial bid (30%)


Calculated as the ratio of the price proposals for the lowest price of all
the proposals received by UNDP.

UNDP will sign a X One and only one Service Provider


contract with:

5
Annexes to the X Application form Proposals (Annex 2)
RFP X Sample contract and the General Terms and Conditions / Special
Conditions (Annex 3)
X DETAILED TK (Appendix 4)

Contact for Mr. Nurgaliyev raw,


information Project Manager of UNDP-GEF "Standards, certification and
(Only for written labeling of energy efficiency of electrical appliances and
questions)2 equipment in Kazakhstan" syrym.nurgaliyev@undp.org
Any delay in the response of UNDP should not be used as a reason for
extending the deadline for the submission of proposals, except for the
cases when the UNDP determines that such an extension is necessary
and informs the candidates a new term
other information Bid shall be given in the amount of not less than 50 pages in Russian
[Specify] written embodiment in MS WORD (2003 and above.) Used font: Arial,
size 11.

Appendix 2

APPLICATION FORM FOR THE SUBMISSION OF OFFERS SERVICE PROVIDER3

(This form should be sent only on the official letterhead of the Service
Provider4)
2

6
[Insert: Place]
[Insert Date]

To: [Insert: name and address of the contact person UNDP]

Dear Mr / Ms:
We, the undersigned, hereby offer the following services to provide the
UNDP in accordance with the requirements specified in the RFP by [insert
date] and all annexes thereto, as well as the General Terms and Conditions
UNDP contracts:

A. Supplier Qualification Service

The service provider must describe and explain how and why he is the best
candidate to meet the requirements of UNDP, pointing out the following:

a) Profile - a description of the nature of the activities; experience on the


organization of training activities, seminars, conferences and technical
training in the field of energy conservation, energy efficiency and
operation of test laboratories, the organization and conduct study tours
(Study tour) on technical issues for professionals in Kazakhstan;
b) The financial report for the last 2 years - income statement, balance reports
to confirm their financial stability, liquidity, credit and market reputation, etc .;.
c) Reputation - table / list of customers for similar services required by UNDP, the
description of the contract objectives, duration, cost, name of contact;
d) Own a written declaration that the company is not in the list of the UN
Security Council 1267/1989, the list of the United Nations Procurement Division
of the United Nations or other lists of disqualification;
e) At least three reviews from previous customers on similar \ similar services;
f) Registration documents, tax certificate, the inquiry about absence of
tax debts (copies).

B. Proposed methods for the implementation of services

The service provider must describe how it will fulfill the requirements of technical
specifications; providing a detailed description of the main characteristics /
indicators of work carried out by the reporting and quality assurance mechanisms,
as well as study the advisability of the proposed methods in the context of local
conditions and type of work.

C. Qualification of key personnel

The service provider must submit: a summary of the estimated staff including
a list and links to previous work carried out and written confirmation from each
employee that they are available for the duration of the contract

7
D. The breakdown of costs based on the results of work (in percentages)

Results [list, according to as specified in Percentag Price


the RFP] e of the (The total amount in
total price tenge, including all)
(volume
for
payment)
o Result 1.
n Develop an action plan for the organization of thirty%
e technical training for the group of experts and
professionals responsible for the practical
acquaintance with the methodology and
infrastructure testing laboratories, and its
coordination with the customer.
2 Result 2.
Approval of the training program, showing all the 40%
planned meetings, visits to testing laboratories
and logistics;
Hiring lecturers, preparation of conference rooms
and the necessary equipment, production printing.
3 Result 3.
Providing logistics and organization of the 5-day
technical training in one of the EAEC countries
technical training for participants of 20 people
thirty%
from Kazakhstan (travel, accommodation, per
diem).
The results of the work to provide the final
information-analytical report with the presentation
of the report in Power Point format

E. Total offer for the implementation of services in accordance with the


technical specifications, etc.Power Requirements
activity description Pay per The total Number of total
unit time duration of employees amount
service
I. Remuneration
1. Project Manager
2. Specialist - Methodist on the
curriculum
3. Logistics specialist
II. Expenses related to
logistics
1. Travel of participants
2. Daily including living expenses
3. Rent a conference room with
coffee breaks
4. lecturers Services

III. Office expenses and other


expenses
8
1. Production of printed
products;
2. Operating expenses
(services, etc.).

III. unplanned expenses

Total Tenge (only indicate the total amount for services)

9
Appendix 3
United Nations program of development
Development Programme United Nations

Contract for Goods and / or The contract for the purchase of goods and /
ServicesBetween the United Nations or services between the Program
Development Programme and [insert name Development Organization
of the Contractor] United Nations and [Name / name of the
Contractor]

1. Country Where Goods Will be 1. The country, which will be delivered


Delivered and / or Services Will be Goods and / or Services
Provided: _________________________________________
_______________________________________ ___

2. UNDP [] Request for Quotation 1. UNDP[] Request for Quotations


[] Request for Proposal [] Inquiry
[] Invitation to Bid [] The invitation to tender
[] Direct contracting [] The conclusion of a contract without a
Number and Date: competitive selection
Number and date:
3 Contract Reference (eg Contract Award 3. Reference to the number of the Contract
Number): ____________________________ (eg the award of the contract number.):
____________________
4 Long Term Agreement: [Yes] [No] 4. Long-term agreement: [Yes] [No] [Insert
[indicate as appropriate] desired]
4. Subject Matter of the Contract: [] goods 5 Subject of the Agreement: [] Items []
[] Services [] goods and services Services [] Products and services

5. Type of Services: 6 Service Type: _________________________


_________________________
6. Contract Starting Date: 7 Start date of the Agreement:
____________________ ______________________
7. Contract Ending Date: 8 Date of expiry of the Agreement:
_____________________ _____________________
8. Total Contract Amount: [insert currency 9 The total amount of the Contract: [Insert
and amount in figures and words] currency and amount in figures and
9a. Advance Payment: [insert currency words]
and amount in 9a Prepayment: [Insert currency and amount
figures and words or indicate "not in figures and in words or mention "not
applicable"] applicable"]
9. Total Value of Goods and / or Services: 10 The total cost of the Goods and / or
[] Below US $ 50,000 (Services only) - Services:
UNDP General Terms and Conditions for [] Menshe50.000 US dollars (only service.) -
Institutional (de minimis) Contracts apply to apply the general conditions for UNDP
[] Below US $ 50,000 (Goods or Goods and basic (minor) treaties
Services) - UNDP General Terms and [] Less than US $ 50,000 (or goods and
Conditions for Contracts apply services.) - General conditions applicable to
[] Equal to or above US $ 50,000 (Goods UNDP contracts
and / or Services) - UNDP General Terms [] 50 000 US $ or more (goods and / or
and Conditions for Contracts apply services.) - General conditions applicable to
UNDP contracts
10.Payment Method: [] fixed price [] cost 11 Method of payment: [] fixed price []
reimbursement reimbursement
11.Contractor's Name 12 Name (name) Contractor:
Address: Address:
Country of incorporation: Country of incorporation:
Website: Webpage:
12.Contractor's Contact Person's Name 13 Contractor Contact person:
title: Position:
Address: Address:
telephone: Phone:
fax: Fax:
email: Email:
13.UNDP Contact Person's Name 14 UNDP Contact Person:
title: Position:
Address: Address:
telephone: Phone:
fax: Fax:
email: Email:
14.Contractor's Bank Account to which 15 Contractor's bank account to which
payments will be transferred: payments will be made:

Beneficiary: Recipient:
Account name: Account name:
Account number: Account number:
Bank name: Bank's name:
Bank address: Address of the bank:
Bank SWIFT Code: SWIFT-Code:
Bank Code: Bank code:
Routing instructions for payments: Instructions for payment purposes:

This Contract consists of the following This Agreement consists of the following
documents, which in case of conflict shall documents, which, in the event of non-
take precedence over one another in the compliance, have the advantage of each
following order: other in the following order:

1.Dƈ This title page ( "Cover Page").


1. This face sheet ( "Face Sheet").
2.CUNDP pecial conditions [Delete if not
applicable].
2. UNDP Special Conditions [delete if
not applicable].
3. [General PROONdlya conditions of
contracts] [UNDP Common conditions for
3. [UNDP General Terms and Conditions basic (minor) treaties ] [Delete if It does
for Contracts] [UNDP General Terms and not apply, and remove the square brackets].
Conditions for Institutional (de minimis)
Contracts] [delete if not applicable and
remove square brackets]. 4.Technical of Reference (TOR) and the schedule
of payments, which include description of the
4. Terms of Reference (TORs) and services, the delivery item and tasks to fulfill,
Schedule of Payments, incorporating the targets, time of delivery, the schedule of
payments and the total amount of the contract
description of services, deliverables and
[delete if not applicable].
performance targets, time frames,
5.Technical product specification [delete if
schedule of payments, and total contract
not applicable].
amount [delete if not applicable].

6. Technical and Financial Contractor offer from


5. Technical Specifications for Goods [insert date], with explanations and clarifications
[delete if not applicable]. according to the approved protocol negotiations
on [date]; these documents are not provided, but
6. The Contractor's Technical Proposal known to the parties and in their possession and
and Financial Proposal, dated [insert are an integral part of this Agreement.
date], As clarified by the agreed minutes Tsenysoskidkoy [used BTEX cases involved
of the negotiations meeting, dated [insert kogdaPodryadchik
date]; these documents not attached to cooperate on the basis of long-term
hereto but known to and in the possession agreements; delete if not applicable].
of the Parties, and forming an integral part
of this Contract. All of the above, including all that refers to
this document is the entire agreement (the
"Agreement") between the Parties, all
Discount Prices [to be used in cases where previous negotiations and / or agreements
the Contractor is engaged on the basis of pertaining to the subject matter of this
an LTA; delete if not applicable]. Agreement null and void, regardless of
whether they are made orally or in writing.
All the above, hereby incorporated by This Agreement shall enter into force from
reference, shall form the entire agreement the date of putting the duly authorized
between the Parties (the "Contract"), representatives of the last signature of the
superseding the contents of any other Parties on the cover page, and cease to have
negotiations and / or agreements, whether effect on the date of completion of the
oral or in writing, pertaining to the subject agreement, on the title page. Amendments
of this Contract. and / or additions to
this Treaty is possible only in case of
registration of a written agreement duly
authorized representatives of the Parties.
This Contract shall enter into force on the
date of the last signature of the Face Sheet
by the duly authorized representatives of This is to certify, that the duly authorized
the Parties, and terminate on the Contract representatives of the Parties is signed this
Ending Date indicated on the Face Sheet. agreement on behalf of the Parties in a place
This Contract may be amended only by and on the date specified below.
written agreement between the duly
authorized representatives of the Parties.

IN WITNESS WHEREOF, the undersigned,


being duly authorized thereto, have on
behalf of the Parties hereto signed this
Contract at the place and on the day set
forth below
For the Contractor: On behalf of the Contractor:

Signature: ________________________________ Signature: _________________________

Name: ___________________________________ Name: _____________________________

Title: ____________________________________ Position: _______________________

Date: ____________________________________ Date: _____________________________

For UNDP: On behalf of UNDP:

Signature: ________________________________ Signature: _________________________

Name: ___________________________________ Name: _____________________________

Title: ____________________________________ Position: _______________________

Date: ____________________________________ Date: _____________________________


United Nations program of development
Development Programme United Nations

GENERAL TERMS AND CONDITIONS GENERAL CONDITIONS FOR CONTRACTS


FOR CONTRACTS

This Contract is between the United Nations This Agreement is made between the United
Development Programme, a subsidiary Nations Development Program, a subsidiary of
organ of the United Nations established by the United Nations body based United Nations
the General Assembly of the United Nations General Assembly (hereinafter - the "UNDP"),
(hereinafter "UNDP"), on the one hand, and on the one hand, and the company / enterprise
a company or organization indicated in the or organization named on the front page of this
Face Sheet of this Contract (hereinafter the Agreement (hereinafter - "Contractor"), on the
"Contractor"), on the other hand. other hand.
1. LEGAL STATUS OF THE PARTIES: 1. LEGAL STATUS OF THE PARTIES:
UNDP and the Contractor shall be referred UNDP and the Contractor are hereinafter
to as a "Party" or, collectively, "Parties" referred to as the "Party" or collectively the
hereunder, and: "Parties" hereunder, and:
1.1. Pursuant, inter alia, to the Charter of 1.1. In accordance, inter alia, with the United
the United Nations and the Convention on Nations Charter and the United Nations
the Privileges and Immunities of the United Convention on Privileges and Immunities of the
Nations, the United Nations, including its United Nations, including its subsidiary organs,
subsidiary organs, has full juridical has full legal personality and enjoys such
personality and enjoys such privileges and privileges and immunities as are necessary for
immunities as are necessary for the the independent implementation of its
independent fulfillment of its purposes. objectives.
1.2. The Contractor shall have the legal
1.2. The Contractor shall have the legal status of an independent contractor with
status of an independent contractor vis-à- respect to the UNDP and nothing of what is set
vis UNDP, and nothing contained in or out in the contract or have toward him, can not
relating to the Contract shall be construed be regarded as establishing or creating
as establishing or creating between the between the parties at the level of the
Parties the relationship of employer and relationship of employer and employee or
employee or of principal and agent. The principal and agent. Officials, representatives,
officials, representatives, employees, or employees or subcontractors of each Party
subcontractors of each of the Parties shall shall not in all respects be considered
not be considered in any respect as being employees or agents of the other party, each
the employees or agents of the other Party, party will bear their own responsibility for all
and each Party shall be solely responsible claims arising out of or in connection with the
for all claims arising out of or relating to its employment of such persons or entities
engagement of such persons or entities.
2. OBLIGATIONS OF THE 2 DUTIES OF THE CONTRACTOR:
CONTRACTOR:
2.1.The Contractor shall provide the goods
2.1. The Contractor shall deliver the
specified in the technical specifications for the
goods described in the Technical
goods (hereinafter - the "Products") and / or to
Specifications for Goods (hereinafter the
provide services specified in the Terms of
"Goods") and / or perform and complete
Reference and the payment schedule
the services described in the Terms of
(hereinafter - the "Services"), with due
Reference and Schedule of Payments
diligence and efficiency and in accordance
(hereinafter the "Services"), with due
with this Treaty. The Contractor shall also
diligence and efficiency, and in accordance
provide all the technical and administrative
with this Contract. The Contractor shall
support necessary to ensure timely and
also provide all technical and
satisfactory provision of goods and / or
administrative support needed in order to
services.
ensure the timely and satisfactory delivery
2.2. In cases where the contract provides for
of the Goods and / or performance of the
the purchase of goods, the Contractor shall
Services.
provide UNDP with written evidence of the
2.2. To the extent that the Contract
delivery of Products. Such proof of delivery
involves any purchase of the Goods, the
should at least include an account, certificate /
Contractor shall provide UNDP with written
certificate of conformity, as well as other
evidence of the delivery of the Goods. Such
shipping documents, which will be listed in the
evidence of delivery shall, at the minimum,
technical specifications for the goods.
consist of an invoice, a certification of
2.3. The Contractor represents and warrants
conformity, and other supporting shipment
that all information or data that it provides
documentation as may otherwise be
UNDP for the purposes of this Agreement, as
specified in the Technical Specifications for
well as the quality of the initial results and
Goods.
reports provided for in this Agreement, in
2.3. The Contractor represents and compliance with the highest industry and
warrants the accuracy of any information or professional standards.
data provided to UNDP for the purpose of 2.4. All of the terms specified in this
entering into this Contract, as well as the Agreement shall be binding for supply of goods
quality of the deliverables and reports and / or services.
foreseen under this Contract, in accordance
with the highest industry and professional
standards.

2.4. All time limits contained in this


Contract shall be deemed to be of the
essence in respect of the performance
of the delivery of the Goods and / or
the provision of the Services.
3. LONG TERM AGREEMENT: 3 LONG-TERM AGREEMENT:
If the Contractor is engaged by UNDP on If the Contractor, UNDP draws on a long-term
the basis of a long-term agreement ( "LTA") agreement ( "DS"), which is listed on the cover
as indicated in the Face Sheet of this page of this Agreement, the following
Contract, the following conditions shall conditions must be applied:
apply: 3.1. UNDP does not guarantee the
3.1. UNDP does not warrant that any quantity of goods and / or services that will
quantity of Goods and / or Services shall be be ordered over the life of the DS.
ordered during the term of the LTA. 3.2. Any structural unit of UNDP, including,
3.2. Any UNDP business unit, including, among other things, a division
but not limited to, a Headquarters unit, a Headquarters, Delegation of the country or
Country Office or a Regional Centre, as well regional centers, as well as any organization
as any United Nations entity, may benefit of the United Nations structure, can order
from the retainer and order Goods and / or goods and / or services from the Contractor
Services from the Contractor hereunder. under this Agreement.
3.3. The Contractor undertakes to provide
3.3. The Contractor shall provide the the services and / or supply goods on the
Services and / or deliver the Goods, as and terms and within the timeframe defined by
when requested by UNDP and reflected in a the UNDP and specified in the Purchase
Purchase Order, which shall be subject to Order, regulated the terms and conditions of
the terms and conditions stipulated in this this Agreement. For avoidance of doubt, the
Contract. For the avoidance of doubt, UNDP UNDP does not have any legal obligation to
the Contractor up to the fact and date of
shall acquire no legal obligations towards
issuance of the Purchase Order.
the Contractor unless and until a Purchase
3.4. Goods and / or services must be
Order is issued.
provided on the discounted prices, which are
attached hereto. Prices will remain valid for
3.4. The Goods and / or Services shall be 3 years from the start date on the title page
at the Discount Prices annexed hereto. The of this Agreement.
prices shall remain in effect for a period of 3.5. In the event of any advantageous
three years from the Starting Date stated in technical modifications and / or commodity
the Face Sheet of this Contract. price decline and / or services for the
duration of the service agreement, the
Contractor shall immediately inform UNDP of
it. UNDP, in turn, assessing the impact of
3.5. In the event of any advantageous any such event and may send a request to
technical changes and / or downward change the service agreement.
pricing of the Goods and / or Services 3.6. The contractor shall send every six
during the term of the retainer, the months a report on the UNDP delivered
Contractor shall notify UNDP immediately. goods and / or services, unless otherwise
UNDP shall consider the impact of any such provided for by the Treaty. All reports should
event and may request an amendment to be sent to UNDP for contact person
the retainer. indicated on the front page of this
Agreement, as well as a structural unit of
the UNDP - the customer's goods and / or
3.6. The Contractor shall report semi- services during the reporting period.
annually to UNDP on the Goods delivered 3.7. Long-term agreement is valid for a
and / or Services provided, unless maximum of 2 years and may be extended
otherwise specified in the Contract. Each by the UNDP for an additional year by
report should be submitted to the UNDP mutual agreement of the Parties.
Contact Person indicated in as indicated in
the Face Sheet hereto, as well as to a UNDP
business unit that has placed a Purchase
Order for the Goods and / or Services
during the reporting period.

3.7. The LTA shall remain in force for the


maximum period of two years and may be
extended by UNDP for one additional year
by mutual agreement of the Parties.
4. PRICE AND PAYMENT: 4. PRICE AND PAYMENT:
4.1. FIXED PRICE: If Fixed Price is 4.1. FIX PRICE:If the payment method chosen
chosen as a payment method pursuant to fixed price, according to the title page of this
the Face Sheet of this Contract, in full Contract, UNDP shall pay the Contractor a fixed
consideration for the complete and amount on the title page of this Treaty, for the
satisfactory delivery of the Goods and / or implementation and full delivery of goods and /
provision of the Services, UNDP shall pay or services provided.
the Contractor a fixed amount indicated in 4.1.1Ukazannaya on the front page of this
the Face Sheet of this Contract. Agreement amount is subject to adjustment or
revision due to changes in prices, currency
4.1.1 The amount stated in the Face Sheet fluctuations, or in connection with the actual
of this Contract is not subject to any costs that the Contractor incurred in the
adjustment or revision because of price or performance of the Contract.
currency fluctuations, or the actual costs 4.1.2PROON makes payments to the Contractor
incurred by the Contractor in the in the amounts and in accordance with the
performance of the Contract. payment schedule, provided that the Terms of
4.1.2 UNDP shall effect payments to the Reference and the payment schedule, the
Contractor in the amounts and pursuant to Contractor after the respective completion of
the schedule of payments set forth in the delivery and after acceptance by UNDP original
Terms of Reference and Schedule of invoices provided by the Contractor, UNDP
Payments, upon completion by the contact person listed on the cover page of this
Contractor of the corresponding deliverable Agreement, together with all supporting
(s) and upon acceptance by UNDP of the documentation that may be required by UNDP.
original invoices submitted by the 4.1.3V accounts should indicate the unit
Contractor to the UNDP Contact Person supplied with the appropriate amount to pay.
indicated in the Face Sheet of this Contract, 4.1.4Platezhi committed UNDP to the
together with whatever supporting Contractor does not relieve the Contractor of its
documentation that may be required by obligations under this Agreement and shall not
UNDP: be deemed to constitute acceptance by UNDP
4.1.3 Invoices shall indicate a deliverable of the goods and / or services supplied /
completed and the corresponding amount provided by the Contractor.
payable.
4.1.4 Payments effected by UNDP to the
Contractor shall be deemed neither to
relieve the Contractor of its obligations
under this Contract nor as acceptance by
UNDP of the Contractor's delivery of the
Goods and / or provision of the Services
4.2. COST REIMBURSEMENT: If Cost 4.2 REIMBURSEMENT: If Reimbursement
Reimbursement is chosen as a payment chosen payment method in accordance with
method pursuant to the Face Sheet of this the Cover Page of this Agreement, for the
Contract, in full consideration for the implementation and full delivery of goods and /
complete and satisfactory delivery of the or provision of services to UNDP shall pay the
Goods and / or provision of the Services Contractor an amount not exceeding the total
under this Contract, UNDP shall pay the amount on the title page of this Agreement.
Contractor an amount not exceeding the 4.2.1Ukazannaya amount is the maximum total
total amount stated in the Face Sheet of amount of the consideration hereunder
this Contract. expenses. Itemized costs set out in the Finance
4.2.1The said amount is the maximum total of the cover page of this Agreement shall
amount of reimbursable costs under this indicate the maximum size of each category of
Contract. The breakdown of costs expenses to be reimbursed under this
contained in the Financial Proposal, referred Agreement. Contractor in his accounts or
to in the Face Sheet to this Contract shall financial statements (UNDP request) must
specify the maximum amount per each indicate the amount of the actual costs to be
cost category that is reimbursable under recovered, which it has incurred in delivering
this Contract. The Contractor shall specify the goods and / or services.
in its invoices or financial reports (as 4.2.2Podryadchik can not provide services and /
required by UNDP) the amount of the actual or supply goods or equipment, materials and
reimbursable costs incurred in the delivery other goods and materials (TMC), which may
of the Goods and / or the provision of the lead to costs that exceed the amount shown on
Services. the front page of this contract, or the maximum
4.2.2The Contractor shall not provide the size of each category costs specified in detail in
Services and / or deliver the Goods or the Financial proposal expenditure without the
equipment, materials and supplies that prior written consent of UNDP contact person.
may result in any costs in excess of the 4.2.3Podryadchik must provide the original bills
amount stated in the Face Sheet of this or financial statements (UNDP request) for the
Contract, or of the maximum amount per goods delivered in accordance with the Terms of
each cost category specified in the Reference on the goods and / or services, and
breakdown of costs contained in the the payment schedule. In such accounts shall
Financial Proposal, without the prior written indicate the unit set with the corresponding
agreement of the UNDP Contact Person. amounts for payment. They must be provided
by UNDP to the contact person together with
the accompanying documentation and the
4.2.3The Contractor shall submit original actual value, which may require the UNDP.
invoices or financial reports (as required by
UNDP) for the Goods delivered in
accordance with the Technical
Specifications for Goods and / or the 4.2.4PROON provides payments to the
Services provided in accordance with the Contractor after the completion of the
schedule set forth in the Terms of Reference Contractor supplies the appropriate unit (s) of
and Schedule of Payments. Such invoices or delivery according to the original accounts or
financial reports shall indicate a deliverable financial statements (UNDP request), and after
or deliverables completed and the the adoption of the original UNDP accounts or
corresponding amount payable. They shall financial statements. Such payments are
be submitted to the UNDP Contact Person, subject to any special conditions of
together with whatever supporting compensation, according to the details in the
documentation of the actual costs incurred Financial Proposal costs.
that is required in the Financial Proposal, or 4.2.5Platezhi committed UNDP to the
may be required by UNDP. Contractor does not relieve the Contractor of its
4.2.4UNDP shall effect payments to the obligations under this Agreement and shall not
Contractor upon completion by the be deemed to constitute acceptance by UNDP
Contractor of the deliverable (s) indicated of the goods and / or services supplied /
in the original invoices or financial reports provided by the Contractor.
(as required by UNDP) and upon
acceptance of these invoices or financial
reports by UNDP. Such payments shall be
subject to any specific conditions for
reimbursement specified in the breakdown
of costs contained in the Financial Proposal.
4.2.5Payments effected by UNDP to the
Contractor shall be deemed neither to
relieve the Contractor of its obligations
under this Contract nor as acceptance by
UNDP of the Contractor's delivery of the
Goods and / or performance of the
Services.
5. ADVANCE PAYMENT: 5. ADVANCE PAYMENT
5.1If an advance payment is due to the 5.1Esli on the front page of this Agreement
Contractor pursuant to the Face Sheet of contains a prepayment (advance payment), the
this Contract, the Contractor shall submit Contractor shall submit an original invoice for
an original invoice for the amount of that the amount of the advance payment after the
advance payment upon signature of this signing of this Agreement by the Parties.
Contract by the Parties. 5.2Esli down payment is 20 percent or more of
5.2If an advance payment representing the total value of the contract, or is 30
20% or more of the total contract value, or thousand. Dollars. USA or more, and must be
amounting to US $ 30,000 or more, is to be implemented by UNDP after the signing of the
made by UNDP upon signature of the Agreement by the Parties, the condition for
Contract by the Parties, such payment shall such payment will be the receipt and
be contingent upon receipt and acceptance acceptance by UNDP of a bank guarantee or
by UNDP of a bank guarantee or a certified bank confirmation receipt the full amount of the
cheque for the full amount of the advance advance payment, which is valid for the entire
payment, valid for the duration of the contract period and decorated to form
Contract, and in a form acceptable to UNDP. acceptable to UNDP.
6. SUBMISSION OF INVOICES AND 6 PROVISION OF ACCOUNTS AND
REPORTS: REPORTS:
6.1All original invoices, financial reports
and any other reports and supporting 6.1Vse original invoices, financial and other
documentation required under this Contract reports and supporting documents that are
shall be submitted by mail by the required in accordance with this Agreement, the
Contractor to UNDP Contact Person. Upon Contractor shall be sent by mail to the contact
request of the Contractor, and subject to person by UNDP. At the request of the
approval by UNDP, invoices and financial Contractor and in the case of UNDP, the
reports may be submitted to UNDP by fax consent of the accounts and financial reports
or email. may be sent to UNDP by fax or email.
6.2Vse reports and accounts of the Contractor
6.2All reports and invoices shall be shall send the person for contact with UNDP on
submitted by the Contractor to the UNDP the title page of this Agreement.
Contact Person specified in the Face Sheet
of this Contract.
7 TIME AND MANNER OF PAYMENT: 7 TERMS AND METHOD OF PAYMENT:
7.1Invoices shall be paid within thirty (30) 7.1Scheta must be paid within thirty (30) days
days of the date of their acceptance by from the date of their acceptance by UNDP.
UNDP. UNDP shall make every effort to UNDP is obliged to do everything possible for
accept an original invoice or advise the the adoption of the original invoice or to inform
Contractor of its non-acceptance within a the Contractor of its rejection within a
reasonable time from receipt. reasonable period of time after receipt of the
invoice.
7.2Where the Services are to be provided, 7.2Esli services are available, then, in addition
in addition to an invoice, the Contractor to the invoice, the Contractor shall provide the
shall submit to UNDP a report, describing in UNDP report, which details the services offered
detail the Services provided under the under the Contract within the time period
Contract during the period of time covered covered by each report.
in each report.
8 RESPONSIBILITY FOR 8. RESPONSIBILITY FOR EMPLOYEES:
EMPLOYEES: To the extent that the In cases where the contract provides for the
Contract involves the provision of the provision of services to UNDP officials,
Services to UNDP by the Contractor's employees, agents, employees, subcontractors
officials, employees, agents, servants, and other representatives of the Contractor
subcontractors and other representatives (together - "Contractor personnel"), the
(collectively, the Contractor's "personnel"), following shall apply:
the following provisions shall apply: 8.1. The Contractor is responsible and assumes
all risks and liability associated with its
8.1The Contractor is responsible for and personnel and property.
shall assume all risk and liabilities relating 8.2. The contractor is responsible for the
to its personnel and property. professional and technical competence of its
8.2The Contractor shall be responsible for staff, which he entrusts to carry out the work
the professional and technical competence under the Contract and will select reliable and
of the personnel it assigns to perform work competent individuals who can effectively fulfill
under the Contract and will select reliable the obligations under the Agreement and that
and competent individuals who will be able in carrying out these commitments adhere to
to effectively perform the obligations under local laws and regulations and meet the highest
the Contract and who, while doing so, will standards of moral and ethical behavior.
respect the local laws and customs and 8.3. Such Contractor personnel must be trained
conform to a high standard of moral and from a professional point of view, and, if
ethical conduct. necessary, work with officials or UNDP staff
8.3Such Contractor personnel shall be should be able to do this effectively.
professionally qualified and, if required to Qualification of any staff, the contractor can
work with officials or staff of UNDP, shall be charge or offer to perform any obligations
able to do so effectively. The qualifications under the Treaty, must be as good or better
of any personnel whom the Contractor may than any qualification of the personnel
assign or may propose to assign to perform proposed by the Contractor from the outset.
any obligations under the Contract shall be 8.4. The choice and the exclusive discretion of
substantially the same, or better, as the the UNDP:
qualifications of any personnel originally 8.4.1. UNDP has the right to verify the
proposed by the Contractor. qualifications of personnel proposed by the
Contractor (eg, Summary.), Prior to the
8.4At the option of and in the sole implementation of such personnel of any
discretion of UNDP: obligations under the Agreement;
8.4.1the qualifications of personnel 8.4.2. qualified staff or officials of the UNDP
proposed by the Contractor (eg, a shall have the right to interview any staff
curriculum vitae) may be reviewed by member, proposed by the Contractor to
UNDP prior to such personnel's performing perform obligations under the Agreement, prior
any obligations under the Contract; to the implementation of such personnel of any
8.4.2any personnel proposed by the obligations under the Agreement; and
Contractor to perform obligations under the 8.4.3. in cases where, in accordance with
Contract may be interviewed by qualified Article 8.4.1 or 8.4.2 above, UNDP checked the
staff or officials of UNDP prior to such qualifications of the personnel of the
personnel's performing any obligations Contractor, UNDP may reasonably reject any
under the Contract; and, employee.
8.5. The requirements in the Agreement on the
number or qualifications of the Contractor's
8.4.3in cases in which, pursuant to Article personnel may change during the execution of
8.4.1 or 8.4.2, above, UNDP has reviewed the Agreement. Any such changes should be
the qualifications of such Contractor's made only after written notice of the proposed
personnel, UNDP may reasonably refuse to changes and after written approval by the
accept any such personnel. Parties of such changes, the following
provisions shall apply:
8.5Requirements specified in the Contract 8.5.1PROON may at any time request in writing
regarding the number or qualifications of to the replacement of any member of the
the Contractor's personnel may change Contractor and the Contractor in this case
during the course of performance of the should not unreasonably reject such a request.
Contract. Any such change shall be made 8.5.2Nikto of the Contractor's personnel
only following written notice of such assigned to act under the Treaty can not be
proposed change and upon written withdrawn or changed without prior written
agreement between the Parties regarding consent of UNDP, the UNDP can not
such change, subject to the following: unreasonably delay the provision of such
8.5.1UNDP may, at any time, request, in consent.
writing, the withdrawal or replacement of 8.5.3Otzyv or replacement of the Contractor's
any of the Contractor's personnel, and such personnel shall be carried out as quickly as
request shall not be unreasonably refused possible and so that it did not have negative
by the Contractor. effects on the performance of obligations under
8.5.2Any of the Contractor's personnel the Treaty.
assigned to perform obligations under the
Contract shall not be withdrawn or replaced 8.5.4Vse costs associated with the recall or
without the prior written consent of UNDP, replacement of the Contractor's personnel, in
which shall not be unreasonably withheld. any case, the sole responsibility of the
Contractor.
8.5.3The withdrawal or replacement of the 8.5.5Ni one request UNDP to withdraw or
Contractor's personnel shall be carried out replace the Contractor's personnel shall not be
as quickly as possible and in a manner that deemed to be terminated, full or partial, of the
will not adversely affect the performance of Agreement, the UNDP shall not be liable for
obligations under the Contract. withdrawn or replaced personnel.
8.5.4All expenses related to the withdrawal 8.5.6Esli request to withdraw or replace the
or replacement of the Contractor's Contractor's personnel is not based on any
personnel shall, in all cases, be borne failure or inability to perform the Contractor of
exclusively by the Contractor. its obligations under the Treaty, improper
8.5.5Any request by UNDP for the performance of duties of the staff, or the
withdrawal or replacement of the insolvency of such personnel to work correctly
Contractor's personnel shall not be with officials and UNDP staff, in this case, as a
considered to be a termination, in whole or result of the request to withdraw or replace the
in part, of the Contract, and UNDP shall not staff of the Contractor, the Contractor will not
bear any liability in respect of such be responsible for any delay in the performance
withdrawn or replaced personnel. of its obligations under the Treaty, which is
8.5.6If a request for the withdrawal or mainly a Ali result of withdrawal or replacement
replacement of the Contractor's personnel of such personnel.
is not based upon a default by or failure on 8.6Nichto in the above paragraphs 8.3, 8.4 and
the part of the Contractor to perform its 8.5 can not be considered to be established for
obligations in accordance with the UNDP, any obligation with respect to the
Contract, the misconduct of the personnel, Contractor's personnel entrusted with the
or the inability of such personnel to execution of works under the Agreement, with
reasonably work together with UNDP the sole responsibility for such personnel will
officials and staff, then the Contractor shall continue to be the Contractor.
not be liable by reason of any such request 8.7Podryadchik responsible for ensuring that all
for the withdrawal or replacement of the personnel which the contractor entrusted the
Contractor's personnel for any delay in the performance of any obligations under the
performance by the Contractor of its Agreement, and which can have access to any
obligations under the Contract that is premises and other property of UNDP, shall:
substantially the result of such personnel's 8.7.1proyti security checks or meet the
being withdrawn or replaced. requirements of this test, which UNDP has
8.6Nothing in Articles 8.3, 8.4 and 8.5, informed the Contractor, including, inter alia,
above, shall be construed to create any checks for criminal records;
obligations on the part of UNDP with 8.7.2pri being within the premises or property
respect to the Contractor's personnel of UNDP to present such identifying documents
assigned to perform work under the that can be taken and submitted to officials of
Contract, and such personnel shall remain UNDP security, while in the case of a recall or
the sole responsibility of the Contractor. replacement of any staff or the termination or
8.7The Contractor shall be responsible for completion of the Agreement, such personnel
requiring that all personnel assigned by it should return UNDP identifying all such
to perform any obligations under the documents for their cancellation.
Contract and who may have access to any 8.8V within one (1) business day of receipt of
premises or other property of UNDP shall: the information that the police charged any of
8.7.1undergo or comply with security the Contractor's employees, who have access
screening requirements made known to the to any premises of the UNDP in the commission
Contractor by UNDP, including but not of an offense, other than minor traffic
limited to, a review of any criminal history; violations, contractor shall in writing a UNDP
8.7.2when within UNDP premises or on report on the well-known at the time the
UNDP property, display such identification charges detail, as well as to continue to inform
as may be approved and furnished by the UNDP of any material changes in dealing
UNDP security officials, and that upon the with such allegations.
withdrawal or replacement of any such 8.9Vsya activities of the Contractor, including
personnel or upon termination or storage equipment, materials, goods and
completion of the Contract, such personnel materials and spare parts in the territory of the
shall immediately return any such UNDP premises or property should be limited to
identification to UNDP for cancellation. the agreed or approved by UNDP areas.
Contractor personnel shall not enter or stay in
the territory, in the premises or property of the
8.8Within one working day after learning UNDP, and shall not store or dispose of any of
that any of Contractor's personnel who its equipment or materials at such sites,
have access to any UNDP premises have without proper permission of UNDP.
been charged by law enforcement 8.10Podryadchik should (i) develop an
authorities with an offense other than a appropriate security plan and to implement it,
minor traffic offense, the Contractor shall taking into account the situation in the country
provide written notice to inform UNDP and in the territory providing services; and (іi)
about the particulars of the charges then assume all risks and responsibility for the
known and shall continue to inform UNDP security and the full implementation of the
concerning all substantial developments security plan.
regarding the disposition of such charges.
8.11PROON reserves the right to verify whether
such a plan and propose changes to it, if
8.9All operations of the Contractor, necessary. Lack of appropriate security plan,
including without limitation, storage of required by this document as well as its failure
equipment, materials, supplies and parts, will be considered a violation of the terms of
within UNDP premises or on UNDP property this treaty. Notwithstanding the foregoing, the
shall be confined to areas authorized or Contractor shall continue to be responsible for
approved by UNDP. The Contractor's the security of its personnel and property of
personnel shall not enter or pass through UNDP, which
and shall not store or dispose of any of its It is in his possession, in accordance with
equipment or materials in any areas within paragraph 8.10 above.
UNDP premises or on UNDP property
without appropriate authorization from
UNDP.

8.10The Contractor shall (i) put in place an


appropriate security plan and maintain the
security plan, taking into account the
security situation in the country where the
Services are being provided; and
(Ii) assume all risks and liabilities related to
the Contractor's security, and the full
implementation of the security plan.
8.11UNDP reserves the right to verify
whether such a plan is in place, and to
suggest modifications to the plan when
necessary. Failure to maintain and
implement an appropriate security plan as
required hereunder shall be deemed a
breach of this contract. Notwithstanding
the foregoing, the Contractor shall remain
solely responsible for the security of its
personnel and for UNDP's property in its
custody as set forth in paragraph 8.10
above.
9.ASSIGNMENT: 9. ASSIGNMENT:
9.1Except as provided in Article 9.2, below, 9.1. With the exception of paragraph 9.2 below,
the Contractor may not assign, transfer, the Contractor may not assign, alienate, pledge
pledge or make any other disposition of the or otherwise dispose of the Agreement, any
Contract, of any part of the Contract, or of part thereof, or any rights, claims or obligations
any of the rights, claims or obligations under the Agreement without the prior written
under the Contract except with the prior permission of UNDP. Any such withdrawal,
written authorization of UNDP. Any such transfer, surrender, pledge or disposal of the
unauthorized assignment, transfer, pledge Treaty, any part thereof, any and all rights,
or other disposition, or any attempt to do claims or obligations under it, or any attempt at
so, shall not be binding on UNDP. Except as such an order would not be legally binding for
permitted with respect to any approved UNDP. Except in cases when it comes to certain
subcontractors, the Contractor shall not already agreed to subcontractors, the
delegate any of its obligations under this Contractor may transfer any of its obligations
Contract, except with the prior written hereunder only with the prior written
consent of UNDP. Any such unauthorized permission of UNDP. Any such transfer or any
delegation, or attempt to do so, shall not be attempt of such transfer in other cases it will
binding on UNDP. not be legally binding for UNDP.
9.2. The Contractor shall be entitled to assign
or otherwise transfer the Contract subektu-
assignee, which appeared as a result of the
reorganization of the Contractor Company,
9.2The Contractor may assign or otherwise provided that:
transfer the Contract to the surviving entity 9.2.1. such reorganization is not the result of
resulting from a reorganization of the bankruptcy, liquidation or other similar
Contractor's operations, provided that: proceedings; and
9.2.1such reorganization is not the result of 9.2.2. such reorganization arises from a sale,
any bankruptcy, receivership or other merger or acquisition of all or a substantial part
similar proceedings; and, of the assets or rights to property of the
9.2.2such reorganization arises from a sale, Contractor; and
merger, or acquisition of all or substantially 9.2.3. The Contractor shall immediately inform
all of the Contractor's assets or ownership UNDP of such transfer or assignment of rights
interests; and, at the earliest opportunity; and
9.2.4. face-recipient of such assignment or
9.2.3the Contractor promptly notifies UNDP transfer in writing agrees to abide by the terms
about such assignment or transfer at the and provisions of the Treaty, without such
earliest opportunity; and, written consent must be given without delay,
9.2.4the assignee or transferee agrees in UNDP immediately following such assignment
writing to be bound by all of the terms and or transfer.
conditions of the Contract, and such writing
is promptly provided to UNDP following the
assignment or transfer.
10.SUBCONTRACTING: In the event that 10.PRIVLECHENIE SUBCONTRACTORS: If
the Contractor requires the services of the contractor needed the services of
subcontractors to perform any obligations subcontractors to perform any obligations
under the Contract, the Contractor shall under the Contract, the Contractor shall obtain
obtain the prior written approval of UNDP. the prior written consent of UNDP. UNDP shall
UNDP shall be entitled, in its sole have the right, in its sole discretion, to check
discretion, to review the qualifications of the qualifications of any subcontractors and to
any subcontractors and to reject any reject any proposed subcontractor, which UNDP
proposed subcontractor that UNDP reasonably considers unqualified to fulfill
reasonably considers is not qualified to obligations under the Treaty. UNDP shall have
perform obligations under the Contract. the right to request that any subcontractor left
UNDP shall have the right to require any the UNDP premises, without providing any
subcontractor's removal from UNDP explanation of such a requirement. Any such
premises without having to give any waiver or any such requirement, the Contractor
justification therefor. Any such rejection or does not provide the right to demand any claim
request for removal shall not, in and of or postponement of any excuse to comply with
itself, entitle the Contractor to claim any any of its obligations under the Agreement, the
delays in the performance, or to assert any Contractor shall be solely responsible for all
excuses for the non-performance, of any of services and obligations, are provided and
its obligations under the Contract, and the executed its subcontractors. The terms of any
Contractor shall be solely responsible for subcontract shall be governed by and
all services and obligations performed by construed in full compliance with all terms and
its subcontractors. The terms of any conditions of the Agreement.
subcontract shall be subject to, and shall
be construed in a manner that is fully in
accordance with, all of the terms and
conditions of the Contract.
11.PURCHASE OF GOODS : To the 11.PRIOBRETENIE GOODS : If the Contract
extent that the Contract involves any or any part of it involves any purchase of goods
purchase of the Goods, whether in whole or and unless otherwise specifically indicated in it,
in part, and unless specifically stated for such purchases following conditions apply
otherwise in the Contract, the following under the Contract:
conditions shall apply to such purchases
under the Contract: 11.1DOSTAVKA GOODS: The contractor shall
11.1DELIVERY OF GOODS : The send or deliver the goods, and UNDP shall
Contractor shall hand over or make receive goods at the place specified for
available the Goods, and UNDP shall delivery of goods, and at the time specified by
receive the Goods, at the place for the the contract for the delivery of Products. The
delivery of the Goods and within the time Contractor shall provide UNDP with shipping
for delivery of the Goods specified in the documentation (including, without limitation,
Contract. The Contractor shall provide to bills of lading, air waybill and commercial
UNDP such shipment documentation invoice) as specified in the Agreement or, in
(including, without limitation, bills of other cases, which is commonly used in the
lading, airway bills, and commercial trade. All manuals, instructions, samples and
invoices) as are specified in the Contract other information relating to the Goods shall be
or, otherwise, as are customarily utilized in in English, unless otherwise provided by
the trade. All manuals, instructions, contract. If the Contract provides otherwise
displays and any other information (including, without limitation, any "Incoterms",
relevant to the Goods shall be in the or similar business conditions), the entire risk
English language unless otherwise of loss, Damage or destruction of Products will
specified in the Contract. Unless otherwise bear solely Contractor until physical delivery
stated in the Contract (including, but not UNDP now in accordance with the terms of the
limited to, in any "INCOTERM" or similar Treaty. Delivery of goods by itself is not
trade term), the entire risk of loss, damage considered as an acceptance by UNDP of
to, or destruction of the Goods shall be Products.
borne exclusively by the Contractor until 11.2OSMOTR (CHECK) Goods: If the
physical delivery of the Goods to UNDP in contract provides that the products subject to
accordance with the terms of the Contract. inspection (inspection) prior to their delivery,
Delivery of the Goods shall not be deemed the Contractor shall inform UNDP when the
in itself as constituting acceptance of the goods are ready for inspection (inspection)
Goods by UNDP. prior to delivery. Despite any examination (test)
before delivery, UNDP or its competent
11.2INSPECTION OF THE GOODS : If inspectors can also check the goods after
the Contract provides that the Goods may delivery in order to ensure conformity of the
be inspected prior to delivery, the goods with the applicable technical
Contractor shall notify UNDP when the requirements or other requirements of the
Goods are ready for pre-delivery Treaty. All reasonable facilities and support,
inspection. Notwithstanding any pre- including, inter alia, access to drawings and
delivery inspection, UNDP or its designated production data, shall be provided by UNDP or
inspection agents may also inspect the competent inspectors free. Neither the conduct
Goods upon delivery in order to confirm of inspection of goods, or the inability to carry
that the Goods conform to applicable out such inspection does not relieve the
specifications or other requirements of the Contractor from any of its warranties or the
Contract. All reasonable facilities and performance of any obligations under the
assistance, including, but not limited to, Agreement.
access to drawings and production data, 11.3UPAKOVKA GOODS: The contractor
shall be furnished to UNDP or its must package goods for delivery in accordance
designated inspection agents at no charge with the highest standards export packaging
therefor. Neither the carrying out of any according to the type, amounts and method for
inspections of the Goods nor any failure to transporting ohm of Products. Goods must be
undertake any such inspections shall packaged and labeled properly in accordance
relieve the Contractor of any of its with the instructions provided in the Treaty, or,
warranties or the performance of any in other cases, as is customary in the trade,
obligations under the Contract. and in accordance with any applicable legal
requirements or the requirements of carriers
11.3PACKAGING OF THE GOODS: The and goods manufacturers. On the package
Contractor shall package the Goods for must be specified, in particular, the number of
delivery in accordance with the highest the contract or purchase order, all the
standards of export packaging for the type identification information provided by the
and quantities and modes of transport of UNDP, as well as any other information which is
the Goods. The Goods shall be packed and necessary for proper preservation and safe
marked in a proper manner in accordance delivery of goods. Unless otherwise specified in
with the instructions stipulated in the the Contract, the Contractor is not entitled to
Contract or, otherwise, as customarily the return of packaging materials.
done in the trade, and in accordance with 11.4TRANSPORTIROVKA AND FREIGHT If
any requirements imposed by applicable the treaty provides otherwise (including,
law or by the transporters and without limitation, any "Incoterms", or similar
manufacturers of the Goods . The packing, business conditions), the Contractor shall be
in particular, shall mark the Contract or solely responsible for carrying out all the
Purchase Order number and any other organizational work related to transportation
identification information provided by and freight and insurance costs for the
UNDP as well as such other information as transport and delivery of goods in accordance
is necessary for the correct handling and with the requirements of Treaty. The Contractor
safe delivery of the Goods. Unless shall ensure the timely receipt by UNDP of all
otherwise specified in the Contract, the necessary transport documents to UNDP has
Contractor shall have no right to any return been able to take delivery of the goods in
of the packing materials. accordance with the requirements of the Treaty.
11.5GARANTII : Unless otherwise specified
11.4TRANSPORTATION & FREIGHT: in the Agreement, in addition to and without
Unless otherwise specified in the limiting the effect of any other warranties,
Contract (including, but not limited to, in remedies and rights, UNDP, indicated or occur
any "INCOTERM" or similar trade term), the in connection with the Contract, the Contractor
Contractor shall be solely liable for making warrants and represents that:
all transport arrangements and for 11.5.1Tovary, including all packaging, the
payment of freight and insurance costs for technical specifications are suitable for the
the shipment and delivery of the Goods in purposes for which such goods are ordinarily
accordance with the requirements of the used and for any purposes that are clearly
Contract. The Contractor shall ensure that defined in writing in the Agreement, a uniform
UNDP receives all necessary transport quality and do not contain any design, material
documents in a timely manner so as to and manufacturing errors and defects;
enable UNDP to take delivery of the Goods 11.5.2Esli Contractor is not a producer of the
in accordance with the requirements of the Goods, the Contractor shall allow the UNDP to
Contract. take advantage of all manufacturers warranties
11.5WARRANTIES: Unless in addition to all other warranties, the
otherwise specified in the Contract, in disclosure of which is required under the Treaty;
addition to and without limiting any other
warranties, remedies or rights of UNDP 11.5.3Kachestvo, quantity and description of
stated in or arising under the Contract, the the goods comply with the requirements of the
Contractor warrants and represents that: Treaty, including the arrival of the goods to
11.5.1The Goods, including all packaging their destination, where they begin to act
and packing thereof, conform to the characteristic of this place conditions;
technical specifications, are fit for the 11.5.4V respect of the Goods does not have
purposes for which such Goods are any right to claim by any third party, including
ordinarily used and for any purposes claims of infringement of any intellectual
expressly made known in writing in the property rights, including, without limitation,
Contract, and shall be of even quality, free patents, copyrights and trade secrets;
from faults and defects in design, material, 11.5.5Tovary are new and have not previously
manufacturer and workmanship; been used;
11.5.2If the Contractor is not the original 11.5.6Vse warranties shall survive any delivery
manufacturer of the Goods, the Contractor of goods, and will be so for a minimum of one
shall provide UNDP with the benefit of all (1) year from the date of acceptance by UNDP
manufacturers' warranties in addition to of Products in accordance with the Treaty;
any other warranties required to be 11.5.7V during any period of the Contractor's
provided under the Contract; guarantees in the case of UNDP, reporting of
non-conformity of the Treaty requirements, the
11.5.3The Goods are of the quality, Contractor shall immediately and at their own
quantity and description required by the expense to eliminate this discrepancy, or if it is
Contract, including when subjected to impossible to do so, replace the faulty goods to
conditions prevailing in the place of final goods of the same or higher quality or at their
destination; own expense to withdraw the defective goods
11.5.4The Goods are free from any right of and fully reimburse the full amount of UNDP
claim by any third-party, including claims that UNDP had paid for the purchase of
of infringement of any intellectual property defective goods; and
rights, including, but not limited to, 11.5.8Podryadchik agrees to continue to
patents, copyright and trade secrets; provide the UNDP any services that may be
required in connection with any guarantee of
the Contractor under the Contract.
11.5.5The Goods are new and unused; 11.6PRINYATIE GOODS: UNDP in any
case not obliged to accept any goods that do
11.5.6All warranties will remain fully valid not meet the conditions or requirements of the
following any delivery of the Goods and for Treaty. UNDP may set as a condition for
a period of not less than one (1) year acceptance of goods the successful completion
following acceptance of the Goods by of acceptance tests, which can be specified in
UNDP in accordance with the Contract; the contract or otherwise agreed by the Parties
11.5.7During any period in which the in writing. UNDP will in no case be obliged to
Contractor's warranties are effective, upon accept any goods until such time as UNDP will
notice by UNDP that the Goods do not not be able to inspect the Goods after their
conform to the requirements of the delivery. If the contract provides that the UNDP
Contract, the Contractor shall promptly and is required to provide written confirmation of
at its own expense correct such non- the acceptance of the goods, the goods will not
conformities or, in case of its inability to do be accepted as long as the UNDP does not
so, replace the defective Goods with Goods actually provide such written confirmation. In
of the same or better quality or, at its own any case, UNDP fact of payment is not
cost, remove the defective Goods and fully considered as acceptance of the goods.
reimburse UNDP for the purchase price 11.7NEPRINYATIE GOODS :
paid for the defective Goods; and, Notwithstanding any rights or remedies
available to the UNDP under this Agreement, in
11.5.8The Contractor shall remain the event that any goods are defective or
responsive to the needs of UNDP for any otherwise do not meet the technical or other
services that may be required in requirements of the Contract, the UNDP, at its
connection with any of the Contractor's option, may not accept the goods or to refuse
warranties under the Contract. to accept them and the Contractor, within 30
11.6ACCEPTANCE OF GOODS : Under no (thirty) days after receipt by UNDP notice of
circumstances shall UNDP be required to such non-acceptance or rejection of Goods
accept any Goods that do not conform to adopted, should the choice of UNDP:
the specifications or requirements of the UNDP 11.7.1polnostyu return value of the
Contract. UNDP may condition its Goods after their return or return of UNDP
acceptance of the Goods upon the partial value of the Goods for the return of their
successful completion of acceptance tests parts; or
as may be specified in the Contract or 11.7.2otremontirovat goods so that they began
otherwise agreed in writing by the Parties. to meet the technical and other requirements
In no case shall UNDP be obligated to of the Treaty; or
accept any Goods unless and until UNDP Goods 11.7.3zamenit equivalent or better
has had a reasonable opportunity to quality; and
inspect the Goods following delivery. If the 11.7.4oplatit all costs associated with the
Contract specifies that UNDP shall provide repair or return of defective goods, as well as
a written acceptance of the Goods, the the storage costs of any such defective goods
Goods shall not be deemed accepted and delivery of any substitute goods in UNDP.
unless and until UNDP in fact provides such 11.8 In the case where the UNDP decides to
written acceptance. In no case shall return any of the Goods for the reasons
payment by UNDP in and of itself mentioned in the article
constitute acceptance of the Goods. 11.7 above, UNDP can buy goods in another
place or another supplier. In addition to any
11.7REJECTION OF GOODS: other rights or remedies available to the UNDP
Notwithstanding any other rights of, or under this Agreement, including, inter alia, the
remedies available to UNDP under the right to terminate the Contract, the Contractor
Contract, in case any of the Goods are shall be responsible for any additional costs in
defective or otherwise do not conform to excess of the agreed value of the contract
the specifications or other requirements of resulting from any such purchase, including,
the Contract, UNDP, at its sole option, may without limitation, expenses to participate in a
reject or refuse to accept the Goods, and procurement procedure, and UNDP is entitled
within thirty (30) days following receipt of to receive compensation from the Contractor
notice from UNDP of such rejection or any costs confirmed that UNDP incurred in
refusal to accept the Goods, the Contractor connection with the storage of the goods for
shall, in sole option of UNDP: the Contractor.
11.9PRAVO PROPERTY : The Contractor
11.7.1provide a full refund upon return of represents and warrants that the goods are
the Goods, or a partial refund upon a delivered under the Contract, not encumbered
return of a portion of the Goods, by UNDP; property rights or other proprietary rights of
or, any third party, including, without limitation,
11.7.2repair the Goods in a manner that any liens or security rights. Unless otherwise
would enable the Goods to conform to the specified in the contract, title to the goods
specifications or other requirements of the passes from the Contractor to UNDP after the
Contract; or, delivery of the goods and their acceptance by
11.7.3replace the Goods with Goods of UNDP, in accordance with the requirements of
equal or better quality; and, the Treaty.
11.7.4pay all costs relating to the repair or 11.10LITSENZIYA EXPORT: The Contractor
return of the defective Goods as well as the shall be responsible for obtaining any export
costs relating to the storage of any such licenses in relation to the goods, goods or
defective Goods and for the delivery of any technology, including software, which are sold,
replacement Goods to UNDP. delivered, licensed or otherwise provided by
11.8In the event that UNDP elects to return the UNDP under the Contract. The Contractor
any of the Goods for the reasons specified shall obtain all such export licenses online.
in Article 11.7, above, UNDP may procure According to and without any waiver of the
the Goods from another source. In addition privileges and immunities of UNDP, UNDP
to any other rights or remedies available to should provide all possible support to the
UNDP under the Contract, including, but Contractor, which is necessary to obtain any
not limited to, the right to terminate the such export license. In the case where any
Contract, the Contractor shall be liable for governmental authority refuses, delays or
any additional cost beyond the balance of prevents the Contractor to obtain such export
the Contract price resulting from any such license, the Contractor shall immediately
procurement , including, inter alia, the consult with UNDP to ensure that the UNDP has
costs of engaging in such procurement, been able to take appropriate measures to
and UNDP shall be entitled to address this issue
compensation from the Contractor for any
reasonable expenses incurred for
preserving and storing the Goods for the
Contractor's account.

11.9TITLE: The Contractor warrants and


represents that the Goods delivered under
the Contract are unencumbered by any
third party's title or other property rights,
including, but not limited to, any liens or
security interests. Unless otherwise
expressly provided in the Contract, title in
and to the Goods shall pass from the
Contractor to UNDP upon delivery of the
Goods and their acceptance by UNDP in
accordance with the requirements of the
Contract.

11.10EXPORT LICENSING: The


Contractor shall be responsible for
obtaining any export license required with
respect to the Goods, products, or
technologies, including software, sold,
delivered, licensed or otherwise provided
to UNDP under the Contract. The
Contractor shall procure any such export
license in an expeditious manner. Subject
to and without any waiver of the privileges
and immunities of UNDP, UNDP shall lend
the Contractor all reasonable assistance
required for obtaining any such export
license. Should any Governmental entity
refuse, delay or hinder the Contractor's
ability to obtain any such export license,
the Contractor shall promptly consult with
UNDP to enable UNDP to take appropriate
measures to resolve the matter.
12.INDEMNIFICATION: 12. INDEMNIFICATION:
12.1The Contractor shall indemnify, 12.1Podryadchik obliged to indemnify, protect
defend, and hold and save harmless, and defend, at its own expense, UNDP, its
UNDP, and its officials, agents and officials, agents and employees from any and
employees, from and against all suits, all actions, claims, demands and liability of any
proceedings, claims, demands, losses and kind, including court costs, attorney's fees,
liability of any kind or nature brought by payments to compensate for damage, based or
any third party against UNDP, including, arising out of or in connection with:
but not limited to, all litigation costs and
expenses, attorney's fees, settlement 12.1.1utverzhdeniyami or claims that the use of
payments and damages, based on, arising the UNDP of any patented devices or materials
from, or relating to: protected by copyright or any other goods,
12.1.1allegations or claims that the property or services provided or licensed by
possession of or use by UNDP of any UNDP in accordance with the terms of the
patented device, any copyrighted material, Agreement, in part or completely, individually
or any other goods, property or services or in combination provided by published
provided or licensed to UNDP under the contractor specifications for such devices et al.,
terms of the Contract, in whole or in part, or otherwise approved by the contractor in a
separately or in a combination certain way is in violation of any patent,
contemplated by the Contractor's copyright and trademark of AKA or other
published specifications therefor, or intellectual property right of any third party; or
otherwise specifically approved by the 12.1.2lyubymi acts or omissions of the
Contractor, constitutes an infringement of Contractor or any of its sub-contractor or any
any patent, copyright, trademark, or other other person directly or indirectly employed by
intellectual property right of any third them in the performance of the Agreement,
party; or, which resulted in a legal liability to a person
who is not a party to the Agreement, including,
inter alia, the requirements and obligations the
form of workers' compensation claims.
12.2Osvobozhdenie against losses set out in
12.1.2any acts or omissions of the paragraph 12.1.1 above shall not apply to the
Contractor, or of any subcontractor or following:
anyone directly or indirectly employed by 12.2.1Lyubaya claim of infringement resulting
them in the performance of the Contract, from compliance with specific written
which give rise to legal liability to anyone instructions to the Contractor, UNDP amending
not a party to the Contract, including, the characteristics of the goods, property,
without limitation, claims and liability in equipment or other goods and materials, or a
the nature of a claim for workers' way of execution of the Agreement, or which
compensation. require the use of features that are not
normally used by the Contractor; or
12.2The indemnity set forth in Article 12.2.2Lyubaya claim of infringement that arises
12.1.1, above, shall not apply to: as a result of additions or changes to any
12.2.1A claim of infringement resulting goods, property, materials, equipment and
from the Contractor's compliance with other goods and materials or any of their
specific written instructions by UNDP components supplied under the Contract, in the
directing a change in the specifications for case where such a change made by UNDP or
the goods, property, materials, equipment the other party, who He acted on behalf of
or supplies to be or used, or directing a UNDP.
manner of performance of the Contract or 12.3 In addition to the set forth in this
requiring the use of specifications not paragraph 12, the obligations to reimburse the
normally used by the Contractor; or Contractor shall at his own expense to protect
12.2.2A claim of infringement resulting UNDP and its officers, agents and employees,
from additions to or changes in any goods, in accordance with this clause 12, whether
property, materials equipment, supplies or caused such lawsuits, claims and demands for
any components thereof furnished under any damages or liability or not.
the Contract if UNDP or another party 12.4PROON shall notify the Contractor of any
acting under the direction of UNDP made such claim, suit, claims, damages or liability
such changes. within a reasonable time after receipt of such
events it the actual message. The contractor
12.3In addition to the indemnity assumes full control over the defense of any
obligations set forth in this Article 12, the such actions, claims or demands, and above all
Contractor shall be obligated, at its sole the negotiations in connection with their
expense, to defend UNDP and its officials, adjustment or solution, with the exception of
agents and employees, pursuant to this cases relating to the application or the
Article 12, regardless of whether the suits, protection of the privileges and immunities of
proceedings, claims and demands in UNDP or any any related issue, stating and
question actually give rise to or otherwise protect who has the right to UNDP only. UNDP
result in any loss or liability. shall have the right at his own expense and at
12.4UNDP shall advise the Contractor its discretion, select an independent legal
about any such suits, proceedings, claims, counsel to represent the UNDP of any such
demands, losses or liability within a claim, suit or requirements.
reasonable period of time after having
received actual notice thereof. The 12.5V if the use of the UNDP of any goods,
Contractor shall have sole control of the property or services provided or licensed
defense of any such suit, proceeding, claim contractor, UNDP, in whole or separately, in
or demand and of all negotiations in any lawsuit or production is prohibited for any
connection with the settlement or reason, temporarily or permanently, or be
compromise thereof, except with respect to deemed a breach of any patent or copyright,
the assertion or defense of the privileges the right to use trademark or any other
and immunities of UNDP or any matter intellectual property rights, or, in the case of a
relating thereto, for which only UNDP itself decision by the settlement agreement is
is authorized to assert and maintain. UNDP prohibited, restricted or otherwise impeded, the
shall have the right, at its own expense, to Contractor shall at his own expense, without
be represented in any such suit, delay, about:
proceeding, claim or demand by 12.5.1priobresti UNDP unrestricted right to
independent counsel of its own choosing. continue using such goods and services
provided by UNDP;
12.5.2polnostyu or partially replace or modify
the Goods and / or Services provided by UNDP,
12.5In the event the use by UNDP of any with equivalent or better products and / or
Goods, property or Services provided or services or any part thereof, does not infringe
licensed to UNDP by the Contractor, in such rights; or
whole or in part, in any suit or proceeding, 12.5.3vernut full cost of UNDP, UNDP paid for
is for any reason enjoined, temporarily or the right to own or use such goods, property,
permanently, or is found to infringe any services, or parts thereof.
patent, copyright, trademark or other
intellectual property right, or in the event
of a settlement, is enjoined, limited or
otherwise interfered with, then the
Contractor, at its sole cost and expense,
shall, promptly, either:

12.5.1procure for UNDP the unrestricted


right to continue using such Goods or
Services provided to UNDP;
12.5.2replace or modify the Goods and / or
or Services provided to UNDP, or part
thereof, with the equivalent or better
Goods and / or Services, or part thereof,
that is non-infringing; or,
12.5.3refund to UNDP the full price paid by
UNDP for the right to have or use such
Goods, property or Services, or part thereof
13.INSURANCE AND LIABILITY: 13. INSURANCE AND LIABILITY:
13.1The Contractor shall pay UNDP 13.1Podryadchik should quickly compensate
promptly for all loss, destruction, or UNDP for any loss or damage to the property of
damage to the property of UNDP caused by UNDP, which occurred through the fault of the
the Contractor's personnel or by any of its Contractor's personnel or any of its
subcontractors or anyone else directly or subcontractors, or any other person, directly or
indirectly employed by the Contractor or indirectly employed by the Contractor or any of
any of its subcontractors in the its subcontractors during performance of the
performance of the Contract. Contract.
13.2Esli otherwise specified in the Agreement,
13.2Unless otherwise provided in the prior to commencement of any other
Contract, prior to commencement of obligations under the Agreement and in
performance of any other obligations under accordance with any restrictions specified in
the Contract, and subject to any limits set the Contract, the Contractor shall ensure that
forth in the Contract, the Contractor shall the duration of the Agreement, for the period of
take out and shall maintain for the entire the extension of its period of validity, as well as
term of the Contract, for any extension any reasonably necessary for address the issue
thereof, and for a period following any of losses of any period after the termination of
termination of the Contract reasonably the Agreement:
adequate to deal with losses: 13.2.1strahovanie against all risks in relation to
13.2.1insurance against all risks in respect the property of the Contractor and any
of its property and any equipment used for equipment used for the execution of the
the performance of the Contract; Agreement;
13.2.2workers' compensation insurance, or 13.2.2strahovanie workers' compensation, or its
its equivalent, or employer's liability equivalent, or employer's liability insurance, or
insurance, or its equivalent, with respect to its equivalent, with respect to the Contractor's
the Contractor's personnel sufficient to staff, with such insurance must be sufficient to
cover all claims for injury, death and cover all claims with respect to injuries, loss of
disability, or any other benefits required to life and
be paid by law, in connection with the disability or meet any other compensation that
performance of the Contract; must be paid by law, in connection with the
implementation of the Agreement;
13.2.3strahovanie corresponding amount of
13.2.3liability insurance in an adequate liability coverage for all claims, including claims
amount to cover all claims, including, but for death and bodily injury, liability for the
not limited to, claims for death and bodily quality of the products, the contractor's liability
injury, products and completed operations for personal injury or damage to third parties as
liability, loss of or damage to property, and a result of the completed work, personal injury
personal and advertising injury, arising and damage caused by the advertising which
from or in connection with the Contractor's arise out of or in connection with the
performance under the Contract, including, performance by the Contractor of its obligations
but not limited to, liability arising out of or under the Agreement, including, without
in connection with the acts or omissions of limitation, liability arising out of or in
the Contractor, its personnel, agents, or connection with actions or omissions of the
invitees, or the use, during the Contractor, its personnel, agents or invited
performance of the Contract , of any suppliers, or by using the run-time of the Treaty
vehicles, boats, airplanes or other of any vehicles, boats, aircraft or other vehicles
transportation vehicles and equipment, and equipment, regardless of whether they
whether or not owned by the Contractor; belong or not to the Contractor; and
and, 13.2.4lyuboe other insurance, which UNDP and
the Contractor may agree in writing.
13.3Polisy insurance Contractor's responsibility
should also cover subcontractors, all defense
costs and include a standard provision on
"mutual responsibility of the parties."
13.2.4such other insurance as may be 13.4Podryadchik acknowledges and agrees that
agreed upon in writing between UNDP and UNDP does not accept responsibility for
the Contractor. providing coverage of life insurance, health and
13.3The Contractor's liability policies shall accident insurance, travel insurance or any
also cover subcontractors and all defense other insurance coverage which may be
costs and shall contain a standard "cross necessary or desirable with respect to the
liability" clause. personnel who performs work and provides
services to the Contractor in connection with
13.4The Contractor acknowledges and the Treaty.
agrees that UNDP accepts no responsibility 13.5Za except workers' compensation
for providing life, health, accident, travel or insurance or any self-insurance program
any other insurance coverage which may provided by the Contractor and approved by
be necessary or desirable in respect of any the UNDP at its own discretion in order to fulfill
personnel performing services for the the Contractor's requirements for providing
Contractor in connection with the Contract. insurance under the Contract, the insurance
policies required under this Agreement shall
contain the following:
13.5Except for the workers' compensation 13.5.1ukazyvat UNDP additional insured person
insurance or any self-insurance program in accordance with the liability insurance
maintained by the Contractor and policies, including, if necessary, the right to a
approved by UNDP, in its sole discretion, separate endorsement under the policy;
for purposes of fulfilling the Contractor's 13.5.2vklyuchat waiver of subrogation rights of
requirements for providing insurance under the insurer with respect to the Contractor,
the Contract, the insurance policies UNDP;
required under the Contract shall : 13.5.3predpolagat that UNDP shall receive from
13.5.1name UNDP as an additional insured the insurer of the Contractor written notice no
under the liability policies, including, if later than 30 (thirty) days prior to cancellation
required, as a separate endorsement under of or a significant change in the coating; and
the policy; 13.5.4vklyuchat provisions for answering the
initially free based contributions, with respect
to any other insurance, which should be
13.5.2include a waiver of subrogation of available to UNDP.
the Contractor's insurance carrier's rights 13.6Podryadchik responsible for funding all
against UNDP; amounts within any minimum which is not
13.5.3provide that UNDP shall receive subject to insurance, or deductible.
written notice from the Contractor's 13.7Za excluding any self-programs provided by
insurance carrier not less than thirty (30) the Contractor and accepted by UNDP in order
days prior to any cancellation or material to fulfill the Contractor's requirements for
change of coverage; and, providing insurance under the Contract, the
13.5.4include a provision for response on a Contractor shall arrange and maintain
primary and non-contributing basis with insurance for the Treaty in the insurance
respect to any other insurance that may be companies with a good reputation who have a
available to UNDP. healthy financial position and are acceptable to
UNDP. Before the beginning of any obligations
13.6The Contractor shall be responsible to under the Contract the Contractor shall provide
fund all amounts within any policy UNDP with confirmation that the Contractor has
deductible or retention. organized insurance in accordance with the
requirements of the Treaty, which is designed in
13.7Except for any self-insurance program the form of an insurance certificate or other
maintained by the Contractor and form, which may reasonably be required by
approved by UNDP for purposes of fulfilling UNDP. UNDP reserves the right to receive any
the Contractor's requirements for insurance policies or descriptions of insurance
maintaining insurance under the Contract, programs, which the Contractor shall provide, in
the Contractor shall maintain the insurance accordance with the Agreement, Contractor
taken out under the Contract with sending a written request. Regardless of the
reputable insurers that are in good provisions of paragraph 13.5.3 above, the
financial standing and that are acceptable Contractor shall immediately inform UNDP of
to UNDP. Prior to the commencement of any cancellation or material change of
any obligations under the Contract, the coverage required under the Agreement.
Contractor shall provide UNDP with 13.8Podryadchik acknowledges and agrees that
evidence, in the form of certificate of neither the requirement of the organization and
insurance or such other form as UNDP may ensure security in the manner prescribed by the
reasonably require, that demonstrates that Treaty, nor the amount of any insurance,
the Contractor has taken out insurance in including, without limitation, any franchise, or
accordance with the requirements of the at least not to be insured, in this connection, in
Contract. UNDP reserves the right, upon any case will limit liability the contractor arising
written notice to the Contractor, to obtain out of or in connection with the Treaty.
copies of any insurance policies or
insurance program descriptions required to
be maintained by the Contractor under the
Contract. Notwithstanding the provisions of
Article 13.5.3, above, the Contractor shall
promptly notify UNDP concerning any
cancellation or material change of
insurance coverage required under the
Contract.

13.8The Contractor acknowledges and


agrees that neither the requirement for
taking out and maintaining insurance as
set forth in the Contract nor the amount of
any such insurance, including, but not
limited to, any deductible or retention
relating thereto, shall in any way be
construed as limiting the Contractor's
liability arising under or relating to the
Contract.
14.ENCUMBRANCES AND LIENS : 14. OBSTACLES AND RIGHTS RETENTION
The Contractor shall not cause or permit Contractor shall not cause or permit the
any lien, attachment or other encumbrance presentation of any person claim or pursue its
by any person to be placed on file or to claim in any public office or UNDP concerning
remain on file in any public office or on file the content of bail, arrest or other obstacles
with UNDP against any monies due to the present or future payments to the contractor for
Contractor or that may become due for any work performed or goods, or materials provided
work done or against any goods supplied in under the Treaty or by virtue of the other
or materials furnished under the Contract, claim or demand against the Contractor or
or by reason of any other claim or demand UNDP
against the Contractor or UNDP
15.EQUIPMENT FURNISHED BY UNDP 15. Equipment delivered UNDP
TO THE CONTRACTOR: Title to any CONTRACTOR: ownership of any equipment,
equipment and supplies that may be goods and materials, which the UNDP may
furnished by UNDP to the Contractor for provide the Contractor to perform any
the performance of any obligations under obligation under the Agreement rests with the
the Contract shall rest with UNDP, and any UNDP, and all such equipment shall be returned
such equipment shall be returned to UNDP to UNDP after the contract is completed or
at the conclusion of the Contract or when when it is no longer necessary to the
no longer needed by the Contractor. Such Contractor. When returning UNDP such
equipment, when returned to UNDP, shall equipment should be in the same condition in
be in the same condition as when delivered which it was at the time of the Contractor
to the Contractor, subject to normal wear subject to normal wear, and the Contractor
and tear, and the Contractor shall be liable shall be responsible for the UNDP compensation
to compensate UNDP for the actual costs of for any damage, injury or deterioration of
any loss of, damage to, or degradation of equipment in excess of normal wear and tear
the equipment that is beyond normal wear
and tear.
16.COPYRIGHT, PATENTS AND OTHER 16.AVTORSKOE, PATENT AND OTHER
PROPRIETARY RIGHTS: PROPRIETARY RIGHTS :
16.1Except as is otherwise expressly 16.1Esli otherwise expressly specified in writing
provided in writing in the Contract, UNDP in the Contract, UNDP reserves the right to
shall be entitled to all intellectual property intellectual property and other proprietary
and other proprietary rights including, but rights in full, including, without limitation,
not limited to, patents, copyrights, and patents, copyrights and trade marks of
trademarks, with regard to products, products, processes, inventions, ideas, "know
processes, inventions, ideas, know-how, or -hau "or documents and other materials
documents and other materials which the created or developed by the Contractor to the
Contractor has developed for UNDP under UNDP under the Contract, and are directly
the Contract and which bear a direct linked or created, produced, collected as a
relation to or are produced or prepared or result of or in the course of implementation of
collected in consequence of, or during the the Treaty. The Contractor acknowledges and
course of, the performance of the Contract. agrees that such products, documents and
The Contractor acknowledges and agrees other materials are part of the work performed
that such products, documents and other by the employee for the UNDP.
materials constitute works made for hire 16.2Tem However, if such intellectual property
for UNDP. or other proprietary rights consist of the
16.2To the extent that any such intellectual intellectual property or other proprietary rights
property or other proprietary rights consist of the Contractor who (i) existed until the
of any intellectual property or other fulfillment by the Contractor of its obligations
proprietary rights of the Contractor: (i) that under the Agreement, or (ii) that the Contractor
pre-existed the performance by the may create or receive, or that have been
Contractor of its obligations under the created or obtained independently of the
Contract, or (ii) that the Contractor may performance of the Contractor of its obligations
develop or acquire, or may have developed under the Contract, the UNDP does not claim
or acquired, independently of the ownership on them, and the Contractor will give
performance of its obligations under the the UNDP a perpetual license and Using such
Contract, UNDP does not and shall not intellectual property or other proprietary right
claim any ownership interest thereto, and solely for the purposes of and in accordance
the Contractor grants to UNDP a perpetual with the requirements of the Treaty.
license to use such intellectual property or 16.3Po UNDP request, the Contractor shall take
other proprietary right solely for the all necessary steps, execute all necessary
purposes of and in accordance with the documents and generally providing support in
requirements of the Contract. securing such proprietary rights and
transferring them to UNDP in compliance with
the applicable legislation and the contract.
16.3At the request of UNDP, the Contractor 16.4V according to the above provisions, all
shall take all necessary steps, execute all maps, drawings, photographs, plans, reports,
necessary documents and generally assist estimates, recommendations, documents and
in securing such proprietary rights and other data compiled by or received by the
transferring or licensing them to UNDP in Contractor under the Contract, are the property
compliance with the requirements of the of UNDP, shall be provided for the use and
applicable law and of the Contract. testing of UNDP in a reasonable time frame and
16.4Subject to the foregoing provisions, all in a reasonable location, are confidential and
maps, drawings, photographs, mosaics, shall be delivered only to UNDP authorized on
plans, reports, estimates, completion of work under the Contract officials
recommendations, documents, and all
other data compiled by or received by the
Contractor under the Contract shall be the
property of UNDP, shall be made available
for use or inspection by UNDP at
reasonable times and in reasonable places,
shall be treated as confidential, and shall
be delivered only to UNDP authorized
officials on completion of work under the
Contract.
17.PUBLICITY, AND USE OF THE NAME, 17.REKLAMA AND USE OF NAME, EMBLEM
EMBLEM OR OFFICIAL SEAL OF UNDP OR OFFICIAL SEAL OF UNDP OR THE
OR THE UNITED NATIONS: The UNITED NATIONS omnibus : The
Contractor shall not advertise or otherwise Contractor shall not advertise or otherwise
make public for purposes of commercial make public for purposes of commercial
advantage or goodwill that it has a advantage or business reputation of its
contractual relationship with UNDP, nor contractual relationship with the UNDP; The
shall the Contractor, in any manner Contractor shall also not be any way to use the
whatsoever use the name, emblem or name, emblem or official seal of UNDP or the
official seal of UNDP or the United Nations, United Nations or any abbreviation of UNDP or
or any abbreviation of the name of UNDP UN name in connection with its business or
or the United Nations in connection with its otherwise without the prior written permission
business or otherwise without the written of UNDP.
permission of UNDP.
18.CONFIDENTIAL NATURE OF 18.KONFIDENTSIALNOST DOCUMENTS AND
DOCUMENTS AND INFORMATION: INFORMATION: The information and data,
Information and data that is considered which are considered the property of either of
proprietary by either Party or that is the Parties, or which are transferred or
delivered or disclosed by one Party disclosed by one Party ( "Disclosing Party") to
( "Discloser") to the other Party the other Party ( "Receiving Party") during the
( "Recipient") during the course of execution of the Agreement, and which are
performance of the Contract, and that is designated as confidential ( "Information"),
designated as confidential ( " Information shall be kept such Party confidentially, wherein
"), shall be held in confidence by that Party the work with such information as follows:
and shall be handled as follows: 18.1Prinimayuschaya party must:
18.1.1proyavlyat same caution and prudence to
prevent disclosure, publication or distribution
18.1The Recipient shall: Information Disclosing side which it exhibits in
18.1.1use the same care and discretion to relation to such proprietary information and
avoid disclosure, publication or that it does not wish to disclose, publish or
dissemination of the Discloser's disseminate; and
Information as it uses with its own similar 18.1.2ispolzovat information Disclosing Party
Information that it does not wish to solely for the purposes for which such
disclose, publish or disseminate; and, information was disclosed.
18.2Pri presence in the Receiving Party of a
written agreement with the following natural or
18.1.2use the Discloser's Information solely legal persons who hold confidential information
for the purpose for which it was disclosed. in accordance with the Agreement and this
clause 18, the receiving party may disclose
18.2Provided that the Recipient has a information:
written agreement with the following 18.2.1lyuboydrugoystoronepo preliminary
persons or entities requiring them to treat pismennomusoglasiyu Disclosing Party; and
the Information confidential in accordance
with the Contract and this Article 18, the 18.2.2sotrudnikam, officials, representatives
Recipient may disclose Information to: and agents of the Receiving Party who need to
know such information to perform their
18.2.1any other party with the Discloser's obligations under the Treaty, as well as the
prior written consent; and, employees, officers, representatives and agents
of any legal entities controlled by the Host Party
18.2.2the Recipient's employees, officials, or controlled by the Host Party or which The
representatives and agents who have a receiving party is under common control, who
need to know such Information for need to know such information to perform their
purposes of performing obligations under obligations under the Agreement provided that
the Contract, and employees officials, for such purposes controlled by jurid nical
representatives and agents of any legal person means:
entity that it controls, controls it, or with 18.2.2.1kommercheskaya organization, more
which it is under common control, who than 50% (fifty percent) of the voting shares of
have a need to know such Information for which are owned or otherwise controlled,
purposes of performing obligations under directly or indirectly, to the Party; or
the Contract, provided that, for these 18.2.2.2lyuboe legal person, effectively
purposes a controlled legal entity means: administered by the Party; or to the United
Nations, the main or a subsidiary body of the
UN, established in accordance with the United
Nations Charter.
18.2.2.1 corporate entity in which the Party 18.3Podryadchik may disclose information to
owns or otherwise controls, whether the extent required by law, subject to
directly or indirectly, over fifty percent compliance with the privileges and immunities
(50%) of voting shares thereof; or, of the United Nations and not excluding them,
the Contractor will send a pre-written request
18.2.2.2any entity over which the Party UNDP to disclose information in order to provide
exercises effective managerial control; or, UNDP with a reasonable opportunity to take
for the United Nations, a principal or protective or any other measures required
subsidiary organ of the United Nations before any disclosure of such information.
established in accordance with the Charter 18.4PROON may disclose information to the
of the United Nations. extent under the UN Charter, resolutions or
18.3The Contractor may disclose regulations of the General Assembly and in
Information to the extent required by law, accordance with the rules published below.
provided that, subject to and without any
waiver of the privileges and immunities of 18.5Prinimayuschaya side should not face
the United Nations, the Contractor will give obstacles when disclosing information that
UNDP sufficient prior notice of a request for Receiving Party has received from a third party
the disclosure of Information in order to without any restrictions, and the Disclosing
allow UNDP to have a reasonable Party to disclose to a third party without any
opportunity to take protective measures or obligation in terms of privacy and that was
such other action as may be appropriate already known to the Receiving Party before, or
before any such disclosure is made. that The receiving side can receive completely
18.4UNDP may disclose Information to the independent of the disclosure, which is
extent as required pursuant to the Charter described here.
of the United Nations, or pursuant to 18.6Eti obligations and restrictions on the
resolutions or regulations of the General confidentiality of information will apply during
Assembly or rules promulgated thereunder. the term of the Contract, including any
18.5The Recipient shall not be precluded extension of its period of validity, and shall
from disclosing Information that is obtained remain in force after the termination of the
by the Recipient from a third party without Agreement.
restriction, is disclosed by the Discloser to
a third party without any obligation of
confidentiality, is previously known by the
Recipient, or at any time is developed by
the Recipient completely independently of
any disclosures hereunder.

18.6These obligations and restrictions of


confidentiality shall be effective during the
term of the Contract, including any
extension thereof, and, unless otherwise
provided in the Contract, shall remain
effective following any termination of the
Contract
19.FORCE MAJEURE; OTHER CHANGES 19.FORS majeure; OTHER CHANGES IN
IN CONDITIONS: CONDITIONS:
19.1In the event of and as soon as possible 19.1V event of and in the shortest possible time
after the occurrence of any cause after the occurrence of the causes that led to
constituting force majeure, the affected force majeure, the affected party shall in
Party shall give notice and full particulars writing with a detailed description of the
in writing to the other Party, of such situation to inform the other Party of the
occurrence or cause if the affected Party is circumstances or causes, if in connection with
thereby rendered unable, wholly or in part, the occurrence of such causes the injured party
to perform its obligations and meet its partly or completely unable to fulfill its duties
responsibilities under the Contract. The and obligations under the Agreement. The
affected Party shall also notify the other injured party must also notify the other Party of
Party of any other changes in condition or any other changes in conditions or the
the occurrence of any event which occurrence of any event that interferes or may
interferes or threatens to interfere with its interfere with the injured party to the Treaty. No
performance of the Contract. Not more later than fifteen (15) days after notice of force
than fifteen (15) days following the majeure or other changes in the conditions of
provision of such notice of force majeure or the injured party should also provide the other
other changes in condition or occurrence, Party to report on the expected costs that may
the affected Party shall also submit a be incurred during the action of changed
statement to the other Party of estimated conditions or during the force-majeure
expenditures that will likely be incurred for circumstances. After obtaining the necessary
the duration of the change in condition or message or referred to in this paragraph, a
the event of force majeure. On receipt of Party which has not suffered as a result of force
the notice or notices required hereunder, majeure shall take such measures as
the Party not affected by the occurrence of appropriate or necessary in certain
a cause constituting force majeure shall circumstances, including the provision of the
take such action as it reasonably considers injured Party a reasonable delay in the
to be appropriate or necessary in the performance of any obligations under the
circumstances, including the granting to Treaty.
the affected Party of a reasonable 19.2Esli for reasons of force majeure, the
extension of time in which to perform any Contractor is not able to fully or partially fulfill
obligations under the Contract. their duties and obligations under the Contract,
the UNDP shall have the right to suspend or
terminate the Agreement on the same terms as
provided by paragraph 20
"The order of termination of this Agreement,"
but the term of notice shall be seven (7) days
19.2If the Contractor is rendered unable, instead of thirty (30). In any case, UNDP will be
wholly or in part, by reason of force able to recognize the Contractor so that on an
majeure to perform its obligations and ongoing basis to fulfill its obligations under the
meet its responsibilities under the Contract, the Contractor will not be able to
Contract, UNDP shall have the right to fulfill them fully or partially for reasons of force
suspend or terminate the Contract on the majeure for a period of more than ninety (90)
same terms and conditions as are provided days.
for in Article 20, "Termination," except that 19.3Pod force majeure in this paragraph refers
the period of notice shall be seven (7) days to unforeseen and insurmountable acts of God,
instead of thirty (30) days. In any case, war (declared or not), occupation, revolution,
UNDP shall be entitled to consider the insurrection, acts of terrorism or other
Contractor permanently unable to perform circumstances of a similar nature or force,
its obligations under the Contract in case provided that such circumstances have arisen
the Contractor is unable to perform its for reasons that The contractor could not
obligations, wholly or in part, by reason of control, and is not the fault or negligence of the
force majeure for any period in excess of contractor. The Contractor acknowledges and
ninety ( 90) days. agrees that in respect of any obligation under
the Contract to be performed in areas where
19.3Force majeure as used herein means UNDP is involved, is preparing to participate or
any unforeseeable and irresistible act of stops to take part in any peacekeeping,
nature, any act of war (whether declared or humanitarian or similar operations,
not), invasion, revolution, insurrection,
terrorism, or any other acts of a similar
nature or force, provided that such acts
arise from causes beyond the control and
without the fault or negligence of the
Contractor. The Contractor acknowledges
and agrees that, with respect to any
obligations under the Contract that the
Contractor must perform in areas in which
UNDP is engaged in, preparing to engage
in, or disengaging from any peacekeeping,
humanitarian or similar operations, any
delays or failure to perform such
obligations arising from or relating to harsh
conditions within such areas, or to any
incidents of civil unrest occurring in such
areas, shall not, in and of itself, constitute
force majeure under the Contract
20.TERMINATION: 20.RASTORZHENIE CONTRACT:
20.1Either Party may terminate the 20.1Lyubaya Party may terminate the
Contract for cause, in whole or in part, Agreement for good reasons, totally or partially,
upon thirty (30) day's notice, in writing, to to the other party written notice of thirty (30)
the other Party. The initiation of conciliation days prior to the intended date of termination.
or arbitral proceedings in accordance with Commencement of a settlement agreement or
Article 23 "Settlement of Disputes," below, arbitration in accordance with paragraph 23
shall not be deemed to be a "cause" for or "Settlement of disputes" should not be
otherwise to be in itself a termination of considered as a "cause" for breaking or
the Contract. otherwise, by itself, be a termination of the
Agreement.
20.2PROON has the right to terminate the
Agreement at any time by giving notice to the
20.2UNDP may terminate the Contract at Contractor in writing, in any case, when the
any time by providing written notice to the UNDP mandate for the implementation of the
Contractor in any case in which the Agreement or the financing of the UNDP under
mandate of UNDP applicable to the the Contract are reduced or terminated in
performance of the Contract or the funding whole or in part. Furthermore, unless otherwise
of UNDP applicable to the Contract is provided by the Treaty, UNDP may terminate
curtailed or terminated, whether in whole contract without explanation sending
or in part. In addition, unless otherwise Contractor written notice sixty (60) days prior
provided by the Contract, upon sixty (60) to termination.
day's advance written notice to the 20.3V event of termination of the contract and
Contractor, UNDP may terminate the after receipt of the notice of termination at the
Contract without having to provide any initiative of UNDP, the Contractor shall, unless
justification therefor. otherwise provided by UNDP in the notice of
20.3In the event of any termination of the termination or any other written form:
Contract, upon receipt of notice of 20.3.1nemedlenno to take measures for the
termination that has been issued by UNDP, speedy and proper completion of the
the Contractor shall, except as may be obligations under the Treaty, while reducing
directed by UNDP in the notice of costs to a minimum;
termination or otherwise in writing:
20.3.1take immediate steps to bring the 20.3.2vozderzhatsya from taking on any other
performance of any obligations under the additional obligations under the Treaty from the
Contract to a close in a prompt and orderly date of receipt of the notification, not to enter
manner, and in doing so, reduce expenses into further agreements or subcontractors do
to a minimum; not place orders for materials, services, or
20.3.2refrain from undertaking any further facilities except those of UNDP and the
or additional commitments under the Contractor determined by agreement in writing,
Contract as of and following the date of necessary for the completion of any part of the
receipt of such notice; agreement, which is not affected by the
termination;
20.3.3rastorgnut all subcontracting agreements
or orders to the extent they relate to the
terminated part of the Agreement;

20.3.3place no further subcontracts or 20.3.4peredat ownership and deliver UNDP


orders for materials, services, or facilities, manufactured and neizgotovlennye elements,
except as UNDP and the Contractor agree work in progress, finished work, TMC and other
in writing are necessary to complete any materials, manufactured or purchased for the
portion of the Contract that is not portion of the Treaty, which is terminated;
terminated; 20.3.5sdat all completed or partially completed
20.3.4terminate all subcontracts or orders plans, drawings, and other property
to the extent they relate to the portion of information, which in the case of full
the Contract terminated; performance of the Contract to be transmitted
UNDP in accordance with the Treaty;
20.3.6zavershit works, which are not affected
20.3.5transfer title and deliver to UNDP the by the termination of the Agreement and
fabricated or unfabricated parts, work in
process, completed work, supplies, and
other material produced or acquired for the 20.3.7vypolnit any other necessary action, or to
portion of the Contract terminated; perform written by UNDP guidelines to minimize
20.3.6deliver all completed or partially losses and to protect and preserve any tangible
completed plans, drawings, information, or intangible assets pertaining to contracts in
and other property that, if the Contract had the Contractor's property and of interest to
been completed, would be required to be UNDP or potentially of interest to UNDP.
furnished to UNDP thereunder; 2.4. In the event of termination of the Contract,
20.3.7complete performance of the work the UNDP shall be entitled to receive from the
not terminated; and, take any other action Contractor reasonable written calculations on
that may be necessary, or that UNDP may all the obligations that have been or are being
direct in writing, for the minimization of implemented in accordance with the Treaty. In
losses and for the protection and addition, UNDP will be liable to the Contractor
preservation of any property, whether to pay only those goods and / or services that
tangible or intangible, related to the have been satisfactorily provided by the UNDP
Contract that is in the possession of the in accordance with the requirements of the
Contractor and in which UNDP has or may Treaty and, if such goods or services have been
be reasonably expected to acquire an ordered or provided prior to receipt by the
interest. Contractor of the UNDP to terminate the posts
20.4In the event of any termination of the Treaty or until the direction of the Contractor to
Contract, UNDP shall be entitled to obtain terminate the UNDP contract notice.
reasonable written accountings from the 20.5PROON has the right, in addition to all
Contractor concerning all obligations other rights or remedies that were available,
performed or pending in accordance with terminate this Agreement immediately in the
the Contract. In addition, UNDP shall not be following case:
liable to pay the Contractor except for 20.5.1v case of declaration of the Contractor
those Goods satisfactorily delivered and / bankrupt, be liquidated or declared insolvent,
or Services satisfactorily provided to UNDP or when the Contractor submits a request for
in accordance with the requirements of the deferment of payments and financial
Contract, but only if such Goods or obligations or to suspend any obligation to pay
Services were ordered, requested or or repay the debt, or submit an application for
otherwise provided prior to the recognition of his bankrupt,
Contractor's receipt of notice of 20.5.2v case of Contractor permit deferment of
termination from UNDP or prior to the payments and financial obligations or in the
Contractor's tendering of notice of event that insolvency of the Contractor;
termination to UNDP. 20.5.3v case of transfer of property by the
Contractor in favor of one or more creditors,
20.5UNDP may, without prejudice to any 20.5.4v case of appointment of a liquidator
other right or remedy available to it, responsible for the bankruptcy of the
terminate the Contract forthwith in the Contractor;
event that: 20.5.5kogda Contractor offers a settlement
agreement in lieu of bankruptcy or forced
20.5.1the Contractor is adjudged bankrupt, liquidation; or
or is liquidated, or becomes insolvent, or 20.5.6esli UNDP reasonably believes that the
applies for a moratorium or stay on any financial position of the Contractor occurred a
payment or repayment obligations, or material adverse change, which can
applies to be declared insolvent; significantly affect the performance of the
Contractor of any of its obligations under the
Treaty.
20.6Krome those cases where it is prohibited by
20.5.2the Contractor is granted a law, the Contractor is obliged to reimburse
moratorium or a stay, or is declared UNDP for all losses and expenses, including,
insolvent; without limitation, all costs that UNDP has in
connection with the legal and by illegal
production as a result of any of the above in
20.5.3the Contractor makes an assignment paragraph 20.5 above events and the
for the benefit of one or more of its termination of the Agreement even if the
creditors; contractor is declared bankrupt, insolvent or if
20.5.4a Receiver is appointed on account he was allowed to defer payments and financial
of the insolvency of the Contractor; liabilities. The Contractor shall immediately
20.5.5the Contractor offers a settlement in inform UNDP of the occurrence of any of the
lieu of bankruptcy or receivership; or, above in paragraph 20.5 above events and
UNDP should provide all the information, which
20.5.6UNDP reasonably determines that relates to such an event or events.
the Contractor has become subject to a 20.7Polozheniya paragraph 20 may not
materially adverse change in its financial prejudice any other rights or remedies that are
condition that threatens to substantially available to the UNDP under this Agreement or
affect the ability of the Contractor to any other documents.
perform any of its obligations under the
Contract.

20.6Except as prohibited by law, the


Contractor shall be bound to compensate
UNDP for all damages and costs, including,
but not limited to, all costs incurred by
UNDP in any legal or non- legal
proceedings, as a result of any of the
events specified in Article 20.5, above, and
resulting from or relating to a termination
of the Contract, even if the Contractor is
adjudged bankrupt, or is granted a
moratorium or stay or is declared
insolvent. The Contractor shall immediately
inform UNDP of the occurrence of any of
the events specified in Article 20.5, above,
and shall provide UNDP with any
information pertinent thereto.

20.7The provisions of this Article 20 are


without prejudice to any other rights or
remedies of UNDP under the Contract or
otherwise.
21.NON-WAIVER OF RIGHTS : The 21.NEOTKAZ OF RIGHTS: Non-
failure by either Party to exercise any realization of any of the Parties to any of the
rights available to it, whether under the rights available to such party under the
Contract or otherwise, shall not be deemed Agreement or otherwise, shall not be deemed a
for any purposes to constitute a waiver by waiver of the other Party of any such rights or
the other Party of any such right or any remedies and shall not relieve the parties from
remedy associated therewith, and shall not the exercise of any of its obligations under the
relieve the Parties of any of their Treaty.
obligations under the Contract. 22.NEISKLYUCHITELNOST: Unless
22.NON-EXCLUSIVITY: Unless otherwise specified in the Agreement, UNDP
otherwise specified in the Contract, UNDP has no obligation to purchase any minimum
shall have no obligation to purchase any quantity of the goods or services from the
minimum quantities of goods or services Contractor, the UNDP is not limited in its right
from the Contractor, and UNDP shall have to purchase the goods or services of the same
no limitation on its right to obtain goods or kind, quality and amount specified in the
services of the same kind, quality and contract, in any other sources or suppliers at
quantity described in the Contract, from any time.
any other source at any time.
23.SETTLEMENT OF DISPUTES: 23.PORYADOK DISPUTE SETTLEMENT:
23.1AMICABLE SETTLEMENT : The 23.1MIROVOE settlement of disputes :
Parties shall use their best efforts to The Parties undertake to make all efforts for the
amicably settle any dispute, controversy, global settlement of any dispute, controversy or
or claim arising out of the Contract or the claim arising from the performance, breach,
breach, termination, or invalidity thereof. termination of the Agreement or invalidation. If
Where the Parties wish to seek such an the parties wish to reach out of court
amicable settlement through conciliation, settlement in the form of conciliation, such a
the conciliation shall take place in procedure must be executed in accordance with
accordance with the Conciliation Rules the Rules of the UN Commission conciliation on
then obtaining of the United Nations International Trade Law ( "UNCITRAL"), or under
Commission on International Trade Law any other procedures according to the written
( "UNCITRAL"), or according to such other agreement of the Parties.
procedure as may be agreed between the 23.2ARBITRAZH: Any dispute, controversy or
Parties in writing. claim between the Parties arising out of the
Agreement or the breach, termination or loss of
its legal validity, are not settled out of court in
23.2ARBITRATION: Any dispute, accordance with paragraph 23.1 above within
controversy, or claim between the Parties sixty (60) days after receipt by a Party's written
arising out of the Contract or the breach, request The other side of the global settlement
termination, or invalidity thereof, unless of the dispute should be referred by either party
settled amicably under Article 23.1, above, to arbitration in accordance with the arbitration
within sixty (60) days after receipt by one Rules of the UNCITRAL (United Nations
Party of the other Party's written request Commission on international trade Law). The
for such amicable settlement, shall be arbitration award shall be based on the general
referred by either Party to arbitration in principles of international commercial law. The
accordance with the UNCITRAL Arbitration arbitral tribunal shall have the power to give
Rules then obtaining. The decisions of the orders to return or destruction of goods, any
arbitral tribunal shall be based on general tangible and intangible property or any
principles of international commercial law. confidential information provided under the
The arbitral tribunal shall be empowered to Contract, to order the termination of the
order the return or destruction of goods or Agreement, as well as instructions on the use of
any property, whether tangible or any other protective measures in relation to the
intangible, or of any confidential goods, services or other tangible or intangible
information provided under the Contract, property of any confidential information
order the termination of the Contract, or provided under the Contract in full compliance
order that any other protective measures with the Court of Arbitration powers under
be taken with respect to the goods, paragraph 26 ( "Interim Measures of Protection
services or any other property, whether ") and paragraph 34 (" Form and effect of the
tangible or intangible, or of any award "), the UNCITRAL arbitration Rules.
confidential information provided under the Arbitration court may not award punitive
Contract, as appropriate, all in accordance liquidated damages. Furthermore, unless
with the authority of the arbitral tribunal otherwise expressly provided in the Contract,
pursuant to Article 26 ( "Interim the arbitral tribunal has no authority to charge
measures") and Article 34 ( "Form and interest above LIBOR ( «LIBOR») and any such
effect of the award ") of the UNCITRAL interest shall be simple interest only. Parties are
Arbitration Rules. The arbitral tribunal shall obliged to comply with court decisions handed
have no authority to award punitive down as a result of the arbitration proceedings,
damages. In addition, unless otherwise
expressly provided in the Contract, the
arbitral tribunal shall have no authority to
award interest in excess of the London
Inter-Bank Offered Rate ( "LIBOR") then
prevailing, and any such interest shall be
simple interest only. The Parties shall be
bound by any arbitration award rendered
as a result of such arbitration as the final
adjudication of any such dispute,
controversy, or claim. whether tangible or
intangible, or of any confidential
information provided under the Contract,
as appropriate, all in accordance with the
authority of the arbitral tribunal pursuant
to Article 26 ( "Interim measures") and
Article 34 ( "Form and effect of the
award" ) of the UNCITRAL Arbitration Rules.
The arbitral tribunal shall have no authority
to award punitive damages. In addition,
unless otherwise expressly provided in the
Contract, the arbitral tribunal shall have no
authority to award interest in excess of the
London Inter-Bank Offered Rate ( "LIBOR")
then prevailing, and any such interest shall
be simple interest only. The Parties shall be
bound by any arbitration award rendered
as a result of such arbitration as the final
adjudication of any such dispute,
controversy, or claim. whether tangible or
intangible, or of any confidential
information provided under the Contract,
as appropriate, all in accordance with the
authority of the arbitral tribunal pursuant
to Article 26 ( "Interim measures") and
Article 34 ( "Form and effect of the
award" ) of the UNCITRAL Arbitration Rules.
The arbitral tribunal shall have no authority
to award punitive damages. In addition,
unless otherwise expressly provided in the
Contract, the arbitral tribunal shall have no
authority to award interest in excess of the
London Inter-Bank Offered Rate ( "LIBOR")
then prevailing, and any such interest shall
be simple interest only. The Parties shall be
bound by any arbitration award rendered
as a result of such arbitration as the final
adjudication of any such dispute,
controversy, or claim. or of any confidential
information provided under the Contract,
as appropriate, all in accordance with the
authority of the arbitral tribunal pursuant
to Article 26 ( "Interim measures") and
Article 34 ( "Form and effect of the award")
of the UNCITRAL Arbitration Rules. The
arbitral tribunal shall have no authority to
award punitive damages. In addition,
unless otherwise expressly provided in the
Contract, the arbitral tribunal shall have no
authority to award interest in excess of the
London Inter-Bank Offered Rate ( "LIBOR")
then prevailing, and any such interest shall
be simple interest only. The Parties shall be
bound by any arbitration award rendered
as a result of such arbitration as the final
adjudication of any such dispute,
controversy, or claim. or of any confidential
information provided under the Contract,
as appropriate, all in accordance with the
authority of the arbitral tribunal pursuant
to Article 26 ( "Interim measures") and
Article 34 ( "Form and effect of the award")
of the UNCITRAL Arbitration Rules. The
arbitral tribunal shall have no authority to
award punitive damages. In addition,
unless otherwise expressly provided in the
Contract, the arbitral tribunal shall have no
authority to award interest in excess of the
London Inter-Bank Offered Rate ( "LIBOR")
then prevailing, and any such interest shall
be simple interest only. The Parties shall be
bound by any arbitration award rendered
as a result of such arbitration as the final
adjudication of any such dispute,
controversy, or claim. all in accordance
with the authority of the arbitral tribunal
pursuant to Article 26 ( "Interim
measures") and Article 34 ( "Form and
effect of the award") of the UNCITRAL
Arbitration Rules. The arbitral tribunal shall
have no authority to award punitive
damages. In addition, unless otherwise
expressly provided in the Contract, the
arbitral tribunal shall have no authority to
award interest in excess of the London
Inter-Bank Offered Rate ( "LIBOR") then
prevailing, and any such interest shall be
simple interest only. The Parties shall be
bound by any arbitration award rendered
as a result of such arbitration as the final
adjudication of any such dispute,
controversy, or claim. all in accordance
with the authority of the arbitral tribunal
pursuant to Article 26 ( "Interim
measures") and Article 34 ( "Form and
effect of the award") of the UNCITRAL
Arbitration Rules. The arbitral tribunal shall
have no authority to award punitive
damages. In addition, unless otherwise
expressly provided in the Contract, the
arbitral tribunal shall have no authority to
award interest in excess of the London
Inter-Bank Offered Rate ( "LIBOR") then
prevailing, and any such interest shall be
simple interest only. The Parties shall be
bound by any arbitration award rendered
as a result of such arbitration as the final
adjudication of any such dispute,
controversy, or claim. The arbitral tribunal
shall have no authority to award punitive
damages. In addition, unless otherwise
expressly provided in the Contract, the
arbitral tribunal shall have no authority to
award interest in excess of the London
Inter-Bank Offered Rate ( "LIBOR") then
prevailing, and any such interest shall be
simple interest only. The Parties shall be
bound by any arbitration award rendered
as a result of such arbitration as the final
adjudication of any such dispute,
controversy, or claim. The arbitral tribunal
shall have no authority to award punitive
damages. In addition, unless otherwise
expressly provided in the Contract, the
arbitral tribunal shall have no authority to
award interest in excess of the London
Inter-Bank Offered Rate ( "LIBOR") then
prevailing, and any such interest shall be
simple interest only. The Parties shall be
bound by any arbitration award rendered
as a result of such arbitration as the final
adjudication of any such dispute,
controversy, or claim.
24.PRIVILEGES AND IMMUNITIES : 24.PRIVILEGII and immunities All the
Nothing in or relating to the Contract shall privileges and immunities of the Organization of
be deemed a waiver, express or implied, of the United Nations, including its subsidiary
any of the privileges and immunities of the organs, remain in force and any provisions of
United Nations, including its subsidiary the Treaty can not provide direct or indirect
organs. rejection of such privileges and immunities
25.TAX EXEMPTION: 25.OSVOBOZHDENIE FROM TAXATION:
25.1Razdel 7 "Convention on the Privileges and
25.1Article II, Section 7, of the Convention Immunities of the United Nations", along with
on the Privileges and Immunities of the other provisions states that the United Nations,
United Nations provides, inter alia, that the including its subsidiary organs, is exempt from
United Nations, including its subsidiary all direct taxes, except charges for public utility
organs, is exempt from all direct taxes, services, and is exempt from customs duties
except charges for public utility services, and similar charges in respect of goods
and is exempt from customs restrictions, imported or exported for its official use. If any -
duties, and charges of a similar nature in any governmental authority refuses to
respect of articles imported or exported for recognize UNDP exemption from such taxes,
its official use. In the event any duties or charges, the Supplier shall
governmental authority refuses to immediately consult with UNDP to determine a
recognize the exemptions of UNDP from mutually acceptable procedure.
such taxes, restrictions, duties, or charges, 25.2Sootvetstvenno, the Contractor authorizes
the Contractor shall immediately consult UNDP to deduct from the invoice any amount
with UNDP to determine a mutually representing such taxes, duties or charges,
acceptable procedure. unless the Contractor has consulted with UNDP
before the payment of such amounts, and
25.2The Contractor authorizes UNDP to UNDP has not given his specific consent of the
deduct from the Contractor's invoices any provider of each case on payment of the
amount representing such taxes, duties or disputed tax , duties and charges. In this case,
charges, unless the Contractor has the Contractor shall provide UNDP with written
consulted with UNDP before the payment evidence that payment of such taxes, duties
thereof and UNDP has, in each instance, and fees was made and appropriately
specifically authorized the Contractor to authorized
pay such taxes, duties , or charges under
written protest. In that event, the
Contractor shall provide UNDP with written
evidence that payment of such taxes,
duties or charges has been made and
appropriately authorized, and UNDP shall
reimburse the Contractor for any such
taxes, duties, or charges so authorized by
UNDP and paid by the Contractor under
written protest.
26.MODIFICATIONS: 26.PORYADOK changes:
26.1No modification or change in this 26.1Lyubye changes or additions to the
Contract shall be valid and enforceable Contract are valid and have legal effect for
against UNDP unless executed in writing by UNDP only when they are made in writing by
the duly authorized representatives of the duly authorized representatives of the Parties.
Parties. 26.2V case of extension of the Agreement for a
further period, in accordance with its terms, to
26.2If the Contract shall be extended for such an extension of the Agreement subject to
additional periods in accordance with the the same conditions as set out in the
terms and conditions of the Contract, the Agreement unless the parties have agreed on
terms and conditions applicable to any the other, in accordance with the amendments
such extended term of the Contract shall issued in accordance with paragraph 26.1
be the same terms and conditions as set above.
forth in the Contract, unless the Parties
shall have agreed otherwise pursuant to a 26.3Usloviya any additional agreements,
valid amendment concluded in accordance licenses or other arrangements with respect to
with Article 26.1, above. any goods or services provided under the
26.3The terms or conditions of any Agreement will be valid and will be
supplemental undertakings, licenses, or implemented by UNDP only when they are
other forms of agreement concerning any made in the form of existing amendments
Goods or Services provided under the made in accordance with paragraph 26.1 above
Contract shall not be valid and enforceable .
against UNDP nor in any way shall
constitute an agreement by UNDP thereto
unless any such undertakings, licenses or
other forms are the subject of a valid
amendment concluded in accordance with
Article 26.1, above.
27.AUDITS AND INVESTIGATIONS: 27.AUDIT AND INVESTIGATION:
27.1Each invoice paid by UNDP shall be 27.1Kazhdy bill that is paid by UNDP, to be
subject to a post-payment audit by audited after the payment; such an audit is
auditors, whether internal or external, of performed by internal or external auditors
UNDP or by other authorized and qualified UNDP or other authorized and trained UNDP
agents of UNDP at any time during the representatives at any time during the contract
term of the Contract and for a period of term and for three (3) years after completion or
three ( 3) years following the expiration or early termination.
prior termination of the Contract. 27.2PROON has the right, at any time during
the term of the Agreement and for three (3)
27.2UNDP may conduct investigations years from the date of completion or early
relating to any aspect of the Contract or termination of the Agreement to conduct
the award thereof, the obligations investigations relating to any aspect of the
performed under the Contract, and the Contract or its conclusion, the obligations
operations of the Contractor generally performed under the contract, and the
relating to performance of the Contract at Contractor's activities, which are generally
any time during the term of the Contract associated with implementation of the Treaty.
and for a period of three 27.3Podryadchik UNDP should provide full and
(3) years following the expiration or prior timely support in carrying out such checks,
termination of the Contract. audits or investigations. Such support should
27.3The Contractor shall provide its full include, among other things, the personal
and timely cooperation with any such appearance of the staff of the Contractor and of
inspections, post- payment audits or the Contractor the relevant documentation for
investigations. Such cooperation shall this purpose within a reasonable time and on
include, but shall not be limited to, the reasonable terms, and the provision of UNDP
Contractor's obligation to make available access to the Contractor's premises at
its personnel and any relevant reasonable times and on reasonable terms and,
documentation for such purposes at in this regard, , ensuring access to UNDP staff
reasonable times and on reasonable and the appropriate documentation of the
conditions and to grant to UNDP access to Contractor. The Contractor shall be required of
the Contractor's premises at reasonable its agents, including, among others, lawyers,
times and on reasonable conditions in accountants and other advisors or consultants
connection with such access to the to provide support in carrying out any checks,
Contractor's personnel and relevant audits or investigations carried out by the UNDP
documentation. The Contractor shall under this Agreement.
require its agents, including, but not 27.4PROON is entitled to reimbursement by the
limited to, the Contractor's attorneys, Contractor of any amounts that the audit and
accountants or other advisers, to investigations will be recognized by the
reasonably cooperate with any inspections, amounts paid in respect of violation of the
post-payment audits or investigations terms and conditions of the Agreement. The
carried out by UNDP hereunder. contractor also acknowledges and agrees that
in certain cases provided by UNDP donors
whose funding is a source of fully or partially
27.4UNDP shall be entitled to a refund finance the purchase of goods and / or services
from the Contractor for any amounts that are the subject of this Agreement will be
shown by such audits or investigations to entitled to claim from the Contractor return any
have been paid by UNDP other than in money that UNDP believes have been used in
accordance with the terms and conditions violation or not, for the purposes of this
of the Contract. The Contractor also agrees Agreement
that, where applicable, donors to UNDP
whose funding is the source of, in whole or
in part, the funding for the procurement of
Goods and / or Services which are the
subject of this Contract, shall have direct
recourse to the Contractor for the recovery
of any funds determined by UNDP to have
been used in violation of or inconsistent
with this Contract.
28.LIMITATION ON ACTIONS: 28.SROKI ago:
28.1Except with respect to any 28.1Za excluding any obligation to compensate
indemnification obligations in Article 12, losses according to item 12 above, or unless
above, or as are otherwise set forth in the otherwise provided by the Treaty, any
Contract, any arbitral proceedings in arbitration procedure according to the above
accordance with Article 23.2, above, paragraph 23.2 arising from the Contract
arising out of the Contract must be should be started within three (3) years from
commenced within three years after the the time of occurrence for this reason actions.
cause of action has accrued. 28.2Storony also acknowledge and agree that,
for these purposes point of the grounds for
28.2The Parties further acknowledge and action will be considered as the time of the
agree that, for these purposes, a cause of actual occurrence of violations, as in the case of
action shall accrue when the breach concealed violations - when the injured party
actually occurs, or, in the case of latent knew or should have known about all the
defects, when the injured Party knew or grounds for action, or in the case of breach of
should have known all of the essential warranty in the provision of proposals for
elements of the cause of action, or in the delivery, except for those cases in which the
case of a breach of warranty, when tender guarantee applies to the future functioning of
of delivery is made, except that, if a the goods, any processes or systems, and the
warranty extends to future performance of disorder can be detected Only after a certain
the goods or any process or system and time, when such goods or other processes of
the discovery of the breach consequently the system will be ready for operation in
must await the time when such goods or accordance with the requirements of the Treaty
other process or system is ready to
perform in accordance with the
requirements of the Contract, the cause of
action accrues when such time of future
performance actually begins.
29.ESSENTIAL TERMS: The Contractor 29.SUSCHESTVENNYE CONDITIONS :
acknowledges and agrees that each of the The Contractor acknowledges and agrees that
provisions in Articles 30 to 36 hereof each of the provisions set out in paragraphs 30-
constitutes an essential term of the 36 of the Treaty, is an essential condition of the
Contract and that any breach of any of Agreement and any breach of any of these
these provisions shall entitle UNDP to provisions authorizes UNDP to immediately
terminate the Contract or any other terminate the Agreement or any other
contract with UNDP immediately upon transaction made with UNDP, through directions
notice to the Contractor, without any to the Contractor notice, the UNDP can not be
liability for termination charges or any held responsible for any costs associated with
other liability of any kind. In addition, the termination of the Agreement, or any other
nothing herein shall limit the right of UNDP expenses. In addition, no provision or condition
to refer any alleged breach of the said of this Agreement can not limit the right of
essential terms to the relevant national UNDP to refer to any alleged violation of these
authorities for appropriate legal action. essential conditions as a reason for applying to
the relevant national authorities for appropriate
legal action.
30.SOURCE OF INSTRUCTIONS: The 30.ISTOCHNIK instructions: The Contractor
Contractor shall neither seek nor accept is not entitled to seek or receive instructions to
instructions from any authority external to implement the instructions of its obligations
UNDP in connection with the performance under this Agreement to any authorized
of its obligations under the Contract. persons or organizations outside of UNDP. In the
Should any authority external to UNDP event that any authorized person or
seek to impose any instructions concerning organization outside UNDP is trying to give any
or restrictions on the Contractor's instructions or impose any to fulfill the
performance under the Contract, the Contractor's obligations under the Treaty
Contractor shall promptly notify UNDP and limitations, the Contractor shall immediately
provide all reasonable assistance required inform UNDP and provide all possible assistance
by UNDP. The Contractor shall not take any and support that may be required by UNDP. The
action in respect of the performance of its Contractor shall refrain from any action to
obligations under the Contract that may comply with its obligations under the
adversely affect the interests of UNDP or Agreement, which may adversely affect the
the United Nations, and the Contractor interests of UNDP or the United Nations and to
shall perform its obligations under the fulfill its obligations under the Treaty with full
Contract with the fullest regard to the regard to the interests of UNDP.
interests of UNDP
31.STANDARDS OF CONDUCT: The31.NORMY CONDUCT : The Contractor
Contractor warrants that it has not and warrants that none of the UNDP or the United
shall not offer any direct or indirect benefit
Nations has not received the officials and will
arising from or related to the performance not receive from the Contractor any direct or
of the Contract, or the award thereof, to indirect benefits related to this Contract or the
any representative, official, employee or award of. Contractor shall comply with all laws,
other agent of UNDP. The Contractor shall orders, rules and regulations regarding the
comply with all laws, ordinances, rules and discharge of its obligations under the Treaty. In
regulations bearing upon the performance addition, when performing the Contract the
of its obligations under the Contract. In Contractor shall comply with the standards of
addition, in the performance of the conduct set out in the Secretary-General's
Contract, the Contractor shall comply with bulletin ST / SGB / 2002/9 «Regulations on the
the Standards of Conduct set forth in the status, basic rights and duties of officials other
Secretary General's Bulletin ST / SGB / than Secretariat officials, and members of
2002/9 of 18 June 2002, entitled expert missions" from June 18, 2002 and ST /
"Regulations Governing the Status, Basic SGB / 2006/15 «Restrictions after termination of
Rights and Duties of Officials other than employment" of 27 December 2006, to observe
Secretariat Officials, and Expert on Missionand follow the requirements of the following
"and ST / SGB / 2006/15 of 26 December documents in the version in force at the time of
2006 on" Post-employment restrictions ", signing the contract:
31.1The UN Supplier Code of Conduct; 31.1Kodeks behavior UN Contractor;
31.2UNDP Policy on Fraud and other 31.2Politika UNDP fraud and other forms of
Corrupt Practices ( "UNDP Anti-fraud corruption ( "UNDP Fraud Policy");
Policy"); 31.3Reglamenty audit and investigations,
31.3UNDP Office of Audit and
released by the Office of the UNDP ( "SAR");
Investigations (OAI) Investigation
31.4Sotsialnye UNDP and environmental
Guidelines; standards ( "SES"), including the appropriate
31.4UNDP Social and Environmental
mechanism to ensure accountability;
Standards (SES), including the related 31.5Politika sanctions UNDP suppliers; and
Accountability Mechanism; 31.6Vse UNDP Directive on safety.
31.5UNDP Vendor Sanctions Policy; and The Contractor acknowledges and agrees that
he has read and familiarized with the
31.6All security directives issued by UNDP. requirements specified vyshedokumentov,
The Contractor acknowledges and agrees kotoryedostupnyvsetiInternetpo link
that it has read and is familiar with the www.undp.org or
requirements of the foregoing documents http://www.undp.org/content/undp/en/home/ope
which are available online at www.undp.org rations / procurement / business
or at
http://www.undp.org/content/undp/en/hom /. Giving consent, the contractor and warrants
e/operations / procurement / business /. In that meets the above documents and will
making such acknowledgement, the therefore meet the requirements for the entire
Contractor represents and warrants that it duration of this Treaty.
is in compliance with the requirements of
the foregoing, and will remain in
compliance throughout the term of this
Contract.
32.OBSERVANCE OF THE LAW: The 32.SOBLYUDENIE LEGISLATION : The
Contractor shall comply with all laws, Contractor shall comply with all laws, orders,
ordinances, rules, and regulations bearing rules and regulations regarding the discharge of
upon the performance of its obligations its obligations under the Treaty. In addition, the
under the Contract. In addition, the Contractor shall comply with all the obligations
Contractor shall maintain compliance with and requirements for its registration as a
all obligations relating to its registration as qualified vendor of goods or services for UNDP
a qualified vendor of goods or services to set out in the relevant regulations for
UNDP, as such obligations are set forth in registration as a supplier of UNDP.
UNDP vendor registration procedures. 33.DETSKY LABOR: The Contractor
33.CHILD LABOR: The Contractor represents and warrants that neither it nor its
represents and warrants that neither it, its parent company (if any), nor any of its
parent entities (if any), nor any of the subsidiaries or affiliates (if any) do not conduct
Contractor's subsidiary or affiliated entities an activity that is incompatible with the rights
(if any) is engaged in any practice set forth in the Convention on the Rights of the
inconsistent with the rights set forth in the Child, including by Article 32 of the Convention,
Convention on the Rights of the Child , which, inter alia, provides for children to be
including Article 32 thereof, which, inter protected from performing any work that is
alia, requires that a child shall be protected likely to be hazardous or to interfere with their
from performing any work that is likely to education and training, to be harmful to health
be hazardous or to interfere with the or physical, mental, spiritual, moral and an
child's education, or to be harmful to the ethical or of the social development of children.
child's health or physical, mental, spiritual , 34.MINY: The Contractor represents and
moral, or social development. warrants that neither it nor its parent company
(if any), nor any of its subsidiaries or affiliates
(if any) are not for the sale of activities or
34.MINES: The Contractor represents production of anti-personnel mines or
and warrants that neither it, its parent components used in the production of such
entities (if any), nor any of the Contractor's mines.
subsidiaries or affiliated entities (if any) is
engaged in the sale or manufacture of anti-
personnel mines or components utilized in
the manufacture of anti -personnel mines
35. SEXUAL EXPLOITATION: 35. SEXUAL EXPLOITATION:
35.1In the performance of the Contract, 35.1V during performance of the Contract the
the Contractor shall comply with the Contractor shall comply with the standards of
Standards of Conduct set forth in the conduct set out in the Secretary-General's
Secretary-General's bulletin ST / SGB / bulletin ST / SGB / 2003/13 «Special measures
2003/13 of 9 October 2003, concerning for protection from sexual exploitation and
"Special measures for protection from sexual abuse" on October 9, 2003. In particular,
sexual exploitation and sexual abuse. "in the Contractor shall not perform any actions
particular, the Contractor shall not engage that constitute sexual exploitation or sexual
in any conduct that would constitute abuse, as defined in this bulletin.
sexual exploitation or sexual abuse, as 35.2Podryadchik shall take all necessary
defined in that bulletin. measures to prevent sexual exploitation or
35.2The Contractor shall take all abuse by their employees or any other persons
appropriate measures to prevent sexual who may be attracted by the Contractor for the
exploitation or abuse of anyone by its provision of any services under the Contract.
employees or any other persons engaged For these purposes, sexual activity with respect
and controlled by the Contractor to to any person who has not attained the age of
perform any services under the Contract. eighteen, irrespective of the legal provisions
For these purposes, sexual activity with referring to the consent of such person, shall
any person less than eighteen years of constitute the sexual exploitation and violence
age, regardless of any laws relating to against such a person. In addition, the
consent, shall constitute the sexual Contractor shall not be allowed on its part and
exploitation and abuse of such person. In to take all necessary measures to prohibit its
addition, the Contractor shall refrain from, employees or other persons, whom he attracted
and shall take all reasonable and to perform work or services, receive services or
appropriate measures to prohibit its perform sexual acts in exchange for money,
employees or other persons engaged and goods, services, or other values,
controlled by it from exchanging any 35.3PROON not apply the above rules on age
money, goods, services, or other things of limits in cases where the Contractor's
value, for sexual favors or activities, or employees or other persons who may be
from engaging any sexual activities that involved in providing them of any services
are exploitive or degrading to any person. under the Agreement, unmarried persons below
eighteen years of age, which has committed an
act of a sexual nature, and also in cases where
the marriage recognized as valid under the laws
35.3UNDP shall not apply the foregoing of the country of nationality of the staff
standard relating to age in any case in member of the Contractor or such other person
which the Contractor's personnel or any who may be attracted by the Contractor to
other person who may be engaged by the perform any Do of services under the
Contractor to perform any services under Agreement.
the Contract is married to the person less
than the age of eighteen years with whom
sexual activity has occurred and in which
such marriage is recognized as valid under
the laws of the country of citizenship of
such Contractor's personnel or such other
person who may be engaged by the
Contractor to perform any services under
the Contract.
36.ANTI-TERRORISM : The Contractor 36.BORBA TERRORISM: The Contractor
agrees to undertake all reasonable efforts agrees to make all necessary efforts to ensure
to ensure that none of the UNDP funds that the money UNDP funds received under the
received under the Contract is used to Treaty have not been used to assist individuals
provide support to individuals or entities or entities associated with terrorism, and
associated with terrorism and that persons receiving any amounts provided by the
recipients of any amounts provided by UNDP under the Contract, not listed the list of
UNDP hereunder do not appear on the list persons, which is maintained by the Security
maintained by the Security Council Council Committee established pursuant to
Committee established pursuant to resolution 1927 (1999).
Resolution 1267 (1999). Samspisokmozhnonaytipo address:

The list can be accessed via


https://www.un.org/sc/suborg/en/sanctions/ https://www.un.org/sc/suborg/en/sanctions/1267
1267/aq_sanctions_list /aq_sanctions_list
This provision must be included in all sub- This provision must be included in all contracts
contracts or sub-agreements entered into or subcontracts concluded within the
under the Contract. framework of the Treaty

Annex 4
TECHNICAL TASK
Title: Organization of technical training on practical
familiarization with the methodology and infrastructure
testing appliances and equipment

Number and title of the number00101056, UNDP / GEF Project


project: "Standards, certification and labeling of energy
efficiency of electrical appliances and
equipment in Kazakhstan"

Type of contract: Service contract

Place of work: At the location

Period: 4 months

Project description:
Since the late 1990s, the power consumption in Kazakhstan steadily increases, which leads
to high CO2 emissions, mostly due to the generation of electricity on carbon. Summary of
annual emissions in 2014 totaled about 70 million tons, however, a considerable technical
potential to reduce emissions has a direction to increase the efficiency and the promotion of
electric energy consuming appliances and equipment -. Primarily refrigerators, distribution
transformers and motors. However, to date, this trend remains unexploited due to a lack of
clear legislation and reliable information about the performance and the economic impact
of energy efficient solutions available on the market of Kazakhstan.

This project provides for the implementation of comprehensive measures aimed at


overcoming the barriers identified above. One of the main tasks of the Project is the
development and introduction of minimum energy performance standards (MEPS), the
international application experience which demonstrates their effectiveness in providing
large-scale energy savings. The project will also promote high energy efficiency standards
(HEPS) on a voluntary basis in conjunction with the systematic labeling of products. Along
with participation in rulemaking (MEPS, HEPS) and the formation of legal field, including
procurement processes. The project will provide methodological and technical (equipment /
retrofitting equipment) Attestation assist accredited laboratories,
Building a national testing, certification and other procedures in Kazakhstan related to
quality control of electrical appliances and equipment is one of the main directions of the
project.

Rationale:
The successful transformation of the Kazakhstan market toward energy-efficient appliances
and equipment in the first place depends on the available infrastructure and an effective
system for monitoring, inspection and enforcement of the technical values, including the
minimum energy performance standards (MEPS).
All this is necessary to the market everyday and engineering equipment to limit the
presence of goods with the class of energy efficiency do not match the specifications.
Since, in practice there are cases when there are items marked with energy efficiency class
A in the actual energy consumption corresponding to class B.
Experts note that the issue of development of the system of conformity of equipment to the
specs you need to pay more attention, both at the state and at the level of the union
organizations (associations) - equipment manufacturers.
In addressing this issue, the strengthening of the capacity of individual countries and the
exchange of information between countries and regions, are an effective way to quickly and
thorough dissemination of best practices.
Kazakhstan, as a member of the Eurasian Economic Community (EAEC) and the Customs
Union is involved in this process, which is formed based on the experience of neighboring
countries and the European Union. According to experts, in Kazakhstan, as well as other
countries of the EAEC need to establish and improve the national system of quality control
and energy efficiency of electrical products.
Based on the above, it is important to clearly define the initial organizational model to
assess the quality of products in Kazakhstan, as well as pay attention to the training and
professional competence of the responsible experts. Is urgent to study the experience of
countries EAEC, as this task will be accompanied in the development of common technical
regulations in terms of assessing the quality of electrical appliances and equipment.
Thus, according to the annual work plan of the Project in 2019, under Pillar 2, for
organization of outbound technical training for the responsible specialists and experts from
testing laboratories in Kazakhstan, it was planned to attract to the provision of services
have the appropriate reputation, competence and experience of similar works.
Scope of work:
The main purpose of this work is to organize technical training on practical familiarization with the methodology
and infrastructure of household appliances and test equipment (including test parameters of energy efficiency of
refrigerators, electric motors and distribution transformers).
Members of technical training: experts authorized state organizations, professionals and experts from testing
laboratories, representatives of relevant organizations (standardization and certification) and industry experts.
Venue: One of the EAEC countries (in the methodology required to submit substantiation of the chosen country)
Number of participants: a group of 20 people.
The duration of technical training programs: 5 days.

Stages of work:
Step 1.
Develop an action plan for the organization of technical training in one of the countries EAEC
for responsible professionals of Kazakhstan to exchange experiences aimed at a practical
introduction to the methodology and infrastructure organization testing and certification
system of appliances and equipment, and its coordination with the customer.

Step 2.
Implementation Action Plan agreed with the customer, which should consist, among other
things the following mandatory measures:
1. Approval of the training program, showing all the planned meetings, visits to testing
laboratories and logistics;
The training program is necessary to consider the following questions:
 legislative framework and methodology (standards, rules, regulations and
other normative documents) for testing and certification of appliances and
equipment;
 practical aspects of the testing and certification of appliances and equipment
(including test parameters of energy efficiency of refrigerators, electric motors
and distribution transformers);
 Active testing laboratories;
 basic parameters and characteristics of the test;
 equipment for testing and certification of electrical appliances and equipment;
 issues of cooperation with national and international testing laboratories, as
well as inter-laboratory control;
 current trends of training courses to enhance the capacity of the responsible
employees of test laboratories;
 Other issues related to the operation of testing laboratories.
2. Recruitment for lectures and practical exercises;
3. Preparation of conference rooms and the necessary equipment to carry out technical
training;
4. Production of printed products.

Step 3.
Implementation Action Plan agreed with the customer, which should consist, among other
things the following mandatory measures:
1. Providing logistics services for participants in the technical training of 20 people from
Kazakhstan (travel, accommodation, per diem);
2. Organization of a 5-day technical training in one of the EAEC countries for responsible
specialists of Kazakhstan.

The results of the work to provide Final information and analytical report with the
presentation of the report in Power Point format.

Expected results:
task execution timing will be according to the following table:
nu results time Tested and
mb approved
er
p /
p
on Step 1. Within 2 Project
e. Develop an action plan for the organization of technical training for weeks manager
the group of experts and professionals responsible for the practical from the
acquaintance with the methodology and infrastructure testing date of
laboratories, and its coordination with the Customer.. commenc
ement of
work
2. Step 2. Within 5 Project
Approval of the training program, showing all the weeks manager
planned meetings, visits to testing laboratories and from the
logistics; date of
Hiring lecturers, preparation of conference rooms and commenc
the necessary equipment, production printing. ement of
work
3. Step 3. During the Project
Providing logistics and organization of the 5-day 16 weeks manager
technical training in one of the countries EAEC for from the
technical training in the number of participants 20 date of
People of Kazakhstan (travel, accommodation, per commenc
diem). ement of
work
The results of the work to provide Final information
and analytical report with the presentation of the
report in Power Point format

Responsibility and accountability:


The contractor is solely responsible for the accuracy and legitimacy of the information
provided and for the timely submission of reports.
 Coordinate with project manager
 Collaborates with the project expert on policies and measures
 It provides unconditional fulfillment of the requirements specified in subcontracting and
the terms of reference.

Reports and materials: must be given in the amount of not less than 30 pages in Russian in the
written version in MS WORD (2003 and above.) used font: Arial, size 11.
Running time: 4 months
Place of work: at the location. In the case of a trip all expenses for travel, rental
equipment, subcontracts, translation services and communications and other expenses
associated with carrying out this work should be included in the sum of the price offer.
Given that the range of issues covered in the performance of this work may be beyond the
capacity of a single organization, the organization has the right to form a consortium (an
informal association of several enterprises), and (or) to bring in third-party-authors of highly
qualified specialists of other organizations.

Required skills and experience:


Contractor, company / institute may be, meets the following requirements:
 Experience in organizing training events, seminars, conferences and technical training in
the field of energy conservation, energy efficiency and operation of testing laboratories for
at least 5 years;
 Skills and experience in organizing and conducting study tours (Study tour) on technical
issues for professionals in Kazakhstan at least 3 years;
 A list of similar services performed over the past 3 years, indicating the Customer name
services / works, the year of the provision of services and the cost (if possible);
 Have the intellectual capacity (availability of qualified personnel with higher education in
the project team, with experience of at least 5 years);
 At least 3 reviews from previous customers on similar \ similar services;
 Experience with UNDP and other international organizations.

The volume of quotation and payment schedule:

% milestone
thirty result 1
40 Result 2
thirty Score 3

Recommendations for the submission of proposals:


The following documents may be requested:

a) Duly completed application to tender, it is necessary to use a sample of UNDP;


b) Short descriptionwhy the company / organization considers itself the most
suitable for the job, as well as the methodology, if used, telling what approach will
be applied and how the task will run. The methodology is recommended for
intellectual services, but can not be included for support services [Note: at the
discretion within the framework of support services];
c) The financial offer, indicating the full prescribed amount of the contract,
including all costs, as well as a breakdown according to the pattern. If the
tenderer is the organization / company / institution, and he / she believes that
his / her employer to appoint a committee for managing the process of his / her
release to work in the framework of the UNDP on loan reimbursement agreement,
then the tenderer must indicate the point and to ensure that all costs are properly
included in the financial offer to be provided by UNDP.

The criteria for selecting the best offer

The proficiency and methodology will be a maximum of 70%, the maximum score quotation
is 30%.
The terms of reference approved:
Supervisor
Syrym Nurgaliyev / Project Manager
Name / Title Signature
Programme officer
Ramazan Zhampiissov / Programme Analyst
Name / Title Signature

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