1.  Commercial Conditions:

1.1  Schedule

·  Questions until 30th October

·  Proposal presentation until 05th November

·  Final result until 09th November

1.2  Prices

All of the information in connection with prices shall be comprised under this section and it shall show all the conditions to which the amounts are subject to, as well as other relevant items, such as deductions due to quantity, payment in cash, etc. The proposal shall abide by the instruction set forth hereby and shall comprise all the data in the requested formats (fill in only the applicable data).

Note: GVT reserves itself the right to negotiate with the selected suppliers all of the prices and conditions of the contract to be contemplated.

One requests that the bidder companies provide all of the information required in a detailed manner comprising everything that is necessary for a perfect technical and commercial evaluation of the equipment, software and services including warranties, spare parts, support services, maintenance services, operation, installation, upgrades, software update, evolution and expansion, training, board repairs, documentation and other objects that are necessary for the full compliance with the specification. Please follow the example below to present the proposal

Description / Price
Hardware
- Hardware 1
- Hardware 2
Software
- Software 1
- Software 2
Services
- Services 1
- Services 2

1.3  Payment conditions:

The bidder shall submit its payment conditions, keeping in mind the GVT will be favoring offerings with extended payment terms (terms in excess of 360 days) and rating as preferred those ones that offer financing alternatives. The financing that is being searched for is of the “vendor financing” type under which GVT shall not offer any guarantee. The supplier shall make available the term for the financing, rate and periodicity, this one to be the most attractive one that is possible to offer.

1.4  Guarantee Period

The guarantee period of equipments must be three years, from the date of delivery.

During this period the vendor will be responsible to provide equipment substitutions in case of having problems.

1.5  Technical Support

During the guarantee period the vendor must provide, without additional costs for GVT, a support center for technical problems. Support must be done in Portuguese.

The vendor must present a flowchart to be followed by GVT when technical cases will be addressed to the support center.This flowchart must have telephone numbers and names of responsible for each level of escalation, as well as the stated period to be followed for escalation purposes.

·  In case there are advanced technical support packages, the prices for these shall be specified;

·  The support prices falling upon any third party software and hardware included in the proposal shall be specified;

The following information shall be furthermore provided:

·  Updating services of the system that is offered, where applicable, as well as their associated costs. The collection form for a new version or update shall also be specified.

·  Payment terms.

·  Indication of the offering of any decrease in the price to reflect technological improvements that will benefit GVT.

1.6  Software Maintenance

During the guarantee period the vendor must provide, without additional costs for GVT, all software updates necessary in cases of error corrections or increments of functionalities for equipments and management system.

After guarantee period, the updates for error corrections must continue without additional costs for GVT. In case of updates for increments of functionalities, the vendor must present its politics of prices as soon as the guarantee period will be finished.

1.7  Spare Parts

The proponent should inform the equipment MTBF as well as the environment conditional requirements.

The spare parts will be calculated based on the informed MTBF, any change on it that requires spare parts increase should be assumed by the vendor itself.

Optionally the proponent is allowed present a spare parts plan administered by the vendor.

1.8  Equipment Delivery

All equipments must be delivered in 30 days after PO. In case of delay on delivery date over 15 days, GVT can rescind the Master Purchase Agreement without any previous warning.

1.9  Confidentiality:

All the information contained in the documents that are made available is confidential and legally privileged. It is understood that it is addressed solely to the companies that are interested in taking part of the process. Any access to this document by any other person is not authorized.

The Bidder shall make use of this request for a quote and any other information that is supplied to it from this document only for the purpose of answering it. If any proprietary or confidential information is being supplied, please do not forget to mark it correctly as such.

The reproduction of any portion of this Request shall be authorized only for the preparation of an answer. The Bidder shall ensure that all such copies will be destroyed as soon as the same are no longer being used for the preparation of the answers to this request.

The Bidder shall not be entitled to any financial compensation for any answer supplied including the provision of a proposal.

1.10  Validity of the Proposal:

The Bidder shall indicate that the validity of the proposal will be for a minimum term of one hundred eighty (180) days from the date of its delivery.

1.11  Consortium of Companies:

It is a faculty of the Bidder to establish consortiums with other companies, as well as subcontracting materials and services with specialized companies. In case a consortium is established, there shall be the designation of the leader company, which shall be the Bidder.

However, the full responsibility (technical, commercial and in connection with terms), of the information submitted and of the services rendered, belongs solely to the Bidder.

1. 12 Customization:

The quotation of the total prices for the customizing associated to the items identified by the supplier to make the product compatible with the requirements of GVT shall be provided. Development prices shall be broken down for each functional requirement listed under this Request for a Proposal, which is not contemplated by the supplier’s solution, but which may be customized

1.13 Consultancy Prices:

The daily consultancy amounts shall be identified (in Brazilian Reais) by professional to support any undefined specific improvements that are not included under this Request for a Proposal. The daily amounts shall be applied to any among the following activities:

·  Development;

·  Analysis;

·  Training;

1.15 Taxes

The supplier shall be liable for all taxation in connection with sales, services, aggregation of value, use, possession, employees, third party employees, revenues, licenses, real estate properties, private properties and other fees that may fall upon any equipment, materials, supplies, licenses and services provided to GVT. The supplier shall also be liable for any cost in connection with remittances and postings.

The quotation shall be made of all the taxation and costs for the remittances and postings associated with the submitting of this proposal.

2. General Information about Prices

The prices submitted shall include al the costs for materials, labor, subcontractors and administrative expenses, costs for research and development and the profit resulting in the final price of the unit.

All information supplied shall be summarized as much as possible and supported by catalogs, brochures, worksheets, etc.

All information about discount agreements shall also be supplied. This item may include the discount percentage based upon cumulative orders or any other option that the supplier believes to be efficient and attractive.

3. Financing Proposal

The supplier shall submit a proposal for the financing, which shall take into consideration the following basic issues, of a fundamental importance for the analysis of the financing proposal:

·  Supplier as lender;

·  Financing of the project;

·  Feasibility;

·  Financing of additional costs;

·  Grace period;

·  Fees;

Other financing;

4. Delivery of Proposal

The technical and commercial proposal, complete in all its aspects, shall be sent to the following e-mails:

5. Date for Delivery

According to the data schedule (item 1.1)

6. Request for Additional Information

Doubts about the formulation of the commercial proposal shall be forwarded via e-mail to . The questions and their respective answers will be made available via e-mail for the requesting company.

GVT will not take responsibility for any questions posed via telephone or any verbal information related to the submitted proposal.

7. General Provision

GVT may make copies (exclusively for internal use) of each proposal received, in answer to this RFP, according to its needs.

8. Notification and Contracting

The proposal containing the response to the terms, provisions and specifications annexed to this RFP will be the foundation for our evaluation and execution of contract.

The vendor shall guarantee that the subject of this project will not violate any patents, marks, rights and copyrights, taking responsibility for any eventual losses or damages, including legal fees, costs, expenses with lawsuits, ceasing profits, default interest or any other charges resulting from legal proceeds or claims filed against GVT based upon claims, to be summoned either assignor and/or vendor as party to the suit in the best legal manner.

The technical/commercial proposal of response to this RFP shall be part of the contract signed by GVT with the vendor selected

9. Profile of Vendor

The vendor shall provide information regarding its company, finances and liabilities, their and their partners’, with its customers.

GVT requires only the presentation of the requested information in a concise way. Whenever additional details are required, they shall be summarized using only one additional paragraph.

10. Financial information

The vendor shall provide a financial overview of its company for the last 3 fiscal years, for each of the following items:

·  Total revenue regarding worldwide operations;

·  Total revenue resulting from the telecom industry and, if possible, for fixed telephony;

·  Total revenue related with products and services included in the proposal;

·  Commitment with research and development and, if possible, total resources related to research and development included in proposal;

Please include specific information for each item related with its operations in Brazil, if applicable.

Final Considerations

Once all responses are received, GVT engineering team will start a process of reviewing those responses and after all relevant analysis, it might initiate a RFP process.

To fully comprehend the information contained within a response to this RFP, the reviewing group may seek further clarification on that response. This clarification may be verbal or electronic. Considering that, the response document must include a focal point person to whom these inquiries should be addressed (phone and email).

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GVT - GLOBAL VILLAGE TELECOM LTDA.

Rua Lourenço Pinto, 299 - Centro

80010-160 - Curitiba - Paraná - Brasil

Tel: (55-41) 3025-2400