ATTACHMENT No. 1 TO T&C

TENDER FORM

Tenderer’s data:

Name: ……………………………………………………………………………………………………………………………………………………

Seat address: ………………………………………….………………………………………………………………………………………………

Tax ID (NIP) ……………………………………; REGON ………………………………………………………………………………………….

National Court Register or No. of a certificate of economic activity*, information about the issuing authority:

……………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………

Contact person authorised to make decisions in connection with the tender: …………………………………………………………….. tel. ……………………..……..…… fax: ……..……………………………
e-mail: ………....…………………………………………

Referring to the announcement by Grupa Azoty S.A., seat address: Tarnów, ul. Kwiatkowskiego 8
of a tender process, procurement procedure No. 65/P/2018we offer performance of the following job:

Delivery and installation of: A complete package unit for drying of humic acids, PU 40

„Research and production pilot plant for generation of humic acids”

according to the scope of works, requirements and rules defined in the announcement of the procurement procedure and the Specification of the Terms and Conditions for the Procurement Procedure (T&C) on the following terms:

1.The total price for project completion is:

PLN ………..……………………… net,(in words: ………………………………………………………………………..net),

PLN ……………………………….. gross(in words:………………………………………………………………………..gross).

The price includes:

  • Preparing, agreeing on and approving the Design and Engineering Documentation of the humic acids drying unit, PU 40.
  • Delivery of the above mentioned unit incl. spare parts for commissioning.
  • Installation and startup of the humic acids drying unit, PU 40, incl. possible inspections, delivery of the necessary technical documentation for the drying unit, commissioning, delivery of spare parts for 2 years of operation.
  • Documentation as required by the technical inspection authorities, if applicable.

To the above price, the applicable VAT will be added according to the valid law.

2.Completion deadline:

Manufacture, delivery and installation of the unit: until 30.09.2018.

Conducting: training, startup, testing, any inspection procedures, commissioning: until 30.11.2018

3.Warranty conditions: ……………………..(in words:…………………………………) months from the date of works acceptance by the Contracting Authority.

4.We confirm the 90-day validity time of the tender, counting from the tender opening date as indicated in the T&C.

5.The works under the Contract will be performed by ourselves*/ will be performed under subcontracts with the subcontractors indicated in Attachment „List of Subcontractors”.

6.We declare that we have made ourselves familiar with the announcement of the procurement procedure and the T&C and acknowledge to be bound by the requirements and rules of the procedure listed in those documents.

7.We declare that we have received all information needed to prepare and submit the tender and that our tender is complete and contains all components necessary to duly perform the subject of procurement.

Attachment to the tender:

Part I – Commercial tender

  1. The computer printout of up-to-date information about the entity (Tenderer) registered in the Central Information of National Court Register or the Central Registration and Information on Economic Activity, or the original/ photocopy of the valid extract from the Register of Entrepreneurs of the National Court Register*).
  2. Tenderer’s statement that it is not subject to exclusion from the procurement procedure,
  3. Tenderer’s statement that it is not in delay with payment of taxes, fees, or social or medical security contributions, or that it has received an exemption, deferral, division of overdue payments into instalments or that the implementation of decision of the competent authority has been stopped in full, and declaration that no winding up procedure was opened against it nor has it been declared bankrupt.
  4. Tenderer’s statement on the total number of employees incl. those employed under the contract for employment and under civil-law contracts.
  5. Tenderer’s third party liability insurance together with an evidence that the insurance premium has been paid.

6.Balance sheets and loss and profit statements. In case of Tenderers who are not obliged to prepare the balance sheets, the Tenderer shall attach information on turnover, profit, liabilities and receivables for the years 2015, 2016.

7.Tenderer’s statement about insurance coverage limit increase, when the Tenderer’s tender is selected as the best one (if applicable).

8. Frame Contract Conditions initialled by the Tenderer.

Part II – Technical Tender

1.Tender presentation according to the scope of this T&C.

2.Time schedule of works according to the guidelines defined in section „Project time schedule” of this T&C document.

3.List of references from the last five years, together with documents evidencing good performance of them.

4.Notification on participation in site survey on the form being Attachment No. 8 to this T&C document.

5.Statement of site survey performance acc. to form being Attachment No. 9 to this T&C document.

6.List of key personnel of the Tenderer incl. documents certifying the required qualifications of them – acc. to the form being Attachment No. 6 to this T&C document.

7.Copies of the hold certificates of the Quality Management System ISO 9001 and the Environmental Management System ISO 14001 or equivalent.

8.Certificate, the so called declaration of conformity, of equipment manufacture in accordance with the valid standards or other normative document.

Place and date ......

signature and seal of person(s) authorised to bind the Tenderer

*underline as applicable

ATTACHMENT No. 2 TO T&C

......

/ Tenderer’s name and address /

Price list

in the procurement procedure:

Delivery and installation of: A complete package unit for drying of humic acids, PU 40

„Research and production pilot plant for generation of humic acids”

No. / Scope of works acc. to the subject of procurement / Net value (PLN) / Gross value (PLN)
1 / Preparing, agreeing on and approving the Design and Engineering Documentation of the humic acids drying unit, PU 40
2 / Delivery of the above mentioned unit incl. spare parts for commissioning.
3 / Installation and startup of the humic acids drying unit incl. possible inspections, delivery of the necessary technical documentation for the drying unit, commissioning, delivery of spare parts for 2 years of operation.
4 / Documentation as required by the technical inspection authorities, if applicable.
…

Total value net: ……………………………………….(in words:…………………………………………………………………………..)

Total value gross: ……………………………………(in words:…………………………………………………………………………..)

To the above price, the applicable VAT will be added, according to the valid law.

We declare hereby that the above value of the project works includes all works within the Subject of Procurement as per this T&C document.

Place and date ......

signature and seal of person(s) authorised to bind the Tenderer

ATTACHMENT No. 3 TO T&C

TENDERER’S STATEMENT

…………………………………………………………………………………………

/name and address of the Tenderer/

We hereby declare that we fulfil the conditions for participation in the procurement procedure

No. 65/P/2018:

Delivery and installation of: A complete package unit for drying of humic acids, PU 40

„Research and production pilot plant for generation of humic acids”

and we are not subject to exclusion on the basis of the following provisions which exclude:

1)Tenderers who have caused damage by non-performance or improper performance of a contract in the last three years prior to the procedure initiation, and the damage has not been voluntarily repaired until the initiation of the procedure, unless the non-performance or improper performance has been the result of circumstances not attributable to the Tenderer;

2)Tenderers, in respect of which the winding up procedure was opened or which have been declared bankrupt;

3)Tenderers who are in delay with payment of taxes, fees, or social or medical security contributions, except when they have received an exemption, deferral, division of overdue payments into instalments or the implementation of decision of the competent authority has been stopped in full;

4)Tenderers who have been validly sentenced for a bribery crime, an offense against economic turnover or other crime committed for financial gain;

5)general partnerships whose partner has been validly sentenced for a bribery crime, an offense against economic turnover or other crime committed for financial gain;

6)partnerships whose partner or member of the board has been validly sentenced for a bribery crime, an offense against economic turnover or other crime committed for financial gain;

7)limited partnerships and limited joint-stock partnership whose general partner has been validly sentenced for a bribery crime, an offense against economic turnover or other crime committed for financial gain;

8)legal persons whose active member of the management body has been validly sentenced for a bribery crime, an offense against economic turnover or other crime committed for financial gain;

Place and date ......

signature and seal of person(s) authorised to bind the Tenderer

ATTACHMENT No. 4 TO T&C

TENDERER’S STATEMENT

……………………………………………………………………………………………………………………..………………………………

/name and address of the Tenderer/

We hereby declare that as of the day of the tender within the procurement procedure No. 65/P/2018 for:

Delivery and installation of: A complete package unit for drying of humic acids, PU 40

„Research and production pilot plant for generation of humic acids”

we:

1.are not in delay with payment of taxes, fees, or social or medical security contributions and other as required by law/ have received an exemption, deferral, division of overdue payments into instalments or the implementation of decision of the competent authority has been stopped in full*)

2.no winding up procedure was opened against us nor have we been declared bankrupt.

* underline as applicable

Place and date ......

signature and seal of person(s) authorised to bind the Tenderer

ATTACHMENT No. 5 TO T&C

Tenderer’s statement about employees employed under a contract of employment and other civil-law contracts

For participation in the procurement procedure No. 65/P/2018:

Delivery and installation of: A complete package unit for drying of humic acids, PU 40

„Research and production pilot plant for generation of humic acids”

We declare hereby that our company …………………………………………………………………. having its seat at ………………………………………… employs ………………………. employees in total, where:

…………………….employees under contract of employment,

……………………employees under other civil-law contracts.

Place and date ......

signature and seal of person(s) authorised to bind the Tenderer

ATTACHMENT No. 6 TO T&C

………………………………………

/Tenderer’a name and address/

List of key personnel of the Tenderer

for the procurement procedure No. 65/P/2018:

Delivery and installation of: A complete package unit for drying of humic acids, PU 40

„Research and production pilot plant for generation of humic acids”

No. / Name and surname, education, scientific/ professional title / Function to be performed for procurement execution, qualifications, professional association register No. / Experience (functions performed in previous projects, years)
Form of employment

Place and date ......

signature and seal of person(s) authorised to bind the Tenderer

ATTACHMENT No. 7 TO T&C

………………………………………

/Tenderer’s name and address/

List of similar completed services/ supplies during the last five years

incl. references in writing

for the procurement procedure No. 65/P/2018

Delivery and installation of: A complete package unit for drying of humic acids, PU 40

„Research and production pilot plant for generation of humic acids”

No. / Contracting Authority’s name and address / Scope of the service / Value in PLN net / Time of completion
(from - to)

Place and date ......

signature and seal of person(s) authorised to bind the Tenderer

ATTACHMENT No. 8 TO T&C

NOTIFICATION

of participation in site survey within the procurement procedure No. 65/P/2018 for:

Delivery and installation of: A complete package unit for drying of humic acids, PU 40

„Research and production pilot plant for generation of humic acids”

Hereby we notify you of our intent to participate in site survey on ……….. in connection with the above mentioned procurement procedure.

Entity name and seat address:

…………………….………………………………………………………………….……………………………

…………………….…………………………………………………………………….…………………………

NIP (tax ID)………………………………..…………………; REGON ……………………………….………………

Contact person and data: ……………………………………………………..…………………………
tel. : ……….……………………………,

mobile …………………………..………………,

e-mail: …....………………………………………,

Name and family name of person(s) to participate in the site survey ………………………………………..…….

Make and license number of car to be used during the site survey: ………………………………………………………………………………………………………………………

(the above data are needed for provision of a one-time pass for entry to the area of Grupa Azoty S.A.)

We declare also that all data and information received during the site survey will be considered Confidential Information, therefore we will neither disclose them to any third parties nor use such data and information for any purpose other than for tender submission. In case of violation of the above rule, we will pay PLN 200,000.00 for each case of violation.

Place and date ......

signature and seal of person(s) authorised to bind the Tenderer

ATTACHMENT No. 9 TO T&C

STATEMENT

of the performed site survey

in connection with the procurement procedure No. 65/P/2018 for

Delivery and installation of: A complete package unit for drying of humic acids, PU 40

„Research and production pilot plant for generation of humic acids”

We declare hereby that site survey was performed on……………………. in the presence of the Contracting Authority’s representative in the area of works for the project, which covered:

……………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………..

We have not any/have* remarks, concerning:

……………………………………………………………………………………………………………………………………………………………

……………………………………………………………………………………………………………………………………………………………

……………………………………………………………………………………………………………………………………………………………

…………………………………………………………………………… ………………………………………………….

Signature of Contracting Authority participating in survey signature of Tenderer’s representative

......

Place and date

* underline as applicable

ATTACHMENT No. 10 TO T&C

SECRECY AGREEMENT

With regard to the procurement procedure 65/P/2018

Delivery and installation of: A complete package unit for drying of humic acids, PU 40

within the project „Research and production pilot plant for generation of humic acids” – in the area of Grupa Azoty S.A. in Tarnów

Contracting Authority:

Grupa Azoty S.A (hereinafter called „Grupa Azoty”)

Tenderer:

No. / Name of Tenderer(s) / Address of Tenderer(s)
1.
…

SECRECY CLAUSE

  1. The Tenderer acknowledges and accepts that all information received from Grupa Azoty in order to allow it to prepare the tender for the procurement procedure shall be deemed secret of Grupa Azoty. This is in particular applicable to: the technical, technological and design documentation, bill of quantities, any technical, technological, financial, economic, marketing, environmental, organisational, and other information disclosed by Grupa Azoty irrespective of its formal designation (designs, reports, analyses, elaborations etc.)
  2. The Tenderer undertakes to keep secret the above information and not to disclose it to any third parties, apart from its employees, advisors or Subcontractors to whom the Tenderer shall disclose the information to the extent necessary for preparation of the tender within the procurement procedure.

The Tenderer warrants that it will cause the above mentioned persons to make a secrecy commitment in writing on conditions as per this document. On the basis of art. 391 of the Polish Civil Code Act of 23rd April 1964 (Polish Journal of Laws of1964, No. 16,it. 93 incl. further amendments) (hereinafter called “Civil code”), the Tenderer shall warrant preservation of that information confidentiality by its employees, advisors and Subcontractors

  1. The Tenderer shall warrant that the information will not be used to any other purpose than preparation of the Tender and performance of the contract within the procurement procedure.
  2. If the Tenderer does not submit a Tender or its Tender is not accepted by Grupa Azoty S.A., the Tenderer shall, upon request of Grupa Azoty S.A. – immediately return all such documents incl. any copies thereof to Grupa Azoty S.A. The rewritten documents shall be destroyed, and the Tenderer shall inform Grupa Azoty S.A. of that fact in writing.
  3. The Tenderer acknowledges and accepts that the disclosed information is the business secret of Grupa Azoty within the meaning of the Act of 16th April 1993 on the Combating of Unfair Competition (Polish Journal of Laws of 2003, No. 153, it. 1503 incl. further amendments) and the transfer, disclosure or use of it shall be deemed an unfair competition act in accordance with this regulation.
  4. For each case of breach of this secrecy obligation by the Tenderer, and/or its employees, and/or its advisors, and/or its Subcontractors, the Tenderer shall pay Grupa Azoty S.A., upon its written request, a contractual penalty of PLN 200,000 (in words: PLN two hundred thousand). Should the damage suffered by Grupa Azoty because of such breach of this obligation exceed the stipulated contractual penalty, Grupa Azoty – in line with the Civil Code regulations - will claim for compensation of an amount exceeding the stipulated contractual penalty.
  5. Any disputes relating to the interpretation or implementation of this obligation shall be resolved acc. to Polish law by a common court having jurisdiction over the seat of Grupa Azoty.
  6. This obligation shall be unlimited in time and shall be binding on the Tenderer both during tender preparation and for an unlimited time after successful Tender selection by Grupa Azoty and contract conclusion for the performance of the subject of the procurement, irrespective of whether the contract is concluded with the respective Vendor or not.
  7. This document has been drawn up in two identical copies, one for Grupa Azoty, the other for the Tenderer.

SIGNATURE(S):

No. / Tenderer name(s) / Surname and name of the person(s) authorised to sign the Tender on behalf of the Tenderer(s) / Signature of the person(s) authorised to sign the Tender on behalf of the Tenderer(s) / Seal of Tenderer(s) / Place and date
1.
2.

ATTACHMENT No. 12 TO T&C

FRAME CONTRACT CONDITIONS

I. CONTRACT CLAUSES

REMUNERATION

  1. Cost-estimate based remuneration

The Contracting Authority shall pay the Contractor the cost-estimate based remuneration fixed on the basis of the tender cost estimate prepared by the Contractor and amounting to PLN [….] net/gross. The cost estimate constitutes Annex No. [….] and is an integral part of the Contract.

  1. Lump-sum remuneration

The Parties to the Contract agree a lump-sum remuneration to the Contractor in amount of PLN [….] net/gross. The Contracting Authority shall pay the Contractor the remuneration as per the previous sentence in whole until [….].

Art. 632 § 1 of the Civil Code is applicable to the remuneration defined in § [...], i.e. the Contractor must not demand any remuneration increase, even if the extent or cost of works cannot be foreseen on the Contract conclusion date.

  1. Remuneration for transfer of author’s economic rights

The remuneration as per § [...] of the Contract includes also remuneration due for transfer of author’s economic rights, which does not constitute a separate subject of the Contract and as such is not separately priced. The transfer of author’s economic rights in this scope is an inherent part of performance of the Subject of the Contract as per [….].

  1. Payment date

The date of Contracting Authority’s (Grupa Azoty) bank account debiting shall be deemed the payment date.

CONFIDENTIAL INFORMATION

1)The Parties to the Contract undertake to keep secret and confidential any and all the substantial information disclosed in connection with Contract conclusion, and relating to the other Party, its business activity, received or obtained in any way and at any time, and concerning Contract conclusion and performance as trade secrets. Therefore, they shall not use such data or information to any purpose other than the performance of the Contract.