EEU Tender for GC (Gas Chromatograph)
Reference Specification for test setup having GC (Gas Chromatograph) with HEAD SPACE AUTO SAMPLER to carry out Dissolved Gas Analysis of insulating oils as per International Standard ASTM-3612-02 Method - C
Section 7 General Conditions of Contract
A. General provisions
1. Definitions
1.1 The headings and titles of these General Conditions of Contract shall not limit, alter or affect the meaning of the Contract.

1.2 The following words and expressions shall have the meanings hereby assigned to them:
(a) "Authorized Officer" means a person designated as such by EEU from time to time as notified in writing to the Supplier to act as the representative of EEU for all purposes connected with the Contract, including any authorized representative of such person;

(b) "Bankrupt"means with respect to any entity, such entity (i) files a petition or otherwise commences, authorizes or acquiesces in the commencement of a proceeding or cause of action under any bankruptcy, insolvency, reorganization or similar law, or has any such petition filed or commenced against it, (ii) makes an assignment or any general arrangement for the benefit of creditors, (iii) otherwise becomes bankrupt or insolvent (however evidenced), (iv) has a liquidator, administrator, receiver, trustee, conservator or similar official appointed with respect to it or any substantial portion of its property or assets, or (v) is generally unable to pay its debts as they fall due;

(c) "Call-off Contract" means individual contract concluded between EEU and Supplier according to the terms and conditions established in the Contract agreement and to which may be annexed the additional special terms that have not been dealt within the Contract agreement determining in detail Goods and Related Services to be supplied by the supplier. A Call-off contract is a contract that is binding on both parties. The signed Purchase Order incorporates the Call-off terms and conditions and forms the Call-off Contract.

(d) "Completion" means the fulfilment of the Contract by the Supplier in accordance with the terms and conditions set forth in the Contract;

(e) "Contract Documents" means the documents listed in the GCC, including all attachments, appendices, and all documents incorporated by reference therein, and shall include any amendments thereto;

(f) "Contract Manager" means a person designated as such by the Supplier from time to time as notified in writing to EEU to act as the duly authorized representative of the Supplier for all purposes connected with the Contract, including any authorized representative of such person;

(g) "Contract Price" means the money payable by EEU to the Supplier based on the Contract Agreement and shall include all royalties, license fees or similar expenses in respect of the making, use or exercise by the Supplier of any Intellectual Property or Intellectual Property Rights for the purpose of performing the Contract;

(h) "Contract" means the binding Agreement, comprising Contract Documents referred to therein, including all attachments, appendices, and all documents incorporated by reference therein, entered into between the Parties relating to the provision of the Goods and Related Services resulting from the placing of a Purchase Order by EEU;

(i) "Contracting Authority" means any Public Body which has the powers and duties to conclude contract agreements for goods or services, as specified in the SCC;

(j) "Day" means calendar day;

(k) "Delivery" means the transfer of the Goods from the Supplier to EEU in accordance with the terms and conditions set forth in the Contract;

(l) "Eligible Countries" means the countries and territories eligible as listed in Section 5 of the Bidding Document;

(m) "Contract Agreement" means a basic agreement with supplier which sets out terms and conditions that allow EEU to order goods or services throughout the term of the agreement under the terms and conditions specified in that Contract agreement (i.e. it provides a mechanism for calling off purchase orders from a catalogue of goods or services as and when EEU needs to buy something within the scope established for the contract Agreement). A contract Agreement sets out the terms and conditions for subsequent call-off contracts but places no obligations on EEU to place future Purchase Orders, does not require or obligate EEU to issue any minimum number or value of Purchase Orders, and does not guarantee any minimum or maximum amount of expenditure under the Contract Agreement. There is no funding obligated by this Contract Agreement and no claims for payment may be made by the Supplier directly against the Contract Agreement. Issuance of Purchase Orders to obtain the Supplier's goods and related services hereunder is wholly within the discretion of EEU and nothing herein shall be construed to limit EEUs' use of other Suppliers to supply similar goods and related services;

(n) "General Conditions of Contract" hereinafter referred to as "GCC", means the conditions in this section of the Contract, which shall govern the Contract, except where amended by the SCC or Contract Agreement;

(o) "Good Industry Practice" means the exercise of that degree of skill, diligence and foresight which would reasonably and ordinarily be expected from a skilled and experienced supplier engaged in the provision of goods similar to the goods under the same or similar circumstances as those applicable to the Contract and which are in accordance with any codes of practice published by relevant trade associations;

(p) "Goods" means raw material, products and equipment and commodities in solid, liquid or gaseous form, marketable software and live animals as well as installation, transport, maintenance or similar obligations related to supply of the goods if their value does not exceed that of the goods themselves; and "related services" includes services such as transportation, commissioning, insurance, installation, training, and initial maintenance; means all of the commodities, raw materials, machinery and equipment, and/or other materials that the Supplier is required to supply to EEU under the Contract;

(q) "Government" means the Government of the Federal Democratic Republic of Ethiopia;

(r) "In writing" shall be interpreted to include any document which is recorded in manuscript or typescript;

(s) "Liquidated damages" means the compensation stated in the contract as being payable by Supplier to EEU for failure to perform the contract or part thereof within the periods under the contract, or as payable by Supplier to EEU for any specific breach identified in the contract;means the compensation stated in the contract as being payable by one contracting party to the other for failure to perform the contract or part thereof;

(t) "Location" means the location for the delivery of the Goods and Related Services as set out in the Contract or as otherwise agreed in writing between EEU and the Supplier;

(u) "Not-to-exceed Price" or acronym "NTE" means the maximum compensation to the Supplier for goods;

(v) "Party" means EEU or the Supplier and includes their permitted successors and "Parties" means both of them;

(w) "Price Adjustment" means a mechanism to share the risk between EEU and the Supplier related to the potential for price fluctuations throughout the duration of the Contract;

(x) "Procuring Entity" means the EEU placing the Purchase Order and entering into call-off contract with the Supplier under the Contract Agreement;

(y) "Public Body" means any public body, which is partly or wholly financed by the Federal Government Budget, higher education institutions, and public institutions of like nature that is purchasing the Goods and Related Services, as specified in the Agreement by placing the Purchase Order and entering into call-off contract with the Supplier under the Contract Agreement;

(z) "Purchase Order" or acronym "PO" means an individual order for Goods and Related Services issued by EEU pursuant to the terms, conditions, and pricing established in a Contract Agreement. Each individual Purchase Order is a binding contractual instrument and will refer and incorporate the terms and conditions of this Contract Agreement and specify the goods to be supplied, delivery schedule, and price;
(aa) "Related Services" means the services incidental to the supply of the goods, such as insurance, installation, training and initial maintenance and other similar obligations of the Supplier under the Contract;

(bb) "Special Conditions of Contract" hereinafter referred to as "SCC", means the conditions attached to the Contract Agreement, which shall govern the Contract and shall prevail over these General Conditions of Contract;

(cc) "Subcontractor" means any natural person, private or government entity, or a combination of the above, including its legal successors or permitted assigns, to whom any part of the Goods to be supplied or execution of any part of the Related Services is subcontracted by the Supplier;

(dd) "Supplier" means a natural or juridical person under contract with a Public Body to supply goods or services;

(ee) "Term" means the period commencing on the Effective Date and ending on the expiry of the Initial Term or any Extension Period or on earlier termination of this Contract;

(ff) "Third Party Beneficiary" means member states of the Federal Democratic Republic of Ethiopia listed under Article 47 of the Constitution of the Federal Democratic Republic of Ethiopia and for the purpose of this Contract include the Addis Ababa and Dire Dawa City administrations as supplied from time to time by Supplier.