TENDER FOR THE SUPPLY OF WOODEN STORAGE ......2017/02/03 · Tender for the Supply of Wooden...

Tender for the Supply of Wooden Storage Units, Concrete Walkways, Thatched Umbrellas & Clocking -In Machines (06_2017) Page of 1 of 40

TENDER FOR THE SUPPLY OF WOODEN STORAGE UNITS, CONCRETE WALKWAYS, THATCHED

UMBRELLAS, & CLOCKING-IN MACHINES

Amendment No. 1

Dated 02/03/2017

February 2017


TITLE: Tender for the Supply of Wooden Storage Units, Concrete Walkways, Thatched Umbrellas & Clocking-In Machines

CONTRACT No. 06_2017 CONTENTS Page Schedule 1 Instructions to Tenderer 3 Schedule 2 Evaluation Process 7 Schedule 3 Form of Tender 9 Schedule 4 Certificate of Non-Collusion 10 Schedule 5 Confirmation by Director(s)/Secretary of 11 The Company’s Good Standing Schedule 6 Terms and Conditions of Contract 12 Schedule 7 Specification Document 32 Schedule 8 Pricing Document 38 DOCUMENTS PROVIDED SEPARATELY Schedule 8 Pricing Document (editable version to be included with your tender submission) Schedule 9 Compliance Check


SCHEDULE 1 INSTRUCTIONS TO TENDERERS

1. Introduction 1.1. These instructions are designed to ensure that all tenders are given equal and fair consideration. It is

important therefore that tenderers provide all the information asked for in the format and order specified. If in any doubt as to what is required please contact Mr Jordan Borg – Tel (+350) 200 51631, or e-mail [email protected]

1.2. A specification of the requirements is detailed in the Specification Document enclosed with these

instructions at Schedule 7. 2. Instructions 2.1 Tenders are invited for the Supply of Wooden Storage Units, Concrete Walkways, Thatched Umbrellas

and Clocking-In Machines.

2.2 Companies may tender for any one or more of the requirements at their sole discretion.

2.3 HM Government of Gibraltar, at its sole discretion, reserves the right to award this contract to one or separately to two or more companies.

2.4 The award of the Thatched Umbrellas is conditional on HM Government receiving approval from the Development and Planning Commission.

3. Communication and Queries 3.1 All communications during the tender period must be submitted in writing to the Procurement Office

for the attention of the officer named in 1.1 above. 3.2 The Procurement Office will only correspond with those parties who have registered their interest and

HM Government of Gibraltar accepts no liability for those parties who, having obtained this document and not registered their interest, have not been made aware of any changes, amendments, clarifications, extensions, etc. which impact on the delivery of the requirements and their bid.

3.3 Queries arising from the tender documents should not be submitted later than 10 working days before

the closing date. 3.4 In order to ensure equality within the tender process, replies to queries will be circulated to all

tenderers. 3.5 THE PROCUREMENT OFFICE IN A BID TO REDUCE THE PROCESSING TIME OF THIS TENDER WILL

NOT, AFTER THE CLOSING DATE, ACCEPT INFORMATION LISTED UNDER SCHEDULE 2. TENDERERS ARE FULLY RESPONSIBLE FOR ENSURING THAT THEIR SUBMISSION(S) CONTAIN ALL THE INFORMATION IN THE MANNER/FORMAT REQUESTED.

4. Submission of Tender 4.1 One original (paper) and one digital copy (contained in a CD/DVD/USB) of the complete tender is to be

submitted in a sealed envelope marked “Tender for the Supply of Wooden Storage Units, Concrete Walkways, Thatched Umbrellas & Clocking-In Machines” in the Tender Box situated at the entrance to

mailto:[email protected]


No.6 Convent Place by the due date. Please ensure that your envelope does not bear any distinguishing marks other than the address and reference given above.

Tenderers should keep file names, in the digital copy, as short as possible with all files preferably contained in a single folder.

4.2 Tenders will only be accepted before and up to the time shown below and any tenders received after the closing date may not be considered.

4.3 All documentation submitted in support of the Tender submission is to be in English. Where the original literature is in another language, a translation into English, of all the text, shall be affixed to the original.

4.4 All copies of the tender document on whatever medium supplied, must be identical. It is the sole responsibility of the tenderer to ensure that all copies of the tender bid it supplies are identical.

4.5 If provided with this document, tenderers are required to complete and submit any MS Excel spreadsheets provided with this document. The Spreadsheet(s) will be protected to ensure that no changes are made to the original data. All submissions need to follow the example format specified within the spreadsheet (if included). Any spreadsheets submitted that are not in the required format and/or duly completed may be rejected with the tender subsequently found non-compliant. If more than one offer is being made, details should be inserted in an identical and separate spreadsheet (labelled Additional Offers). Schedule 8 and any Additional Offers, once completed, must be, submitted as part of the hard copy and digital (in the MS Excel file format provided) tender submissions.

4.6 Tenderers should refrain from submitting handwritten versions of the Pricing and/or Specification Schedules.

4.7 The Worksheets are formatted to a portrait orientation in A4 sheets.

4.8 The original tender MUST be bound; loose documents may not be accepted. The following are acceptable forms of binding: • 2 or 4 Ring Binders; • 2 or 4 ring Lever arch folders; • Card folders with documents secured by treasury tags; • Binding combs; or • Other similar types of temporary document binding solutions. Individual plastic wallets should not be used.

5. Contract Period 5.1 Not Applicable… 6. Social Considerations and Employment Opportunities 6.1 Only companies registered with the Department of Employment and included in the Approved List of

Contractors may apply for this Tender. 6.2 During the discharge of this Contract, the Contractor shall use its best endeavours to assist the

Department of Employment in finding employment for persons registered as long term unemployed and seeking employment (the “Registered Unemployed”).


6.3 In the event that as a direct result of being awarded this Contract, employment opportunities arise for

persons who are Registered Unemployed, the Contractor shall not advertise the employment opportunity without obtaining the prior written consent of the Director of Employment or an officer from the Ministry of Business and Employment and, if so requested by the Director or official, the Contractor shall first consider the employment of Registered Unemployed persons as shall be provided by the Department of Employment or the Ministry of Business and Employment.

6.4 In the event that the Contractor terminates the employment of a person who was Registered

Unemployed prior to or during the discharge of this Contract, the Contractor shall use its best endeavours to liaise with the Department of Employment or Ministry of Business and Employment to replace that person with another person who is Registered Unemployed.

7. Environmental Considerations 7.1 In keeping with H.M. Government of Gibraltar’s Environmental Charter and in accordance with the

selection criteria stated in Schedule 2; favourable consideration will be given to submissions which include the use of environmentally friendly products or services, sustainably sourced or recycled materials, waste minimisation initiatives, use of the least hazardous products, consider equipment efficiency and measures to minimise the release of greenhouse gases, volatile organic compounds and other substances damaging to health and the environment, etc. Favourable consideration will also be given to contractors who demonstrate the company’s environmental principles; for example the company’s environmental policy statement, waste management plans, environmental accreditations, employee training in environmental issues, environmental management systems etc.

8. Price 8.1 Unless instructed otherwise prices submitted are to be in GBP, include Import Duty and any other

relevant charges where applicable. 9. Amendments to Tender Documents 9.1 The Government of Gibraltar reserves the right to amend the enclosed tender documents at any time

prior to the deadline for receipt of Tenders. Any such amendment will be numbered, dated and issued by the Procurement Office. Where amendments are significant, the Government may at it's sole discretion, extend the deadline for the receipt of Tenders.

9.2 No alterations by tenderers will however be accepted after the Tender has been submitted and

accepted. Any alterations required to be made by the tenderers before final submission shall be made by striking through the incorrect figure(s) and inserting the correct figure(s) above the original in such a manner that the original figure is still visible through the correction. All such alterations will be made in ink and initialled by the tenderer.

10. Incomplete Tenders 10.1 Tenders may be rejected if the complete information requested is not given at the time of tendering.

11. Acceptance of Tenders 11.1 By issuing this tender, H.M. Government of Gibraltar is not bound in any way and does not have to

accept the lowest or any tender. Tenderers will not be entitled to claim from the Government any costs or expenses that may be incurred in preparing the Tender whether or not the Tender is successful.

12. Period for which the Tender shall remain valid


12.1 Unless otherwise stated by the tenderer Tenders shall remain valid for a period of 120 days from the closing date for receipt of tenders.

13. Administrative/Legal Information 13.1 The successful tenderer will be expected to comply with Gibraltar Laws in the execution of this contract.

Laws of Gibraltar may be viewed online at http://www.gibraltarlaws.gov.gi 14. Viewing the Site(s) 14.1 Tenderers may view the site before submitting a tender. Upon written request and prior to the closing

date; the Procurement Office will arrange one site visit for all Tenderers. 14.2 Tenderers are not to make their own arrangements or contact site users/managers to view the site on

their own. 15. Formal Contract 15.1 The successful tenderer may be required to execute a formal contract substantially in the format set in the attached Contract Documents. Until such execution the successful Tender together with Government's written acceptance shall form a binding agreement in the terms contained in the Contract Documents and where there is any discrepancy between the Tender submitted and the Contract Documents, the latter shall always prevail. 16. Closing Date 16.1 The closing date for the return of Tenders is 12 noon on Friday 17th of March 2017.

http://www.gibraltarlaws.gov.gi/


SCHEDULE 2 EVALUATION PROCESS

Tender submissions will be evaluated by a panel comprising of at least three Senior Public Officers.

Selection Criteria The following will be the selection criteria used to qualify tenderers for further consideration: 1. Possession of a Licence necessary to operate (e.g. Business Licence issued by the Business Licensing

Authority or other equivalent organisation of the Tenderer’s country or origin) and,

2. Companies resident in Gibraltar, including any subcontractors, inclusion in HM Government of Gibraltar’s Approved List of Contractors;

Tender submissions, from companies that meet the above selection criteria and are found to be compliant with the Specifications will be evaluated on the basis of the most economically advantageous tender taking account of the award criteria stated below.

Award Criteria Weighting (a) Total Contract Costs

40%

(b) Delivery Times:

20%

(c) Environmental Criteria:

1. The Environmental Accreditations (e.g. ISO 14001) or Environmental Policy of the Tenderer.

2. The Environmental Accreditations (e.g. ISO 14001) or Environmental Policy of the Goods Manufacturer.

3. The Environmental Accreditation/Certificates of the Goods. Note: This sub-criterion will in the absence of other certification, for the clocking-in machines only, include the energy efficiency of the Goods

5%

5%

10%

(d) Quality: As determined by the suitability/functionality of the Goods against the intended use and, where applicable, their compatibility with existing similar Goods and/or infrastructure. HM Government’s decision in respect of quality will be final.

Note: The weighting for this criterion in respect of Clocking-In Machines shall be (20%).

10%

(e) Aesthetics: How complimentary the looks of the Goods are to the overall beach aesthetics and other existing beach services/structures. HM Government’s decision in respect of aesthetics will be final.

Note: This criterion is not applicable, and therefore removed, in respect of Clocking-In Machines.

10%


The following section is to be completed by the tenderer(s) i.e. ticking whether the documents listed have been submitted and cross-referencing them against their submission:

I hereby confirm that we have submitted all the documents listed above and accept that any failure to supply one or all of the aforementioned may prejudice our chances of award. I further confirm that we have reviewed and understood the evaluation criteria stated above. Name (in block letter)…………..………………………………………… Signature: ……………………...………………………………… Duly authorised to sign, for and on behalf of.…………………………………………………………………………………………….. Date: ……………………………………….

Documents Required Submission Checklist

(tick)

Cross Ref (i.e. page number)

(i) Evaluation Process and this checklist completed – Schedule 2;

(ii) Form of Tender – Schedule 3;

(iii) Certificate of Non Collusion – Schedule 4;

(iv) Confirmation by Director(s)/Secretary of the Company Good Standing – Schedule 5.

Note: A Certificate of Good Standing issued by Companies House may be requested prior to tender award.

(v) Pricing Schedule – Schedule 8;

(vi) Copy of relevant Licence(s) necessary to operate (e.g. Business Licence);

(vii) Compliance Check – Schedule 9; (viii) Companies resident in Gibraltar, including any subcontractors, proof of

inclusion in HM Government of Gibraltar’s Approved List of Contractors

(ix) Copies of 3rd party accreditations to ISO 14001 (or similar) or other means of proof regarding environmental management systems (e.g. Company’s Environmental Policy preferably accompanied by proof of implementation) for the tenderer;

(x) Copies of 3rd party accreditations to ISO 14001 (or similar) or other means of proof regarding environmental management systems (e.g. Company’s Environmental Policy preferably accompanied by proof of implementation) for the Goods Manufacturer; and

(xi) The Environmental Accreditation/Certificates of the Goods; (xii) Any further details of timescales for delivery and, where applicable,

installation; and

(xiii) Full Technical Specifications and Colour Brochures of the Goods offered.

Note: A live demo, or similar, of the clocking-in machine’s user interface etc. should be included as part of this submission


SCHEDULE 3 FORM OF TENDER

TENDER FOR SUPPLY OF WOODEN STORAGE UNITS, CONCRETE WALWAYS, THATCHED UMBRELLAS

& CLOCKING-IN MACHINES

(To be submitted with Tender Documents)

The Chairman Treasury Tender Board No. 6 Convent Place Gibraltar

1. Having examined the Contract Documents for the Supply of Wooden Storage Units, Concrete Walkways, Thatched Umbrellas and Clocking-In Machines. I/We offer to deliver said goods in accordance with the Terms and Conditions of Contract hereunder and at the price specified in Schedule 8.

2. If our Tender is accepted, I/We undertake to commence work as soon as possible after receipt of notice and

to provide goods as described in Schedule 7 to the satisfaction of the Client. 3. This Tender, together with the written acceptance thereof, and in the absence of a formal agreement, shall

constitute a binding Contract between the undersigned and H.M. Government of Gibraltar. 4. I/We understand that Government is not bound to accept the highest or any tender it may receive.

Signature…………….……………………………………….. In the capacity of…………………………………………………………………… Name in Block letters………………………………………………………..………………………………………………………………………….. Duly authorised to sign tenders for and on behalf of…………………………………………………...………………………………… (Name of Firm in Block letters)

Trading as (if applicable)……………………………………………………………………………………………………………………………….. Company's TaxPayer's Ref. No………………………………… Company Registration No……………………………………….. Address of Company …………………………………………………………………………………………………………………………………….. …………………………………………………………….………………………………………………………………………………………………………… Tel No………………………………………………. Email ………………………………………………………………………………………. Signature of Witness……………………………………………………………………………………………………………………………………. Address of Witness……………………………………………………………………………………………………………………………………… ……………………………………………………………………………………………………………………………………………………………………..


Date…………………………………………………………..

SCHEDULE 4

CERTIFICATE OF NON-COLLUSION

I/We certify that this is a bona fide tender, intended to be competitive and that I/we have not fixed or adjusted

the amount of the tender or the rates and prices quoted by or under or in accordance with any agreement or

arrangement with any other person.

I/We also certify that I/we have not done, and undertake that I/we will not do at any time any of the following

acts:

(a) communicating to a person other than a member of staff of the Procurement Office of H.M.

Government of Gibraltar the amount or approximate amount of my /our proposed tender (other than in

confidence in order to obtain quotations necessary for the preparation of the tender for insurance or a

contract guarantee bond); or

(b) entering into any agreement or arrangement with any other person that he shall refrain from tendering

or as to the amount of any tender to be submitted;

(c) offering or agreeing to pay or give, or paying or giving any sum of money, inducement, or valuable

consideration directly or indirectly to any person for doing or having done or causing or having caused

to be done in relation to any act or omission.

Name (in block letters)……………………………….………………………………………………………………………………………………… Signature:…………………...…………..………………………………………………………………………………………………………………….... In the capacity of: ……………………………………………………………………………………………………………………………………….. Duly authorised to sign, for and on behalf of:………………...…………………….…………….….……………………………………… Date …………………………………………………………….


SCHEDULE 5

CONFIRMATION BY DIRECTOR (S) / SECRETARY OF THE COMPANY

(as at the date of submission of tender documents)

I ………………………………………………………………… of ………………………………………..……………………………………………………… (Name of Company)

Confirm that no proceedings have to date been commenced by the company or against the company for

winding up, striking off or liquidation and that the Company has complied with all its statutory filing

requirements.

Signature……………….…………………………………….. In the Capacity of……………………………..………………………………………..

Date……………………………………………………………..


SCHEDULE 6

TERMS AND CONDITIONS OF CONTRACT

Contents 1. General Provisions 1.1 Definitions and Interpretations 1.2 Contractor’s Obligations 1.3 Entire Agreement 1.4 Scope of Contract 1.5 Notices 1.6 Mistakes in Information 1.7 Conflicts of Interest 2. The Goods(s) 2.1 The Specification 2.2 The Goods(s) 2.3 Delivery 2.4 Property and Risk 2.5 Damage in Transit or Non-Delivery 2.6 Inspection, Rejection and Guarantee 2.7 Training 2.8 Manner of Carrying out the Installation Work

3. Payment and Contract Price 3.1 Contract Price 3.2 Submission of Invoices & Payment 3.3 Recovery of Sums Due 3.4 Euro 3.5 Change of Law 4. Statutory Obligations and Regulations 4.1 Business Ethics 4.2 Equal Opportunities Act 2004 4.3 Environmental Requirements 5. Protection of Information 5.1 Data Protection 5.2 Confidentiality 5.3 Freedom of Information 5.4 Publicity, Media and Official Enquiries 5.5 Audit 6. Control of the Contract 6.1 Assignment and Sub-Contracting 6.2 Social Consideration and Employment Opportunities


6.3 Waiver 6.4 Variation 6.5 Severability 6.6 Remedies Cumulative 7. Liabilities 7.1 Indemnity and Insurance 7.2 Public Liability Insurance 7.3 Employer’s Liability Insurance 7.4 Warranties and Representations 8. Default, Disruption and Termination 8.1 Termination on Change of Control and Insolvency 8.2 Termination on Default 8.3 Break 8.4 Consequences of Termination 8.5 Disruption 8.6 Recovery upon Termination 8.7 Force Majeure 9. Arbitration and Law 9.1 Arbitration 9.2 Governing Law


1. GENERAL PROVISIONS 1.1 Definitions and Interpretations 1.1.1 Definitions In these Conditions:

“Approval” and “Approved” means the written consent of the Contract Manager. “Change in Law” means a change in Law which comes into effect after the Commencement Date, where the change is of a general legislative nature (including taxation or duties of any sort affecting the Contractor) or which would affect or relate to a comparable supply of Goods(s) of the same or a similar nature to the supply of the Goods(s).

“Clause” means a clause within this Contract.

“Client” means H.M. Government of Gibraltar to whom the Goods(s) are to be delivered and includes,

but is not limited to the Client’s Legal representatives and permitted assigns. “Client Environmental Policy” means – the conservation of energy, water, wood paper and other resources, reduction of waste and phasing out ozone depleting substances and minimising the release of greenhouse gases, volatile organic compounds and other substances damaging to health and the environment. “Condition” means a condition within the Contract.

“Contract” means the agreement between the Client and the Contractor consisting of these Conditions and any attached Schedules, the Instructions to Tender, the Contractor’s Tender and any other documents (or parts thereof) to which reference may properly be made in order to ascertain the rights and obligations of the parties.

“Contract Manager” means the person for the time being appointed by the Client as being authorised to administer the Contract on behalf of the Client or such person as may be nominated by the Contract Manager to act on its behalf.

“Contract Price” means the price inclusive of Import Duty, payable to the Contractor by the Client under the Contract, as set out in the Pricing Schedule, for the full and proper performance by the Contractor of its part of the Contract as determined under the Conditions of the Contract.

“Contracting Authority” means any contracting authority as defined in Regulation 3 of the Procurement (Public Contracts) Regulations 2016. “Contractor” means the person, firm or company with whom the Client enters into this Contract.

“Contractor’s Representative” means the individual authorised to act on behalf of the Contractor for the purposes of the Contract.

“Default” means any breach of the obligations of either Party (including but not limited to fundamental breach or breach of a fundamental term) or any default, act, omission, negligence or statement of either Party, its employees, agents or sub-contractors in connection with or in relation to the subject matter of the Contract and in respect of which such Party is liable to the other.


“Goods” means any such Goods as are to be supplied by the Contractor (or by the Contractor’s Sub-Contractor) under the Contract as specified in the Schedule of Goods Required. “Information” has the meaning given under section 2(i) of the Freedom of Access to Information in the Environmental Regulations 2005. “Law” means any applicable law, statute, bye-law, regulation, order, regulatory policy, guidance or industry code, rule of court or directives or requirements of any Regulatory Body, delegated or subordinate legislation or notice of any Regulatory Body.

“Month” means calendar month.

“Party” means a party to this Contract and “Parties” shall be construed accordingly.

“Premises” means the Client’s premises as stated in Schedule 7.Where the Goods(s) are to be delivered.

“Pricing Schedule” means the Schedule containing details of the Contract Price.

“Regulatory Bodies” means those government departments and regulatory, statutory and other entities, committees and bodies which, whether under statute, rules, regulations, codes of practice or otherwise, are entitled to regulate, investigate, or influence the matters dealt with in this Contract or any other affairs of the Client and “Regulatory Body” shall be construed accordingly.

“Replacement Contractor” means any third party supplier appointed by the Client from time to time, to provide any Goods which are substantially similar to any of the Goods, and which the Client receives in substitution for any of the Goods following the termination or partial termination of this Contract, whether those Goods are provided by the Client internally and/or by any third party.

“Schedule” means a schedule attached to this Contract. “Schedule of Goods Required” means the Schedule containing details of the Specification. “Specification” means the description of the Goods to be provided under the Contract and attached, as the Schedule of Good (s) Required. “Staff” means all persons employed by the Contractor to perform the Contract together with the Contractor’s servants, agents and sub-contractors used in the performance of the Contract.

“Sub-Contractor” means shall mean any person, firm or company to whom any part of the Contract has been sub-let in accordance with the Contract and its legal representatives, successors and assigns. “Tender” means the Contractor’s response to the Tender.

1.1.2 Interpretation The interpretation and construction of this Contract shall be subject to the following provisions: The terms and expressions set out in 1.1 shall have the meanings ascribed therein;

Words importing the singular meaning include where the context so admits the plural meaning and vice versa; Words importing the masculine include the feminine and the neuter;


Reference to a Condition is a reference to the whole of that Condition unless stated otherwise; Reference to a Clause is a reference to a paragraph within a Condition unless stated otherwise; References to any statute, enactment, order, regulation or other similar instrument shall be construed as a reference to the statute, enactment, order, regulation or instrument as amended by any subsequent enactment, modification, order, regulation or instrument as subsequently amended or re-enacted; References to any person shall include natural persons and partnerships, firms and other incorporated bodies and all other legal persons of whatever kind and however constituted; The words “include”, “includes” and “including” are to be construed as if they were immediately followed by the words “without limitation”; Headings are included in this Contract for ease of reference only and shall not affect the interpretation or construction of this Contract.

1.2 Contractor’s Obligations 1.2.1 The Contractor shall perform its obligations under the Contract in accordance with these conditions.

1.3 Entire Agreement 1.3.1 This Contract constitutes the entire agreement between the Parties relating to the subject matter of

the Contract. The Contract supersedes all prior negotiations, representations and undertakings, whether written or oral, except that this Clause shall not exclude liability in respect of any fraudulent misrepresentation.

1.3.2 In the event of and only to the extent of any conflict between the Specification, Tender, Contractor’s

Tender and other documents referred to or attached to the Contract, these Conditions shall prevail. 1.4 Scope of Contract 1.4.1 Nothing in the Contract shall be construed as creating a partnership, a contract of employment or a

relationship of principal and agent between the Client and the Contractor. 1.5 Notices 1.5.1 Except as otherwise expressly provided within the Contract, no notice or other communication from

one Party to the other shall have any validity under the Contract unless made in writing by or on behalf of the Party concerned.

1.5.2 Any notice or other communication which is to be given by either Party to the other shall be given by

letter (sent by hand, post, registered post or by the recorded delivery service), or by facsimile transmission or electronic mail (confirmed in either case by letter). Such letters shall be addressed to the last known address of the other Party. Provided the relevant communication is not returned as undelivered, the notice or communication shall be deemed to have been given 3 working days after the day on which the letter was posted, or four hours, in the case of electronic mail or facsimile transmission or sooner where the other Party acknowledges receipt of such letters, facsimile transmission or item of electronic mail.

1.6 Mistakes in Information


1.6.1 The Contractor shall be responsible for the accuracy of all drawings, documentation and information supplied to the Client by the Contractor in connection with the provision of the Goods and shall pay the Client any extra costs occasioned by any discrepancies, errors or omissions therein.

1.7 Conflicts of Interest 1.7.1 The Contractor shall take appropriate steps to ensure that neither the Contractor nor any employee,

servant, agent, supplier or sub-contractor is placed in a position where there is or may be an actual conflict, or a potential conflict, between the pecuniary or personal interests of the Contractor or such persons and the duties owed to the Client under the provisions of the Contract. The Contractor will disclose to the Client full particulars of any such conflict of interest, which may arise.

1.7.2 The provisions of this Condition shall apply during the continuance of this Contract and indefinitely

after its termination. 2. THE GOOD(S) 2.1 The Specification 2.1.1 The quantity, quality and description of the Goods shall be as specified by the Client in Schedule 7 –

Schedule of Goods Required. 2.2 The Goods 2.2.1 Good quality colour brochures containing complete details of the Specifications of the Goods shall be

submitted by the Contractor to the Client for evaluation and approval at the Contractor’s cost and expense and all subsequent deliveries of the Goods shall be equal in quality and correspond to the description in the approved brochures.

2.2.2 The Goods shall be fully compatible with the Client’s equipment.

2.2.3 The Client relies on the skill and judgment of the Contractor in the supply of the Goods and the

execution of the Contract. 2.3 Delivery 2.3.1 Delivery shall be Delivery Duty Paid (DDP) as per Incoterms 2010.

2.3.2 The Goods shall be delivered to the location specified in Schedule 7 at no extra cost to the Client on

the date specified by the tenderer or as agreed to in writing by the Parties. 2.3.3 The point of delivery shall be when the Contract Manager unconditionally accepts the Goods. 2.3.4 Where any access to the Client’s Premises is necessary in connection with delivery, the Contractor and

the Contractor’s Sub-Contractors or suppliers shall at all times comply with the reasonable requirements of the Client’s security procedures.

2.4. Property and Risk 2.4.1 Property and risk in the Good(s) shall without prejudice to any other rights or remedies of the Client

(including the Client’s rights and remedies (under Condition 2.6 hereof) pass to the Client at the time of acceptance of delivery.

2.5 Damage in Transit or Non-Delivery


2.5.1 Where the Goods are either damaged in transit or having been placed in transit fail to be delivered to the Contract Manager, the Contract Manager shall elect:

(a) to reject the Goods; or (b) in the case of damage to such Goods and provided that the Client within thirty days of

delivery gives notice to the Contractor that the Goods have been damaged, require the Contractor free of charge to the Client, to repair or replace the damaged Goods and deliver the repaired or replaced Goods in accordance with new timescales agreed between the Parties; or

(c) in the case of non-delivery of the Goods or any part within the time promised or specified, the

Client shall be entitled to purchase other Goods of the same or similar quality and or specification, and to recover from the Contractor the amount by which the cost of so purchasing exceeds the Contract Price, which would have been payable to the Contractor in respect of the Goods replaced by such purchase, and all without prejudice to any other remedy for breach of Contract.

2.6 Inspection, Rejection and Guarantee 2.6.1 The Contractor shall permit the Client or authorised representatives to make any inspections or tests

which may reasonably be required and the Contractor shall afford all reasonable facilities and assistance free of charge at the Contractor’s premises. No failure to make complaint at the time of such inspection or tests and no approval given during or after such tests or inspections shall constitute a waiver by the Client of any rights or remedies in respect of the Goods and, in particular, the Client retains the right to reject the Goods.

2.6.2 The Client may by written notice to the Contractor reject any of the Goods, which fail to meet the

Specification, and / or reject any of the Goods, which do not correspond with the description in the approved brochures. Such notice shall be given within a reasonable time after delivery to the Client of the Goods concerned. If the Client shall reject any of the Goods pursuant to this Condition the Client shall be entitled (without prejudice to other rights and remedies) either:

(a) to have the Goods concerned as quickly as possible and in any event within 7 days either

repaired by the Contractor or (as the Client shall elect) within 30 days replaced by the Contractor with Goods which conform in all respects with the Specification, approved brochures and due delivery shall not be deemed to have taken place until such repair or replacement has occurred; or

(b) to treat the Contract as discharged by the Contractor’s breach and require a refund from the

Contractor in respect of the Goods concerned together with payment of any additional expenditure over and above the price reasonably incurred by the Client in obtaining other Goods in replacement.

2.6.3 The issue by the Client of a receipt note for the Goods shall not constitute acknowledgement of the

condition or nature of those Goods. 2.6.4 Unless agreed otherwise, the Contractor shall guarantee the Goods for the shorter of 12 months from

putting into service or 18 months from delivery. If the Client shall within such guarantee period or within 30 days thereafter give notice in writing to the Contractor of any defect in any of the Goods as may have arisen during such guarantee period under proper and normal use, the Contractor shall (without prejudice to any other rights and remedies which the Client may have) as quickly as possible remedy such defects (whether by repair or replacement as the Client shall elect) without cost to the Client.


2.6.5 Any Goods rejected or returned by the Client as described in Clause 2.6.2 shall be returned to the Contractor at the Contractor’s risk and expense.

2.7 Training 2.7.1 Where appropriate the Contract Price shall include the cost of instruction of the Client’s personnel in

the use and maintenance of the Goods, such instruction to be in accordance with the requirements of the Contract in accordance with the training specified in the Specification.

2. 8 Manner of Carrying out the Installation Work 2.8.1 The Contractor shall make no delivery of materials, plant or other things nor commence any work in

the Client’s Premises without obtaining prior Approval. 2.8.2 Access to the Client’s Premises shall not be exclusive to the Contractor but shall be limited to such

Staff and Contractor’s suppliers as are necessary to enable the performance of the Contract concurrently with the execution of work by others as the Client may reasonably require.

2.8.3 The Client shall have the right at any time during the progress of the Contract to order in writing:

(a) The removal from the Client’s Premises of any material which in the opinion of the Client are either hazardous, noxious or not in accordance with the Contract; and /or

(b) The substitution of proper and suitable materials; and/or (c) The removal and proper re-execution notwithstanding any previous test or interim payment

therefor of any work or Goods which, in respect of material or workmanship, is not in the opinion of the Client in accordance with the Contract.

2.8.4 On completion of the Contract the Contractor shall remove the Contractor shall remove the

Contractor’s plant, equipment and unused materials and shall clear away from the Client’s Premises all rubbish arising out of the Contractor and leave the Client’s Premises in a neat and tidy condition.

3. PAYMENT AND CONTRACT PRICE 3.1 Contract Price 3.1.1 In consideration of the performance of the Contractor’s obligations under the Contract by the

Contractor, the Client shall pay the Contract Price. 3.1.2 In the event that the cost to the Contractor of performing its obligations under the Contract increases

or decreases as a result of a change of Law within the scope of Condition 3.5, the provisions of Condition 3.5 shall apply.

3.2 Submission of Invoices and Payment 3.2.1 The Client shall pay the undisputed sums due to the Contractor in cleared funds within 30 days of

receipt and agreement of invoices, submitted monthly in arrears, for work completed to the satisfaction of the Client.

3.2.2 Each invoice shall contain all appropriate references and a detailed breakdown of the Goods and shall

be supported by any other documentation required by the Contract Manager to substantiate the invoice.


3.2.3 Where the Contractor enters into a sub-contract with a supplier or contractor for the purpose of performing the Contract, it shall cause a term to be included in such a sub-contract which requires payment to be made of undisputed sums by the Contractor to the sub-contractor within a specified period not exceeding 30 days from the receipt of a valid invoice, as defined by the sub-contract requirements.

3.2.4 The Client may reduce payment in respect of any Goods, which the Contractor has either failed to

provide or has provided inadequately, without prejudice to any other rights or remedies of the Client. 3.3 Recovery of Sums Due 3.3.1 Wherever under the Contract any sum of money is recoverable from or payable by the Contractor

(including any sum which the Contractor is liable to pay the Client in respect of any breach of this Contract), the Client may unilaterally deduct that sum from any sum then due, or which at any time may become due to the Contractor under the Contract or under any other agreement or contract with the Client.

3.3.2 The Client may at any time and without notice set off any monies whatsoever, which monies are now

or may at any time after the date of execution of this Contract, be held by the Client for and on behalf of the Contractor and apply the same payment of any sum or liability due and owing by the Contractor to the Client.

3.3.3 Any overpayment by the Client to the Contractor shall be a sum of money recoverable by the Client

from the Contractor. 3.3.4 The Contractor shall make any payments due to the Client without any deduction whether by way of

set-off, counterclaim, discount, abatement or otherwise unless the Contractor has a valid court order requiring an amount equal to such deduction to be paid by the Client to the Contractor.

3.4 Euro 3.4.1 Any legislative requirement to account for the Goods in euro (or to prepare for such accounting),

instead of and/or in addition to sterling, shall be implemented by the Contractor at nil charge to the Client.

3.4.2 The Client shall provide all reasonable assistance to facilitate such changes. 3.5 Change of Law 3.5.1 The Contractor shall neither be relieved of its obligations to supply the Goods in accordance with the

terms of this Contract nor be entitled to an increase in the Contract Price as the result of a Change in Law where the outcome of that Change in Law is known on award of Contract.

3.5.2 If a Change in Law occurs or will occur during the Contract Period (other than those referred to in

Clause 3.5.1), the Contractor shall notify the Client of the likely effects of that change, including:

(a) whether any Change is required to the Goods, the Contract Price or this Contract; and (b) whether any relief from compliance with the Contractor’s obligations is required, including

any obligation to achieve any milestones or to meet any service level requirements at any time.

3.5.3 As soon as practicable after any notification in accordance with Clause 3.5.2 the Parties shall

discuss and agree the matters referred to in that Clause and any ways in which the Contractor can mitigate the effect of the Change in Law, including:


(a) providing evidence that the Contractor has minimised any increase in costs or maximised any

reduction in costs, including in respect of the costs of its subcontractors:

(b) demonstrating that a foreseeable Change in Law had been taken into account by the Contractor before it occurred;

(c) giving evidence as to how the Change in Law has affected the cost of providing the Goods; and (d) demonstrating that any expenditure that has been avoided has been taken into account in

amending the Contract Price. 3.5.4 Any increase in the Contract Price or relief from the Contractor’s obligations agreed by the parties

pursuant to this Condition 3.5 shall be implemented in accordance with Condition 6.4. 4. STATUTORY OBLIGATIONS AND REGULATIONS 4.1 Business Ethics 4.1.1 The Contractor shall not offer or give, or agree to give, to any employee, agent, servant or

representative of the Client any gift or consideration of any kind as an inducement or reward for doing, refraining from doing, or for having done or refrained from doing, any act in relation to the obtaining or execution of this Contract or any other contract with the Client, or for showing or refraining from showing favour or disfavour to any person in relation to this Contract or any such contract. The attention of the Contractor is drawn to Part X1X of the Criminal Offences Act 1960.

4.1.2 The Contractor shall not enter into this Contract if in connection with it commission has been paid or is

agreed to be paid to any employee or representative of the Client by the Contractor or on the Contractor’s behalf, unless before this Contract is made particulars of any such commission and of the terms and conditions of any agreement for the payment thereof have been disclosed in writing to the Client.

4.1.3 Where the Contractor or Contractor’s employees, servants, sub-contractors, suppliers or agents or

anyone acting on the Contractor’s behalf, engages in conduct prohibited by Clauses 4.1.1 or 4.1.2 in relation to this or any other contract with the Client, the Client has the right to:

(a) terminate the Contract and recover from the Contractor the amount of any loss suffered by

the Client resulting from the termination; (b) recover in full from the Contractor any other loss sustained by the Client in consequence of

any breach of this Condition, whether or not the Contract has been terminated.

4.1.4 In exercising its rights or remedies under this Condition, the Client shall:

(a) act in a reasonable and proportionate manner having regard to such matters as the gravity of the prohibited act and the identity of the person performing the prohibited act;

(b) give all due consideration, where appropriate, to action other than termination of the

Contract. 4.2 Equal Opportunities Act 2004 4.2.1 The Contractor shall not unlawfully discriminate within the meaning and scope of any law, enactment,

order, or regulation relating to discrimination (whether in race, gender, religion, disability, sexual orientation or otherwise) in employment.


4.2.2 The Contractor shall take all reasonable steps to secure the observance of Clause 4.2.1 by all servants,

employees or agents of the Contractor and all suppliers and sub-contractors employed in the execution of the Contract.

4.3 Environmental Requirements 4.3.1 The Contractor shall perform the Contract in accordance with the Client’s Environmental Policy. 5. PROTECTION OF INFORMATION 5.1 Data Protection 5.1.1 The Contractor shall (and shall procure that any of its Staff involved in the provision of this Contract)

be registered under the Data Protection Act 2004 (“DPA”) and both Parties will duly observe all their obligations under the Act, which arise in connection with the Contract.

5.1.2 Notwithstanding the general obligations in Clause 5.1.1, where the Contractor is processing personal

data (as defined by the DPA) the Contractor shall ensure that it has in place appropriate technical and organisational measures to ensure the security of the personal data and against accidental loss or destruction of, or damage to, personal data), as required under Section 6 (1) (d) of the DPA; and

(a) provide the Client with such information as the Client may reasonably require to satisfy itself

that the Contractor is complying with its obligations under DPA; (b) promptly notify the Client of any breach of the security measures required to be put in place

pursuant to Clause 5.1.2; and (c) ensure that it does nothing knowingly or negligently which places the Client in breach of the

Client’s obligations under DPA. 5.1.3 The provisions of this Condition shall apply during the continuance of this Contract and

indefinitely after its expiry or termination. 5.2 Confidentiality 5.2.1 Each Party:-

(a) shall treat all Confidential Information belonging to the other Party as confidential and safeguard it accordingly; and

(b) shall not disclose any Confidential Information belonging to the other Party to any other

person without the prior written consent of the other Party, except to such persons and to such extent as may be necessary for the performance of the Contract or except where disclosure is otherwise expressly permitted by the provisions of this Contract.

5.2.2 The Contractor shall take all necessary precautions to ensure that all Confidential Information obtained from the Client under or in connection with the Contract:-

(a) is given only to such of the Staff and professional advisors or consultants engaged to advise it

in connection with the Contract as is strictly necessary for the performance of the Contract and only to the extent necessary for the performance of the Contract;


(b) is treated as confidential and not disclosed (without prior Approval) or used by any Staff or such professional advisors or consultants otherwise than for the purposes of the Contract.

5.2.3 Where it is considered necessary in the opinion of the Client, the Contractor shall ensure that Staff or

such professional advisors or consultants sign a confidentiality undertaking before commencing work in connection with the Contract. The Contractor shall ensure that Staff or its professional advisors or consultants are aware of the Contractor’s confidentiality obligations under this Contract.

5.2.4 The Contractor shall not use any Confidential Information it receives from the Authority otherwise

than for the purposes of the Contract. 5.2.5 The provisions of Clauses 5.3.1 to 5.3.4 shall not apply to any Confidential Information received by one

Party from the other:-

(a) which is or becomes public knowledge (otherwise than by breach of this Condition); (b) which was in the possession of the receiving Party, without restriction as to its disclosure,

before receiving it from the disclosing Party; (c) which is received from a third party who lawfully acquired it and who is under no obligation

restricting its disclosure; (d) is independently developed without access to the Confidential Information; or (e) which must be disclosed pursuant to a statutory, legal or parliamentary obligation placed

upon the Party making the disclosure, including any requirements for disclosure under the Freedom of a Access to Information on the Environment Regulations 2005.

5.2.6 Nothing in this Condition shall prevent the Client:-

(a) disclosing any Confidential Information for the purpose of:-

(i) the examination and certification of the Client’s accounts; or (ii) any examination pursuant Public Finance (Control and Audit) Act 1977 of the

economy, efficiency and effectiveness with which the Client has used its resources; or

(b) disclosing any Confidential Information obtained from the Contractor:-

(i) to any government department or any other Contracting Authority. All government

departments or Contracting Authorities receiving such Confidential Information shall be entitled to further disclose the Confidential Information to other government departments or other Contracting Authorities on the basis that the information is confidential and is not to be disclosed to a third party which is not part of any government department or any Contracting Authority; or

(ii) to any person engaged in providing any services to the Client for any purpose

relating to or ancillary to the Contract; provided that in disclosing information under sub-paragraph (b) the Client discloses only the

information which is necessary for the purpose concerned and requires that the information is treated in confidence and that a confidentiality undertaking is given where appropriate.


5.2.7 Nothing in this Condition shall prevent either Party from using any techniques, ideas or know-how gained during the performance of the Contract in the course of its normal business, to the extent that this does not result in a disclosure of Confidential Information or an infringement of Intellectual Property Rights.

5.2.8 In the event that the Contractor fails to comply with this Condition 1, the Client reserves the right to

terminate the Contract by notice in writing with immediate effect. 5.2.9 The provisions under this Condition 5.2 are without prejudice to the application of the Official Secrets

Acts 1939 to any Confidential Information. 5.3 Freedom of Information 5.3.1 The Contractor acknowledges that the Client is subject to the requirements of the Freedom of Access

to Information on the Environment Regulations 2005 and shall assist and cooperate with the Client (at the Contractor’s expense) to enable the Client to comply with these Information disclosure requirements.

5.3.2 The Contractor shall and shall procure that its sub-contractors shall:

(a) transfer any request for Information to the Client as soon as practicable after receipt and in any event within (two) working days of receiving a request for Information.

(b) provide the Client with a copy of all Information in its possession or power in the form that

the Client requires within (five) working days (or such other period as the Client may specify) of the Client requesting that Information; and

(c) provide all necessary assistance as reasonably requested by the Client to enable the Client to

respond to a request for Information within the time for compliance set out in regulation 5 of the Freedom of Access to Information on the Environmental Information Regulations.

5.3.3 The Client shall be responsible for determining at its absolute discretion whether any Information:

(a) is exempted from disclosure; (b) is to be disclosed in response to a request for information, and in no event shall the

Contractor respond directly to a request for information unless expressly authorised to do so by the Client.

(c) The Contractor acknowledges that the Client may be obliged under the Freedom of Access to

Information on the Environment Regulations 2005 to disclose Information:-

(a) Without consulting the Contractor, or (b) Following consultation with the Contractor and having taken its views into account.

5.4 Publicity, Media and Official Enquiries 5.4.1 The Contractor shall not make any press announcements or publicise the Contract or any part thereof

in any way, except with the written consent of the Client. 5.4.2 The Contractor shall take all reasonable steps to ensure the observance of the provisions of Clause

5.3.1 by all his servants, employees, agents, professional advisors and consultants. The Contractor shall take all reasonable steps to ensure the observance of the provisions of Clause 5.3.1 by its Sub-Contractors.


5.4.3 The provisions of this Condition shall apply during the continuance of this Contract and indefinitely

after its expiry or termination. 5.5 Audit 5.5.1 The Contractor shall keep and maintain until three years after the Contract has been completed, or as

long a period as may be agreed between the Parties, full and accurate records of the Contract including the Goods provided under it, all expenditure reimbursed by the Client, and all payments made by the Client. The Contractor shall on request afford the Client or the Contract Manager such access to those records as may be required by the Client in connection with the Contract.

6. CONTROL OF THE CONTRACT 6.1 Assignment and Sub-Contracting 6.1.1 The Contractor shall not assign, sub-contract or in any other way dispose of the Contract or any part of

it without prior Approval. Sub-contracting any part of the Contract shall not relieve the Contractor of any obligation or duty attributable to the Contractor under the Contract.

6.1.2 The Contractor shall be responsible for the acts and omissions of its Sub-Contractors as though they

are its own. 6.1.3 Where the Client has consented to the placing of sub-contracts, copies of each sub-contract shall be

sent by the Contractor to the Client, if requested to do so in writing by the Client, within 2 working days of issue, and the Contractor shall not engage the proposed Sub Contractor until the Contract Manager has given his written consent to such sub contract.

6.1.4 The Contractor shall not use the services of self-employed individuals without prior Approval. 6.2 Social Considerations and Employment Opportunities 6.2. 1 During the discharge of this Contract, the Contractor shall use its best endeavours to assist the

Department of Employment in finding employment for persons registered as long term unemployed and seeking employment (the “Registered Unemployed”).

6.2.2 In the event that as a direct result of being awarded this Contract, employment opportunities arise for

persons who are Registered Unemployed, the Contractor shall not advertise the employment opportunity without obtaining the prior written consent of the Director of Employment or an officer from the Ministry of Business and Employment and, if so requested by the Director or official, the Contractor shall first consider the employment of Registered Unemployed persons as shall be provided by the Department of Employment or the Ministry of Business and Employment.

6.2.3 In the event that the Contractor terminates the employment of a person who was Registered

Unemployed prior to or during the discharge of this Contract, the Contractor shall use its best endeavours to liaise with the Department of Employment or Ministry of Business and Employment to replace that person with another person who is Registered Unemployed.

6.3 Waiver 6.3.1 The failure of either Party to insist upon strict performance of any provision of the Contract or the

failure of either Party to exercise any right or remedy shall not constitute a waiver of that right or remedy and shall not cause a diminution of the obligations established by this Contract.


6.3.2 No waiver shall be effective unless it is expressly stated to be a waiver and communicated to the other Party in writing in accordance with the provisions of Condition 1.5.

6.3.3 A waiver of any right or remedy arising from a breach of Contract shall not constitute a waiver of any

right or remedy arising from any other or subsequent breach of the Contract. 6.4 Variation 6.4.1 The Contractor shall not alter any of the Goods except as directed by the Client, but the Client shall

have the right from time to time during the execution of the Contract, by written notice to the Contractor to change the Specification and add to or omit, or otherwise vary, the Goods including the order in which the Goods are to be delivered. Such a change is hereinafter called “a Variation”. The Contractor shall carry out such Variations and be bound by the same Conditions so far as is applicable, as though the said Variations were stated in the Contract.

6.4.2 In the event that the Contractor is unable within the timescale reasonably directed by the Client to

carry out the Variation in accordance with Clause 6.4.1 above, the Client may terminate the Contract and recover from the Contractor the amount of any loss suffered by the Client resulting from the termination.

6.4.3 In the event of any Variation of the Specification in accordance with Clause 6.4.1 which would occasion

an amendment to the Contract Price, such amendment to the Contract Price shall be calculated by the Procurement Office of the Government of Gibraltar and agreed in writing with the Contractor and shall be such amount as properly and fairly reflects the nature and extent of the Variation in all the circumstances.

6.4.4 If, in the opinion of the Contractor, any such Variation in accordance with Clause 6.4.1 is likely to

prevent the Contractor from fulfilling any of their obligations under the Contract, the Contractor shall notify the Client immediately, whereupon the Client shall inform the Contractor within 14 days whether or not the said Variations shall be carried out. Until the Client confirms such instructions in writing they shall be deemed not to have been given.

6.5 Severability 6.5.1 If any provision of the Contract is held invalid, illegal or unenforceable for any reason by any court of

competent jurisdiction, such provision shall be severed and the remainder of the provisions of the Contract shall continue in full force and effect as if the Contract had been executed with the invalid, illegal or unenforceable provision eliminated.

6.5.2 In the event of a holding of invalidity so fundamental as to prevent the accomplishment of the purpose

of the Contract, the Parties shall immediately commence negotiations in good faith to remedy the invalidity.

6.6 Remedies Cumulative 6.6.1 Except as otherwise expressly provided by the Contract, all remedies available to either Party for

breach of this Contract are cumulative and may be exercised concurrently or separately, and the exercise of any one remedy shall not be deemed an election of such remedy to the exclusion of other remedies.


7. LIABILITIES 7.1 Indemnity and Insurance 7.1.1 The Contractor shall be liable for and shall fully indemnify and keep indemnified Client, its employees

and agents, against all liabilities, demands, proceedings, damages, costs, losses, claims, charges and expenses whatsoever in any way arising out of or in connection with:

(a) the defective provision of the Goods or breach by the Contractor of any requirement of the

Contract or failure to provide the Goods or any part of it, and (b) The injury to, or death of, any person howsoever arising whether in contract, tort or

otherwise except and to the extent that it may arise out of the act default or negligence of the Client, it’s employees or agents other than the Contractor or Staff

7.1.2 The liability set out in Clause 7.1.1 shall, for the avoidance of doubt, include liability for third parties

employed in connection with the Goods so far as the management of, or instruction issued to, such third parties is the responsibility of the Contractor.

7.1.3 Without in any way limiting its responsibilities under this Condition 7.1, the Contractor shall insure

with a reputable insurance company against all its liabilities. 7.1.4 The insurance cover shall include the territory of Gibraltar. 7.1.5 For all claims against which this Condition 7 requires the Contractor to insure, the insurance cover

shall be the minimum sum specified, or such greater sum as the Contractor may choose, in respect of any one incident and the Contractor's insurance policy effecting such cover shall have the Client's interest endorsed on it, or shall otherwise expressly by its terms confer its benefits upon the Client.

7.1.6 The Contractor shall supply the Client upon request with copies of the insurance policies together with

documentary evidence necessary to demonstrate compliance with Condition 7. 7.1.7 If the Contractor fails to take out and maintain any of the insurances required under this Condition 7

or if the Client reasonably considers that the policies of insurance do not effect sufficient cover, then the Client shall require the Contractor to forthwith procure and effect such insurance as the Client may reasonably require and in the meantime or in default, the Client may itself cause such insurance to be effected. The amount paid or payable by the Client may be deducted from any monies due or to become due to the Contractor under the Contract or such amount may be recoverable by the Client from the Contractor as a debt.

7.2 Public Liability Insurance 7.2.1 The Contractor shall, throughout the Contract, maintain in force such policies of insurance with

reputable insurers or underwriters as shall fully insure against all sums which either Party may become legally liable to pay by reason of all losses, claims, demands, proceedings, arising from the occurrence of risk usually insured under a public liability insurance policy and suffered by:-

(a) the Client or its employees; (b) The Contractor or its employees (to the extent not already covered by the Contractor's

existing employer's liability insurance); or (c) Any other person;

To the extent not covered by the insurance required under Condition 7.


7.2.2 The limit of such public liability insurance shall not be less than one million pounds sterling

(£1,000,000). Such insurance cover shall be in the sum of at least five hundred thousand pounds sterling (£500,000) for any one occurrence or series of occurrences arising out of any one event.

7.3 Employer's Liability Insurance 7.3.1 The Contractor shall have employer's liability insurance of not less than £10,000,000 in respect of any

one incident. 7.3.2 The Contractor shall ensure that all sub-contractors maintain appropriate insurances and shall obtain

documentary evidence and produce it to the Client on request. 7.3.4 For the avoidance of doubt, minimum insurance levels shall not be a limit of liability under the

Contract. 7.3.5 The Client shall indemnify and keep indemnified the Contractor against all actions, claims, demands,

proceedings, damages, costs, charges and expenses whatsoever in relation to the injury to, or death of, any person, or loss of, or damage to, any property including property belonging to the Contractor to the extent that it may arise out of the negligence of its employees or agents other than the Contractor or it's personnel.

7.4 Warranties and Representations 7.4.1 The Contractor warrants and represents that:-

(a) the Contractor has the full capacity and authority and all necessary consents (including, but not limited to, where its procedures so require, the consent of its parent company) to enter into and perform this Contract and that this Contract is executed by a duly authorised representative of the Contractor;

(b) the Contractor shall discharge its obligations hereunder with all due skill, care and diligence

including but not limited to good industry practice and (without limiting the generality of this Condition) in accordance with its own established internal procedures;

(c) the Goods shall be to the reasonable satisfaction of the Client; (d) the Goods shall conform in all respects with brochures and the Specification and with any

particulars specified in this Contract approved by the Client, all Goods supplied shall be within the normal limits of industrial quality;

(e) the Goods shall operate in accordance with the relevant technical specifications and shall

correspond with the requirements of the Specification and with any particulars specified in this Contract;

(f) the Goods shall conform in all respects with the requirements of any statutes, orders,

regulations or bye-laws from time to time in force; (g) the Goods shall be free from defects in design, materials and workmanship and be fit and

sufficient for all the purposes for which such Goods are ordinarily used and for any particular purpose made known to the Contractor by the Client;

(h) all obligations of the Contractor pursuant to the Contract shall be performed and rendered by

appropriately experienced, qualified and trained Staff with all due skill, care and diligence;


(i) the Contractor is not in default in the payment of any due and payable taxes or in the filing, registration or recording of any document or under any legal or statutory obligation or requirement which default might have a material adverse effect on its business, assets or financial condition or its ability to observe or perform its obligations under this Contract.

8. DEFAULT, DISRUPTION AND TERMINATION 8.1 Termination on change of control and insolvency 8.1.1 The Client may terminate the Contract by notice in writing with immediate effect where: -

(a) the Contractor is an individual or a firm and a petition is presented for the Contractor’s

bankruptcy, or a criminal bankruptcy order is made against the Contractor or any partner in the firm, or the Contractor or any partner in the firm makes any composition or arrangement with or for the benefit of creditors, or makes any conveyance or assignment for the benefit of creditors, or if an administrator is appointed to manage the Contractor’s or firm’s affairs; or

(b) the Contractor is a company, if the company passes a resolution for winding up or dissolution

(otherwise than for the purposes of and followed by an amalgamation or reconstruction) or an application is made for, or any meeting of its directors or members resolves to make an application for an administration order in relation to it or any party gives or files notice of intention to appoint an administrator of it or such an administrator is appointed, or the court makes a winding-up order, or the company makes a composition or arrangement with its creditors, or an administrative receiver, receiver, manager or supervisor is appointed by a creditor or by the court, or possession is taken of any of its property under the terms of a fixed or floating charge; or

(c) where the Contractor is unable to pay its debts within the meaning of Regulation 3 of The

Gibraltar Development Corporation (Employer’s Insolvency) Regulation 1991.

8.2 Termination on Default 8.2.1 The Client may terminate the Contract, or terminate the provision of any part of the Contract by

written notice to the Contractor or the Contractor’s Representative with immediate effect if the Contractor commits a Default and if:

(a) the Contractor has not remedied the Default to the satisfaction of the Client within 30 days,

or such other period as may be specified by the Client, after issue of a written notice specifying the Default and requesting it to be remedied; or

(b) the Default is not capable of remedy; or (c) the Default is a fundamental breach of the Contract.

8.3 Break 8.3.1 The Client shall have the right to terminate the Contract, or to terminate the provision of any part of

the Contract at any time by giving 5 days written notice to the Contractor. 8.4 Consequences of Termination 8.4.1 Where the Client terminates the Contract under Condition 8.2, or terminates the provision of any part

of the Contract under that Condition, and then makes other arrangements for the provision of Goods the Client shall be entitled to recover from the Contractor the cost of making those other arrangements and any additional expenditure incurred by the Client, Where the Contract is


terminated under Condition 8.2, no further payments shall be payable by the Client to the Contractor until the Client has established the final cost of making those other arrangements.

8.5 Disruption 8.5.1 The Contractor shall take reasonable care to ensure that in the execution of the Contract it does not

disrupt the operations of the Client, its employees or any other contractor employed by the Client. 8.5.2 The Contractor shall immediately inform the Client of any actual or potential industrial action,

whether such action be by their own employees or others, which affects or might affect its ability at any time to perform its obligations under the Contract.

8.5.3 In the event of industrial action by the Staff or the Contractor’s suppliers the Contractor shall seek the

Client’s Approval to its proposals to perform its obligations under the Contract. 8.5.4 If the Contractor’s proposals referred to in Clause 8.5.3 are considered insufficient or unacceptable by

the Client, then the Contract may be terminated by the Client by notice in writing with immediate effect.

8.6 Recovery upon Termination 8. 6.1 Termination or expiry of the Contract shall be without prejudice to any rights and remedies of the

Contractor and the Client accrued before such termination or expiration and nothing in the Contract shall prejudice the right of the Client to recover any amount outstanding at such termination or expiry.

8.6.2 The provisions of this Condition shall survive the continuance of this Contract and indefinitely after its

termination. 8.7 Force Majeure 8.6.1 For the purpose of this Condition, “Force Majeure” means any event or occurrence which is outside the

reasonable control of the Party concerned, and which is not attributable to any act or failure to take preventative action by the Party concerned, including (but not limited to) governmental regulations, fire, flood, or any disaster. It does not include any industrial action occurring within the Contractor’s organisation or within any Sub-Contractor’s organisation.

8.7.2 Neither Party shall be liable to the other Party for any delay in or failure to perform its obligations

under the Contract (other than a payment of money) if such delay or failure results from a Force Majeure event. Notwithstanding the foregoing, each Party shall use all reasonable endeavours to continue to perform its obligations hereunder for the duration of such Force Majeure event. However, if any such event prevents either Party from performing all of its obligations under the Contract for a period in excess of two months, either Party may terminate the Contract by notice in writing with immediate effect.

8.7.3 Any failure or delay by the Contractor in performing its obligations under the Contract which result

from any failure or delay by an agent, Sub-Contractor or supplier shall be regarded as due to Force Majeure only if that agent, Sub-Contractor or supplier is itself impeded by Force Majeure from complying with an obligation to the Contractor.

8.7.4 If either of the Parties becomes aware of circumstances of Force Majeure which give rise to or which

are likely to give rise to any such failure or delay on its part shall forthwith notify the other by the most expeditious method then available and shall inform the other of the period which it is estimated that such failure or delay shall continue.


8.7.5 For the avoidance of doubt it is hereby expressly declared that the only events which shall afford relief from liability for failure or delay of performance of the Contract shall be any event qualifying for Force Majeure hereunder

9. DISPUTES AND LAW 9.1 Arbitration 9.1.1 All disputes, differences or questions between the Parties to the Contract with respect to any matter

or thing arising out of or relating to the Contract, other than a matter or thing as to which the decision of the Client is under the Contract to be final and conclusive, shall be referred to the arbitration of three persons one to be appointed by the Client, one by the Contractor and the third by the two persons appointed who shall act as umpire.

9.1.2 In the event that no agreement is reached under Clause 9.1.1, the matter shall be referred to the

Court of Gibraltar whose decision shall be final. 9.2 Governing Law 9.2.1 This Contract shall be governed by and interpreted in accordance with the laws of Gibraltar and the

Parties submit to the exclusive jurisdiction of the Courts of Gibraltar following any arbitration under Clause 9.1.1


SCHEDULE 7

SPECIFICATION DOCUMENT

1. WOODEN STORAGE UNITS HM Government of Gibraltar wants to purchase 3 new Wooden Storage units to be used as beach umbrella stores at:

Camp Bay, Catalan Bay and Eastern Beach.

Currently such wooden external structures are in-situ at the locations listed below which are used as Umbrella and Disability Stores:

• Camp Bay • Western Beach • Eastern Beach North • Eastern Beach South • Catalan Bay

SPECIFICATIONS

Dimensions Base 2.4m x 4.8mm approx. • Height 2.7m approx. • Treated pine wood all weather treated structure. • Pitched Roof • Whole Structure must be weather proof. • One Door on either the right or left side which must come with a lock or hasp and staple assembly. • Interior non-slip flooring.

We require the product to be the same or very similar one the units already deployed to keep uniformity throughout the beaches. Details of the existing units can, for ease of reference only, be found at: https://www.maderasmenur.com/md-almacen-moguer/ Conditions:

• Contract Price must include all duty, delivery, assembly/installation costs. • If the structure(s) is to be installed/assembled then this must be done by the Contractor at the

approved location(s).

2. CONCRETE WALKWAYS HM Government of Gibraltar wants to purchase approx. 50 metres of concrete walkways (divided into approx. 50x 1metre units) to supplement the units already in use at the Beaches.

It is essential that the walkways offered are compatible with the existing units and must be able to link up with them. Offers which are found not to comply with this requirement will be found non-compliant.

https://www.maderasmenur.com/md-almacen-moguer/


Details of the existing walkways, for ease of reference only, can be found at: http://prefabricadoslopez.com/que-son/ SPECIFICATIONS Dimensions/Weight per unit:

Length 100 cm approx. – Please note that a max tolerance of 10% will be accepted . Width 150 cm. Height 12 cm. Weight 400 kg. (approx.).

Additional Specifications

The concrete walkways must be to CEM I 52,5 (or similar), durable, vandal proof, weatherproof, with an optimum thermal absorption (preventing it from absorbing heat to point that walking barefoot on them poses a problem), and same in colour (or as near as) as the existing ones currently in use.

The finish on the walking face of these walkways is to imitate wood texture and with a corduroy/ribbed anti-slip surface running across, matching the existing ones currently in use.

The indentations must approximate the depth and width of the indentations of the existing units.

The linking system between units must match that of the existing units , must be marine grade stainless steel (thus making them resistant to a marine environment) and allow for a minimum movement and displacement on irregular/shifting terrain.

Conditions:

Price(s) must include all duty and delivery costs.

Delivery Location (to be confirmed).

3. THATCHED UMBRELLAS HM Government of Gibraltar wants to purchase 65 thatched umbrellas for use at the Gibraltar Bathing Pavilion. SPECIFICATIONS

1750mm-1800mm (diameter) round Thatched Umbrella

Wooden Post 100mm (dia.) x 3000mm (height)

Circular Table affixed to and surrounding the wooden post

o Table to be approx. 500mm from the floor,

o Table to be 600mm (dia.) x 18mm thickness

o Table to be made from marine quality wood

http://prefabricadoslopez.com/que-son/


Conditions:

Price(s) must include all duty and delivery costs.

Delivery Location (to be confirmed).

Note: The award of these items is conditional on HM Government receiving approval from the Development and Planning Commission.

4. CLOCKING-IN MACHINES HM Government of Gibraltar wants to purchase a Clocking-In System with 8 machines to be installed at Lifeguard Posts in the following locations:

1. Catalan Bay, 2. Eastern Beach (North), 3. Eastern Beach (South), 4. Western Beach,

5. Camp Bay, 6. Sandy Bay, 7. Little Bay and 8. Gibraltar Bathing Pavilion

SPECIFICATIONS 1. Primary Identification System

(Must be Featured):

• Biometric Facial Recognition

2. Secondary Identification System (Must include 1 or more features; listed in descending order of preference):

High-Speed Waterproof/Dustproof finger print sensor; and/or Card/Fob Reader

o If the machine offered includes a card/fob reader the offer should include 100x cards/fobs); and/or

Minimum 4 digit employee PIN Number 3. Construction

Wall mountable Robust, weather-proof design Anti-Theft-Tampering

4. Software/Record Management

• Management Software

o Management Software must be able to extrapolate staff information from multiple machines located in the different locations listed above and retrieved via USB stick.

Users – Min 100 • Min – 30,000 Logs

Tender for the Supply of Wooden Storage Units, Concrete Walkways, Thatched Umbrellas & Clocking-In Machines (06_2017) Page of 35 of 40

• Record failed Log-In Attempts Must record Log-in Method (e.g. Facial Recognition, Fingerprint or Card) including failed attempts

5. Connectivity/ Interface

• User friendly interface USB Stick Connectivity

o Must include password or other type of protection to access information; or other means of keeping data secured

o USB port must be accessible without dismantling/ removal of the machine o Physical access to the USB port must be secured/restricted/locked

6. Warranty and Support

• Minimum One Year warranty. One Year Manufacturer Support. Minimum One Year, fixed price, non-warranty service/repair services.

Conditions:

Final price must include all duty, delivery, installation (inclusive of all cost associated to the connection of the machine(s) to existing electrical installation) and manufacturer support costs.

5. BEACH LIFEGUARD CHAIRS HM Government of Gibraltar wants to purchase 6 lifeguard chairs (in four different styles) to be delivered and/or installed at Lifeguard Posts in the following locations:

1. Eastern Beach (North & South), 2. Camp Bay,

3. Sandy Bay, 4. Bathing Pavilion

SPECIFICATIONS 1. Chair #1 - Lifeguard Chair

(Eastern Beach North and South) Quantity x 2 Min Spec: • Wooden Structure • Varnished to protect against the risks identified in EN 335:2013 class 4 • Anti Insect Treatment • Finish/Colour: White or Wood Effect • 150mm – 200mm Height (Seat Height from Ground Level) • Foldable


2. Chair #2 - Lifeguard Chair (Camp Bay) Quantity x 1 Min Spec: • Wooden Structure • Varnished to protect against the risks identified in EN 335:2013 class 4 • Anti Insect Treatment • Finish/Colour: White or Wood Effect • 200mm - 300mm Height (Seat Height from Ground Level) • Bracket for Beach Umbrella • Hook for Rescue Tube

3. Chair #3 - Lifeguard Tower Chair

(Sandy Bay) Quantity x 1 Min Spec: • Wooden Structure • Varnished to protect against the risks identified in EN 335:2013 class 4 • Anti Insect Treatment • Finish/Colour White: or Wood Effect • 300mm – 400mm Height (Seat Height from Ground Level) • Canopy • Hook for Rescue Tube

4. Chair #4 - Lifeguard Tower Chair

(Bathing Pavilion) Quantity x 2 Min Spec: • Wooden Structure • Varnished to protect against the risks identified in EN 335:2013 class 4 • Anti Insect Treatment • Finish/Colour: White or Wood Effect • 300mm – 400mm Height (Seat Height from Ground Level) • Bracket for Beach Umbrella • Hook for Rescue Tube

Conditions

All lifeguard chairs are for the Beaches (outdoors) we are unable to accept stainless steel indoor pool Lifeguard Chairs as alternatives.

Final price must include cost of unit, delivery and in the case of chair #2 and #3 installation; fixed to the

ground. These units are to be delivered to 5 (Easter Beach North and South count as different locations) sites.

6. AMPHIBIOUS CHAIRS HM Government of Gibraltar wants to purchase 2 chairs for people with reduced mobility for use on the beach; augmenting the number already deployed. The chairs must be able to ride on sand and float on water without requiring any transformation or alterations; moving smoothly on any type of surface, sand or pebbles, carrying a person with reduced mobility through the beach, where he or she can have a ride or a swim in calm water.


SPECIFICATIONS

• Must allow up to 130kg • Aluminium frame or equivalent, rust proof. • Must ride from sand to into the water without requiring any transformation or alterations. • No sharp edges or corners. • Designed for persons with reduced mobility.

Details of the existing mobility equipment, for ease of reference only, can be found at: http://tiralo.org/en/

http://tiralo.org/en/


SCHEDULE 8 PRICING

1. WOODEN STORAGE UNITS In respect of the Goods outlined in Section 1 of Schedule 7 the Client will pay the Contractor: £ per Wooden Storage Unit (fully inclusive of import duty and other relevant

charges) 30 days after delivery and installation. £ (for 3 Wooden Storage Units)

Timescales: Time of Delivery from receipt of a firm order: ________________________________days Time of Installation from delivery: ________________________________days [Note: Any other information relevant to the delivery/installation/assembly of these Goods should be clearly detailed in your submission.]

2. CONCRETE WALKWAYS In respect of the Goods outlined in Section 2 of Schedule 7 the Client will pay the Contractor: £ per Concrete Unit (fully inclusive of import duty and other relevant charges) 30

days after delivery of the Goods. £ (for 50 Units/Metres) Timescales: Time of Delivery from receipt of a firm order: ________________________________days [Note: Any other information relevant to the delivery of these Goods should be clearly detailed in your submission.] 3. THATCHED UMBRELLAS In respect of the Goods outlined in Section 3 of Schedule 7 the Client will pay the Contractor: £ per Thatched Umbrella (fully inclusive of import duty and other relevant

charges) 30 days after delivery of the Goods. £ (for 65 Thatched Umbrellas)


Timescales: Time of Delivery from receipt of a firm order: ________________________________days [Note: Any other information relevant to the delivery of these Goods should be clearly detailed in your submission.]

4. CLOCKING-IN MACHINES In respect of the Goods outlined in Section 4 of Schedule 7 the Client will pay the Contractor: £ for 8 Machines and Management Software (fully inclusive of import duty,

delivery, installation (inclusive of all cost associated to the connection of the machine(s) to existing electrical installation) and manufacturer support costs) 30 days after delivery of the Goods.

£ flat rate, paid 30 days in arrears together with any spares required, for any

repair and/or service (not covered by warranty) required to any machine for a period not exceeding one year from the date of installation.

Any spares required in the execution of the repair/service (not covered by warranty) of the machines to be charged on a cost plus

%

Each invoice in respect of the service/repair including spares shall contain all appropriate references, detailed breakdown of the costs (inclusive of spares) and shall be supported by any other documentation required by the Contract Manager to substantiate the invoice. Timescales: Time of Delivery from receipt of a firm order: ________________________________days Time of Installation from delivery: ________________________________days [Note: Any other information relevant to the delivery/installation of these Goods should be clearly detailed in your submission.] 5. LIFEGUARD CHAIRS In respect of the Goods outlined in Section 6 of Schedule 7 the Client will pay the Contractor: £ for 2x Chair # 1 (fully inclusive of import duty and delivery) 30 days after

delivery of the Goods. £ for 1x Chair # 2 (fully inclusive of import duty, delivery and installation) 30 days

after delivery of the Goods. £ for 1x Chair # 3 (fully inclusive of import duty and delivery) 30 days after

delivery of the Goods.


£ for 2x Chair # 4 (fully inclusive of import duty and delivery) 30 days after delivery of the Goods.

Timescales: Time of Delivery from receipt of a firm order: ________________________________days Time of Installation (Chairs 2 and 3) from delivery: ________________________________days [Note: Any other information relevant to the delivery/installation of these Goods should be clearly detailed in your submission.]

6. AMPHIBIOUS CHAIRS In respect of the Goods outlined in Section 5 of Schedule 7 the Client will pay the Contractor: £ for 2x Amphibious Chairs (fully inclusive of import duty and delivery) 30 days

after delivery of the Goods. Timescales: Time of Delivery from receipt of a firm order: ________________________________days [Note: Any other information relevant to the delivery/installation of these Goods should be clearly detailed in your submission.]

TENDER FOR THE SUPPLY OF WOODEN STORAGE ......2017/02/03 · Tender for the Supply of Wooden...

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