c4annexIgc_en.doc

8/19/2019 c4annexIgc_en.doc

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ANNEX I : GENERAL CONDITIONS

FOR SUPPLY CONTRACTS FINANCED BY THE EUROPEANCOMMUNITY

SUMMARY PRELIMINARY PROVISIONS ................................................................................................................................. 2

Article 1 Definitions.......................................................................................................................................................... 2Article 2 Law and language of the contract........................................................................................................................ 2Article 3 Order of precedence of contract documents........................................................................................................ 2Article 4 Communications................................................................................................................................................. 2Article 5 Assignment.................. ............... ............... ............... ............... ............... ................ ............... ........... ..... ..... ..... ... 3Article 6 u!contracting.................................................................................................................................................... 3

OBLIGATIONS OF THE CONTRACTING AUTHORITY ..................................................................................... 4

Article " uppl# of documents.................. ............... ............... ............... ............... ................ ............... ............... .......... ..... 4Article $ Assistance with local regulations............. ............... ............... ................ ............... ............... ........... ..... ..... ..... ..... 4

OBLIGATIONS OF THE CONTRACTOR ............................................................................................................... 5

Article % &eneral O!ligations............................................................................................................................................ 5Article 1' Origin.................................................................................................................................................................. 5Article 11 (erformance guarantee........................................................................................................................................ 6Article 12 )nsurance............................................................................................................................................................. 6Article 13 )mplementation programme................................................................................................................................ 6Article 14 Contractor*s drawings.......................................................................................................................................... "Article 15 ufficienc# of tender prices................................................................................................................................. $Article 16 +a, and customs arrangements............................................................................................................................ $Article 1" (atents and licences............................................................................................................................................. $

COMMENCEMENT OF IMPLEMENTATION AND DELAYS ........................................................................... 10

Article 1$ Commencement order....................................................................................................................................... 1'Article 1% (eriod of implementation.................................................................................................................................. 1'Article 2' -,tension of period of implementation............................................................................................................. 1'Article 21 Dela#s in implementation.................................................................................................................................. 11Article 22 ariations.......................................................................................................................................................... 11Article 23 uspension........................................................................................................................................................ 13

MATERIALS AND WORKMANSHIP ..................................................................................................................... 14

Article 24 /ualit# of supplies............................................................................................................................................ 14Article 25 )nspection and testing........................................................................................................................................ 14

PAYMENTS ............................................................................................................................................................... 15

Article 26 &eneral principles............................................................................................................................................. 15Article 2" (a#ment to third parties..................................................................................................................................... 16Article 2$ Dela#ed pa#ments............................................................................................................................................. 16

ACCEPTANCE AND MAINTENANCE .................................................................................................................. 17

Article 2% Deli0er#............................................................................................................................................................ 1"Article 3' erification operations...................................................................................................................................... 1$Article 31 (ro0isional acceptance...................................................................................................................................... 1$Article 32 arrant# o!ligations......................................................................................................................................... 1%Article 33 After sales ser0ice............................................................................................................................................. 2'Article 34 inal acceptance................................................................................................................................................ 2'

BREACH OF CONTRACT AND TERMINATION ................................................................................................ 21

Article 35 reach of contract............................................................................................................................................. 21Article 36 +ermination !# the Contracting Authorit#......................................................................................................... 21Article 3" +ermination !# the Contractor........................................................................................................................... 22Article 3$ orce ma eure.................................................................................................................................................... 23Article 3% Death................................................................................................................................................................. 23

DISPUTE SETTLEMENT ....................................................................................................................................... 24

Article 4' Amica!le dispute settlement.............................................................................................................................. 24Article 41 Dispute settlement !# litigation......................................................................................................................... 24Article 42 -thics clauses.................................................................................................................................................... 24Article 43 Administrati0e and financial penalties.............................................................................................................. 25Article 44 Chec s and audits !# Communit# !odies.......................................................................................................... 26

2006 (age 1


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PRELIMINARY PROVISIONS

Article 1 Definiti n!1"1 +he headings and titles in these &eneral Conditions shall not !e ta en as part thereof or !e ta en into

consideration in the interpretation of the contract.

1"2 here the conte,t so permits7 words in the singular shall !e deemed to include the plural and 0ice0ersa7 and words in the masculine shall !e deemed to include the feminine and 0ice 0ersa.

1"# ords designating persons or parties shall include firms and companies and an# organisation ha0inglegal capacit#.

Article 2 L$% $n& l$n'($'e f t)e c ntr$ct

2"1 +he pecial Conditions shall specif# the law go0erning all matters not co0ered !# the contract.

2"2 +he contract and all written communications !etween the parties will !e drafted in the language ofthe procedure.

Article # Or&er f *rece&ence f c ntr$ct & c(+ent!#"1 a0e where otherwise pro0ided in the special conditions7 the contract is made up of the following

documents7 in order of precedence8

a9 the contract agreement:

!9 the pecial Conditions:

c9 the &eneral Conditions ;Anne, )9:

d9 the +echnical pecifications ;Anne, ))9 including clarifications !efore the deadline for su!mission of tenders and minutes from the information meeting


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,"2 )f the person sending a communication re?uires ac nowledgement of receipt7 he shall indicate this inhis communication. hene0er there is a deadline for the receipt of a written communication7 thesender should as for an ac nowledgement of receipt of his communication. )n an# e0ent7 the sender shall ta e all necessar# measures to ensure receipt of his communication.

,"# here0er the contract pro0ides for the gi0ing or issue of an# notice7 consent7 appro0al7 certificate or decision7 unless otherwise specified such notice7 consent7 appro0al7 certificate or decision shall !e in

writing and the words @notif#@7 @certif#@7 @appro0e@ or @decide@ shall !e construed accordingl#. An#such consent7 appro0al7 certificate or decision shall not unreasona!l# !e withheld or dela#ed.

Article - A!!i'n+ent-"1 An assignment shall !e 0alid onl# if it is a written agreement !# which the Contractor transfers his

contract or part thereof to a third part#.

-"2 +he Contractor ma# not7 without the prior written consent of the Contracting Authorit#7 assign thecontract or an# part thereof7 or an# !enefit or interest thereunder7 e,cept in the following cases8

a9 a charge7 in fa0our of the Contractor*s !an ers7 of an# monies due or to !ecome due under the

contract: or !9 the assignment to the Contractor*s insurers of the Contractor*s right to o!tain relief against an#

other person lia!le in cases where the insurers ha0e discharged the Contractor*s loss or lia!ilit#.

-"# or the purpose of Article 5.27 the appro0al of an assignment !# the Contracting Authorit# shall notrelie0e the Contractor of his o!ligations for the part of the contract alread# performed or the part notassigned.

-", )f the Contractor has assigned his contract without authorisation7 the Contracting Authorit# ma#7without gi0ing formal notice thereof7 appl# as of right the sanctions for !reach of contract pro0idedfor in Article 35.

-"- Assignees must satisf# the eligi!ilit# criteria applica!le for the award of the contract.

Article 6 S(.c ntr$ctin'6"1 A su!contract shall !e 0alid onl# if it is a written agreement !# which the Contractor entrusts

implementation of a part of his contract to a third part#.

6"2 +he Contractor shall not su!contract without the prior written authorisation of the ContractingAuthorit#. +he elements of the contract to !e su!contracted and the identit# of the su!contractorsshall !e notified to the Contracting Authorit#. +he Contracting Authorit# shall notif# the Contractor of its decision within 3' da#s of recei0ing the notification7 stating its reasons if authorisation is

withheld.6"# u!contractors must satisf# the eligi!ilit# criteria applica!le for the award of the contract.

6", +he Contracting Authorit# recognises no contractual lin !etween itself and the su!contractors.

6"- +he Contractor shall !e responsi!le for the acts7 defaults and negligence of his su!contractors andtheir agents or emplo#ees7 as if the# were the acts7 defaults or negligence of the Contractor7 hisagents or emplo#ees. +he appro0al !# the Contracting Authorit# of the su!contracting of an# part of the contract or of the su!contractor shall not relie0e the Contractor of an# of his o!ligations under the contract.

2006 (age 3


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6"6 )f a su!contractor has underta en an# continuing o!ligation e,tending for a period e,ceeding that of the warrant# period under the contract towards the Contractor in respect of the supplies pro0ided !#the su!contractor7 the Contractor must7 at an# time after the e,piration of the warrant# period7transfer immediatel# to the Contracting Authorit#7 at the Contracting Authorit#*s re?uest and cost7 the

!enefit of such o!ligation for the une,pired duration thereof.

6"/ )f the Contractor enters into a su!contract without appro0al7 the Contracting Authorit# ma#7 withoutgi0ing formal notice thereof7 appl# as of right the sanctions for !reach of contract pro0ided for inArticle 35.

OBLIGATIONS OF THE CONTRACTING AUTHORITY

Article / S(**l f & c(+ent!/"1 )f necessar#7 within 3' da#s of the signing of the contract7 the (ro ect =anager shall7 where

necessar#7 pro0ide the Contractor7 free of charge7 with a cop# of the drawings prepared for theimplementation of the contract and a cop# of the specifications and other contract documents. +heContractor ma# purchase additional copies of these drawings7 specifications and other documents7 inso far as the# are a0aila!le. >pon the issue of the warrant# certificate7 or upon final acceptance7 theContractor shall return to the (ro ect =anager all drawings7 specifications and other contractdocuments.

/"2 >nless it is necessar# for the purposes of the contract7 the drawings7 specifications and other documents pro0ided !# the (ro ect =anager shall not !e used or communicated to a third part# !#the Contractor without the prior consent of the (ro ect =anager.

/"# +he (ro ect =anager shall ha0e authorit# to issue to the Contractor administrati0e ordersincorporating such supplementar# documents and instructions as are necessar# for the proper e,ecution of the contract and the remed#ing of an# defects therein.

/", +he special conditions must indicate the procedure used7 if necessar#7 !# the Contracting Authorit#and the (ro ect =anager to appro0e drawings and other documents pro0ided !# the Contractor.

Article A!!i!t$nce %it) l c$l re'(l$ti n!"1 +he Contractor ma# re?uest the assistance of the Contracting Authorit# in o!taining copies of laws7

regulations and information on local customs7 orders or !#e laws of the countr# where the suppliesare to !e deli0ered which ma# affect the Contractor in the performance of his o!ligations under thecontract. +he Contracting Authorit# ma# pro0ide the assistance re?uested to the Contractor at theContractor*s cost.

"2 )f necessar#7 the Contractor shall dul# notif# the Contracting Authorit# of details of the supplies sothat the Contracting Authorit# can o!tain the re?uisite permits or import licences.

"# )f necessar#7 the Contracting Authorit# will underta e to o!tain7 in accordance with the pecialConditions7 the re?uisite permits or import licences within a reasona!le period7 ta ing account of theimplementation dates for the contract.

", u! ect to the pro0isions of the laws and regulations on foreign la!our of the states in which thesupplies are to !e deli0ered7 the Contracting Authorit# shall ma e e0er# effort to help the Contractor o!tain all the 0isas and permits re?uired for the personnel whose ser0ices the Contractor and theContracting Authorit# consider necessar# and residence permits for their families.

2006 (age 4


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Article 11 Perf r+$nce '($r$ntee11"1 +he Contractor shall7 together with the return of the countersigned contract7 furnish the Contracting

Authorit# with a guarantee for the full and proper e,ecution of the contract. +he amount of theguarantee shall !e specified in the pecial Conditions. )t shall not e,ceed 1'B of the amount of thecontract price7 including an# amounts stipulated in addenda to the contract.

11"2 +he performance guarantee shall !e held against pa#ment to the Contracting Authorit# for an# lossresulting from the Contractor*s failure to perform his contractual o!ligations full# and properl#.

11"# +he performance guarantee shall !e in the format gi0en in Anne, and ma# !e pro0ided in the formof a !an guarantee7 a !an er*s draft7 a certified che?ue7 a !ond pro0ided !# an insurance and


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Article 1# I+*le+ent$ti n *r 'r$++e1#"1 )f the pecial Conditions so re?uire7 the Contractor shall su!mit a programme of implementation of

the contract for the appro0al of the (ro ect =anager. +he programme shall contain at least thefollowing8

a9 the order in which the Contractor proposes to perform the contract including design7manufacture7 deli0er# to place of receipt7 installation7 testing and commissioning:

!9 the deadlines for su!mission and appro0al of the drawings:

c9 a general description of the methods which the Contractor proposes to adopt for e,ecutingthe contract: and

d9 such further details and information as the (ro ect =anager ma# reasona!l# re?uire.

1#"2 +he pecial Conditions shall specif# the time limit within which the programme of implementationmust !e su!mitted to the (ro ect =anager for appro0al. +he# ma# set time limits within which theContractor must su!mit all or part of the detailed drawings7 documents and items. +he# shall also state

the deadline for the (ro ect =anager*s appro0al or acceptance of the programme of implementation7detailed drawings7 documents and items. +he appro0al of the programme !# the (ro ect =anager shallnot relie0e the Contractor of an# of his o!ligations under the contract.

1#"# o material alteration to the programme shall !e made without the appro0al of the (ro ect =anager. )f7howe0er7 the progress of the implementation of the contract does not conform to the programme7 the(ro ect =anager ma# instruct the Contractor to re0ise the programme and su!mit the re0ised

programme to him for appro0al.

Article 1, C ntr$ct r4! &r$%in'!1,"1 )f the pecial Conditions so pro0ide7 the Contractor shall su!mit to the (ro ect =anager for appro0al8

a9 the drawings7 documents7 samples and


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1,"/ efore pro0isional acceptance of the supplies7 the Contractor shall suppl# operation and maintenancemanuals together with drawings7 which shall !e in such detail as will ena!le the (ro ect =anager tooperate7 maintain7 ad ust and repair all parts of the supplies. >nless otherwise stated in the pecialConditions7 the manuals and drawings shall !e in the language of the contract and in such forms andnum!ers as stated in the contract. +he supplies shall not !e considered completed for the purpose of

pro0isional acceptance until such manuals and drawings ha0e !een supplied to the ContractingAuthorit#.

Article 1- S(fficienc f ten&er *rice!1-"1 u! ect to an# pro0isions which ma# !e laid down in the pecial Conditions7 the Contractor shall !e

deemed to ha0e satisfied himself !efore su!mitting his tender as to the correctness and sufficienc# of the tender and to ha0e ta en account of all that is re?uired for the full and proper e,ecution of thecontract and to ha0e included in his rates and prices all costs related to the supplies7 in particular8

a9 the costs of transport:

!9 the costs of handling7 pac ing7 loading7 unloading7 transit7 deli0er#7 unpac ing7 chec ing7insurance and other administrati0e costs in connection with the supplies. +he pac agingshall !e the propert# of the Contracting Authorit# unless otherwise pro0ided in the pecialConditions:

c9 the cost of documents relating to the supplies where such documents are re?uired !# theContracting Authorit#:

d9 e,ecution and super0ision of on site assem!l# and


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Article 1/ P$tent! $n& licence!a0e where otherwise pro0ided in the pecial Conditions7 the Contractor shall indemnif# the

Contracting Authorit# and the (ro ect =anager against an# claim resulting from the use as specified inthe contract of patents7 licences7 drawings7 models7 or !rand or trade mar s7 unless such infringementresults from compliance with the design or specification pro0ided !# the Contracting Authorit# and


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COMMENCEMENT OF IMPLEMENTATION AND DELAYS

Article 1 C ++ence+ent r&er1 "1 +he Contracting Authorit# shall fi, the date on which implementation of the contract is to commence

and ad0ise the Contractor thereof either in the notice of award of the contract or !# administrati0eorder issued !# the (ro ect =anager.

1 "2 a0e where the (arties agree otherwise7 implementation of the contract shall !egin no later than %'da#s after notification of award of contract. After that date the Contractor shall !e entitled not toimplement the contract and to o!tain its termination or compensation for the damage he has suffered.+he Contractor shall forfeit this right unless he e,ercises it within 3' da#s of the e,pir# of the %' da#

period.

Article 1 Peri & f i+*le+ent$ti n1 "1 +he period of implementation of tas s shall commence on the date fi,ed in accordance with Article

1$ and shall !e as stated in the contract7 without pre udice to e,tensions of the period which ma# !egranted under Article 2'.

1 "2 )f pro0ision is made for separate periods of implementation for separate lots7 such periods shall not !e aggregated in cases where one Contractor is allocated more than one lot.

Article 20 E5ten!i n f *eri & f i+*le+ent$ti n20"1 +he Contractor ma# re?uest an e,tension to the period of implementation if his implementation of

the contract is dela#ed7 or e,pected to !e dela#ed7 for an# of the following reasons8a9 e,tra or additional supplies ordered !# the Contracting Authorit#:

!9 e,ceptional weather conditions in the countr# of the Contracting Authorit# which ma#affect installation or erection of the supplies:

c9 ph#sical o!structions or conditions which ma# affect deli0er# of the supplies7 which couldnot reasona!l# ha0e !een foreseen !# a competent contractor:

d9 administrati0e orders affecting the date of completion other than those arising from theContractor*s default:

e9 failure of the Contracting Authorit# to fulfil its o!ligations under the contract:

f9 an# suspension of the deli0er# and


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20"# ithin 3' da#s the (ro ect =anager shall7 !# written notice to the Contractor after due consultationwith the Contracting Authorit# and7 where appropriate7 the Contractor7 grant such e,tension of the

period of implementation as ma# !e ustified7 either prospecti0el# or retrospecti0el#7 or inform theContractor that he is not entitled to an e,tension.

Article 21 Del$ ! in i+*le+ent$ti n21"1 )f the Contractor fails under his own responsi!ilit# to deli0er an# or all of the goods or perform the

ser0ices within the time limit;s9 specified in the contract7 the Contracting Authorit# shall7 withoutformal notice and without pre udice to its other remedies under the contract7 !e entitled7 for e0er#da# which shall elapse !etween the e,pir# of the implementation period and the actual date of completion7 to li?uidated damages e?ual to 5


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c8 an administrati0e order for a 0ariation shall not !e re?uired when increasing or decreasingthe ?uantit# of an# wor !ecause the estimates in the !udget !rea down were too high or toolow.

22", a0e where Article 22.2 pro0ides otherwise7 prior to issuing an administrati0e order for a 0ariation7the (ro ect =anager shall notif# the Contractor of the nature and form of that 0ariation. As soon as

possi!le7 after recei0ing such notice7 the Contractor shall su!mit to the (ro ect =anager a proposalcontaining8

a description of the tas s7 if an#7 to !e performed or the measures to !e ta en and animplementation programme:

an# necessar# modifications to the implementation programme or to an# of the Contractor*so!ligations under the contract:

an# ad ustment to the contract price in accordance with the rules set out in Article 22.

22"- ollowing the receipt of the Contractor*s su!mission referred to in Article 22.47 the (ro ect =anager shall7 after due consultation with the Contracting Authorit# and7 where appropriate7 the Contractor7decide as soon as possi!le whether or not the 0ariation should !e carried out. )f the (ro ect =anager decides that the 0ariation is to !e carried out7 he shall issue an administrati0e order stating that the0ariation is to !e made at the prices and under the conditions gi0en in the Contractor*s su!missionreferred to in Article 22.4 or as modified !# the (ro ect =anager in accordance with Article 22.6.

22"6 +he prices for all 0ariations ordered !# the (ro ect =anager in accordance with Articles 22.3 and22.5 shall !e ascertained !# the (ro ect =anager in accordance with the following principles8

where the tas is of similar character and implemented under similar conditions to an item priced in the !udget !rea down7 it shall !e 0alued at such rates and prices contained therein:

where the tas is not of similar character or is not implemented under similar conditions7 therates and prices in the contract shall !e used as the !asis for 0aluation in so far as isreasona!le7 failing which a fair 0aluation shall !e made !# the (ro ect =anager:

if the nature or amount of an# 0ariation relati0e to the nature or amount of the whole of thecontract or to an# part thereof is such that7 in the opinion of the (ro ect =anager7 an# rate or

price contained in the contract for an# item of wor is !# reason of such 0ariation renderedunreasona!le7 then the (ro ect =anager shall fi, such rate or price as he thin s reasona!leand proper in the circumstances:

where a 0ariation is necessitated !# a default or !reach of contract !# the Contractor7 an#additional cost attri!uta!le to such 0ariation shall !e !orne !# the Contractor.

22"/ On receipt of the administrati0e order re?uesting the 0ariation7 the Contractor shall proceed to carr#out the 0ariation and !e !ound !# that order in so doing as if such 0ariation were stated in thecontract. +he supplies shall not !e dela#ed pending the granting of an# e,tension of implementation

period or ad ustment to the contract price. here the order for a 0ariation precedes the ad ustment tothe contract price7 the Contractor shall eep records of the costs of underta ing the 0ariation and of the time e,pended thereon. uch records shall !e open to inspection !# the (ro ect =anager at allreasona!le times.

22" Contractual 0ariations not co0ered !# an administrati0e order must !e formalised through anaddendum to the contract signed !# all parties. Changes of address or !an account ma# simpl# !e

notified in writing !# the Contractor to the Contracting Authorit#. An# contractual 0ariations mustrespect the general principles defined in the (ractical guide to contract procedures for -C e,ternalactions.

2006 (age 12


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Article 2# S(!*en!i n2#"1 +he (ro ect =anager ma#7 !# administrati0e order7 at an# time7 instruct the Contractor to suspend8

$8 the manufacture of the supplies: or

.8 the deli0er# of supplies to the place of acceptance at the time specified for deli0er# in theimplementation programme or7 if no time specified7 at the time appropriate for it to !edeli0ered: or

c8 the installation of the supplies which ha0e !een deli0ered to the place of acceptance.

2#"2 +he Contractor shall7 during suspension7 protect and secure the supplies affected at the Contractor*swarehouse or elsewhere7 against an# deterioration7 loss or damage to the e,tent possi!le and asinstructed !# the (ro ect =anager7 e0en if supplies ha0e !een deli0ered to the place of acceptance inaccordance with the contract !ut their installation has !een suspended !# the (ro ect =anager.

2#"# Additional e,penses incurred in connection with such protecti0e measure shall !e added to thecontract price. +he Contractor shall not !e paid an# additional e,penses if the suspension is8

$8 dealt with differentl# in the contract: or .8 necessar# !# reason of normal climatic conditions at the place of acceptance: or

c8 necessar# owing to some default of the Contractor: or

&8 necessar# for the safet# or the proper e,ecution of the contract or an# part thereof insofar assuch necessit# does not arise from an# act or default !# the (ro ect =anager or theContracting Authorit#.

2#", +he Contractor shall not !e entitled to such additions to the contract price unless he notifies the(ro ect =anager7 within 3' da#s of recei0ing the order to suspend progress of deli0er#7 of his

intention to ma e a claim for them.2#"- +he (ro ect =anager7 after consultation with the Contracting Authorit# and the Contractor7 shall

determine such e,tra pa#ment and


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MATERIALS AND WORKMANSHIP

Article 2, 9($lit f !(**lie!2,"1 +he supplies must in all respects satisf# the technical specifications laid down in the contract and

conform in all respects to the drawings7 sur0e#s7 models7 samples7 patterns and other re?uirements inthe contract7 which must !e held at the disposal of the Contracting Authorit# or the (ro ect =anager for the purposes of identification throughout the period of e,ecution.

2,"2 An# preliminar# technical acceptance stipulated in the pecial Conditions should !e the su! ect of are?uest sent !# the Contractor to the (ro ect =anager. +he re?uest shall specif# the materials7 itemsand samples su!mitted for such acceptance according to the contract and indicate the lot num!er andthe place where acceptance is to ta e place7 as appropriate. +he materials7 items and samplesspecified in the re?uest must !e certified !# the (ro ect =anager as meeting the re?uirements for such acceptance prior to their incorporation in the supplies.

2,"# -0en if materials or items to !e incorporated in the supplies or in the manufacture of components to !e supplied ha0e !een technicall# accepted in this wa#7 the# ma# still !e re ected if a further e,amination re0eals defects or faults7 in which case the# must immediatel# !e replaced !# theContractor. +he Contractor ma# !e gi0en the opportunit# to repair and ma e good materials anditems which ha0e !een re ected7 !ut such materials and items will !e accepted for incorporation inthe supplies onl# if the# ha0e !een repaired and made good to the satisfaction of the (ro ect=anager.

Article 2- In!*ecti n $n& te!tin'2-"1 +he Contractor shall ensure that the supplies are deli0ered to the place of acceptance in time to allow

the (ro ect =anager to proceed with acceptance of the supplies. +he Contractor is deemed to ha0efull# appreciated the difficulties which he might encounter in this respect7 and he shall not !e

permitted to ad0ance an# grounds for dela#.

2-"2 +he (ro ect =anager shall !e entitled7 from time to time7 to inspect7 e,amine7 measure and test thecomponents7 materials and wor manship7 and chec the progress of preparation7 fa!rication or manufacture of an#thing !eing prepared7 fa!ricated or manufactured for deli0er# under the contract7in order to esta!lish whether the components7 materials and wor manship are of the re?uisite ?ualit#and ?uantit#. +his shall ta e place at the place of manufacture7 fa!rication7 preparation or at the placeof acceptance or at such other places as ma# !e specified in the pecial Conditions.

2-"# or the purposes of such tests and inspections7 the Contractor shall8

$8 pro0ide the (ro ect =anager7 temporaril# and free of charge7 with such assistance7 testsamples or parts7 machines7 e?uipment7 tools7 la!our7 materials7 drawings and productiondata as are normall# re?uired for inspection and testing:

.8 agree7 with the (ro ect =anager7 the time and place for tests:

c8 gi0e the (ro ect =anager access at all reasona!le times to the place where the tests are to !ecarried out.

2-", )f the (ro ect =anager is not present on the date agreed for tests7 the Contractor ma#7 unlessotherwise instructed !# the (ro ect =anager7 proceed with the tests7 which shall !e deemed to ha0e

!een made in the (ro ect =anager*s presence. +he Contractor shall immediatel# send dul# certifiedcopies of the test results to the (ro ect =anager7 who shall7 if he has not attended the test7 !e !ound

!# the test results.

2-"- hen components and materials ha0e passed the a!o0e mentioned tests7 the (ro ect =anager shallnotif# the Contractor or endorse the Contractor*s certificate to that effect.

2006 (age 14


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2-"6 )f the (ro ect =anager and the Contractor disagree on the test results7 each shall state his 0iews tothe other within 15 da#s of such disagreement. +he (ro ect =anager or the Contractor ma# re?uiresuch tests to !e repeated on the same terms and conditions or7 if either (art# so re?uests7 !# an e,pertselected !# common consent. All test reports shall !e su!mitted to the (ro ect =anager7 who shallcommunicate the results of these tests without dela# to the Contractor. +he results of retesting shall

!e conclusi0e. +he cost of retesting shall !e !orne !# the (art# whose 0iews are pro0ed wrong !# theretesting.

2-"/ )n the performance of their duties7 the (ro ect =anager and an# person authorised !# him shall notdisclose to unauthorised persons information concerning the underta ing*s methods of manufactureand operation o!tained through inspection and testing.

PAYMENTS

Article 26 3ener$l *rinci*le!

26"1 (a#ments shall !e made in euro or national currenc#. +he pecial Conditions shall la# down the

administrati0e or technical conditions go0erning pa#ments of pre financing7 interim and


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26"6 here onl# part of the supplies ha0e !een deli0ered7 the 4'B pa#ment due following partial pro0isional acceptance shall !e calculated on the 0alue of the supplies which ha0e actuall# !eenaccepted and the securit# shall !e released accordingl#.

26"/ or supplies not co0ered !# a warrant# period7 the pa#ments listed a!o0e shall !e aggregated. +heconditions to which the pa#ments of pre financing7 interim andnless otherwise stipulated in the pecial Conditions7 contracts shall !e at fi,ed prices7 which shallnot !e re0ised.

26"10 +he Contractor underta es to repa# an# amounts paid in e,cess of the final amount due to theContracting Authorit# within 45 da#s of recei0ing a re?uest to do so. hould the Contractor fail toma e repa#ment within the deadline set !# the Contracting Authorit#7 the Contracting Authorit# ma#;unless the Contractor is a go0ernment department or pu!lic !od# of a =em!er tate of the

Communit#9 increase the amounts due !# adding interest8

at the rediscount rate applied !# the central !an of the countr# of the Contracting Authorit# if pa#ments are in the currenc# of that countr#:

at the rate applied !# the -uropean Central an to its main refinancing transactions in euro where pa#ments are in euro7

on the first da# of the month in which the time limit e,pired7 plus three and a half percentage points.+he default interest shall !e incurred o0er the time which elapses !etween the date of the pa#mentdeadline set !# the Contracting Authorit# ;e,clusi0e97 and the date on which pa#ment is actuall#made ;inclusi0e9. An# partial pa#ments shall first co0er the interest thus esta!lished.

Amounts to !e repaid to the Contracting Authorit# ma# !e offset against amounts of an# ind due tothe Contractor. +his shall not affect the (arties* right to agree on pa#ment in instalments. an charges incurred !# the repa#ment of amounts due to the Contracting Authorit# shall !e !orneentirel# !# the Contractor. here necessar# the -uropean Communit# ma# as a donor su!rogateitself to the Contracting Authorit#.

Article 2/ P$ +ent t t)ir& *$rtie!2/"1 Orders for pa#ments to third parties ma# !e carried out onl# after an assignment made in accordance

with Article 5. +he Contracting Authorit# shall !e notified of the assignment.

2/"2 otification of !eneficiaries of the assignment shall !e the sole responsi!ilit# of the Contractor.

2/"# )n the e0ent of a legall# !inding attachment of the propert# of the Contractor affecting pa#ments dueto him under the contract7 and without pre udice to the time limit laid down in the pecialConditions7 the Contracting Authorit# shall ha0e 3' da#s7 starting from the da# on which it recei0esnotification of the definiti0e lifting of the o!stacle to pa#ment7 to resume pa#ments to the Contractor.

2006 (age 16


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Article 2 Del$ e& *$ +ent!2 "1 +he Contracting Authorit# shall pa# the Contractor sums due within 45 da#s of the date on which an

admissi!le pa#ment is registered7 in accordance with Article 43 of these &eneral Conditions. +his period shall !egin to run from the appro0al of these documents !# the competent department referredto in Article 43 of the pecial Conditions. +hese documents shall !e appro0ed either e,pressl# or tacitl#7 in the a!sence of an# written reaction in the 45 da#s following their receipt accompanied !#

the re?uisite documents.

2 "2 Once the deadline laid down in Article 2$.1 has e,pired7 the Contractor ma#7 within two months of late pa#ment7 claim late pa#ment interest8

at the rediscount rate applied !# the issuing institution of the countr# of the Contracting Authorit#where pa#ments are in national currenc#:

at the rate applied !# the -uropean Central an to its main refinancing transactions in euro7 as pu!lished in the Official Fournal of the -uropean >nion7 where pa#ments are in euro7

on the first da# of the month in which the deadline e,pired7 plus se0en percentage points. +he late pa#ment interest shall appl# to the time which elapses !etween the date of the pa#ment deadline;e,clusi0e9 and the date on which the Contracting Authorit#*s account is de!ited ;inclusi0e9.

2 "# An# default in pa#ment of more than %' da#s from the e,pir# of the period laid down in Article 2$.1shall entitle the Contractor either not to perform the contract or to terminate it7 with 3' da#s* prior notice to the Contracting Authorit# and the (ro ect =anager.

ACCEPTANCE AND MAINTENANCE

Article 2 Deli:er2 "1 +he Contractor shall deli0er the supplies in accordance with the conditions of the contract. +he

supplies shall !e at the ris of the Contractor until their pro0isional acceptance.

2 "2 +he Contractor shall pro0ide such pac aging of supplies as is re?uired to pre0ent their damage or deterioration in transit to their destination as indicated in the contract. +he pac aging shall !esufficient to withstand7 without limitation7 rough handling7 e,posure to e,treme temperatures7 saltand precipitation during transit and open storage. (ac age si e and weight shall ta e intoconsideration7 where appropriate7 the remoteness of the final destination of the supplies7 and the

possi!le a!sence of hea0# handling facilities at all points in transit.

2 "# +he pac aging7 mar ing and documentation inside and outside the pac ages shall compl# with suchre?uirements as shall !e e,pressl# pro0ided for in the pecial Conditions7 su! ect to an# 0ariationssu!se?uentl# ordered !# the (ro ect =anager.

2 ", o supplies shall !e shipped or deli0ered to the place of acceptance until the Contractor has recei0eda deli0er# order from the (ro ect =anager. +he Contractor shall !e responsi!le for the deli0er# at the

place of acceptance of all supplies and supplier*s e?uipment re?uired for the purpose of the contract.)f the (ro ect =anager fails either to issue the certificate of pro0isional acceptance or to re ect theContractor*s application within the period of 3' da#s7 he shall !e deemed to ha0e issued thecertificate on the last da# of that period.

2 "- -ach deli0er# must !e accompanied !# a statement drawn up !# the Contractor. +his statement shall !e as specified in the pecial Conditions.

2 "6 -ach pac age shall !e clearl# mar ed in accordance with the pecial Conditions.

2006 (age 1"


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2 "/ Deli0er# shall !e deemed to ha0e !een made when there is written e0idence a0aila!le to !oth (artiesthat deli0er# of the supplies has ta en place in accordance with the terms of the contract7 and thein0oice;s9 and all such other documentation specified in the pecial Conditions7 ha0e !een su!mittedto the Contracting Authorit#. here the supplies are deli0ered to an esta!lishment of the ContractingAuthorit#7 the latter shall !ear the responsi!ilit# of !ailee7 in accordance with the re?uirements of thelaw applica!le to the contract7 during the time which elapses !etween deli0er# for storage andacceptance.

Article #0 7erific$ti n *er$ti n!#0"1 +he supplies shall not !e accepted until the prescri!ed 0erifications and tests ha0e !een carried out at

the e,pense of the Contractor. +he inspections and tests ma# !e conducted !efore shipment7 at the point of deli0er# and


19/27

#1"2 +he Contractor ma# appl#7 !# notice to the (ro ect =anager7 for a certificate of pro0isionalacceptance when supplies are read# for pro0isional acceptance. +he (ro ect =anager shall within 3'da#s of receipt of the Contractor*s application either8

issue the certificate of pro0isional acceptance to the Contractor with a cop# to theContracting Authorit# stating7 where appropriate7 his reser0ations7 and7 inter alia7 the date onwhich7 in his opinion7 the supplies were completed in accordance with the contract and read#for pro0isional acceptance: or

re ect the application7 gi0ing his reasons and specif#ing the action which7 in his opinion7 isre?uired of the Contractor for the certificate to !e issued.

#1"# hould e,ceptional circumstances ma e it impossi!le to proceed with the acceptance of the suppliesduring the period fi,ed for pro0isional or final acceptance7 a statement certif#ing such impossi!ilit#shall !e drawn up !# the (ro ect =anager after consultation7 where possi!le7 with the Contractor.+he certificate of acceptance or re ection shall !e drawn up within 3' da#s following the date onwhich such impossi!ilit# ceases to e,ist. +he Contractor shall not in0o e these circumstances inorder to a0oid the o!ligation of presenting the supplies in a state suita!le for acceptance.

#1", )f the (ro ect =anager fails either to issue the certificate of pro0isional acceptance or to re ect thesupplies within the period of 3' da#s7 he shall !e deemed to ha0e issued the certificate on the lastda# of that period7 e,cept where the certificate of pro0isional acceptance is deemed to constitute acertificate of final acceptance. )n this case7 Article 34.2 !elow does not appl#. )f the supplies aredi0ided !# the contract into lots7 the Contractor shall !e entitled to appl# for a separate certificate for each lot.

#1"- )n case of partial deli0er#7 the Contracting Authorit# reser0es the right to gi0e partial pro0isionalacceptance.

#1"6 >pon pro0isional acceptance of the supplies7 the Contractor shall dismantle and remo0e temporar#structures and materials no longer re?uired for use in connection with the implementation of thecontract. e shall also remo0e an# litter or o!struction and redress an# change in the condition of the

place of acceptance as re?uired !# the contract.

Article #2 ;$rr$nt .li'$ti n!#2"1 +he Contractor shall warrant that the supplies are new7 unused7 of the most recent models and

incorporate all recent impro0ements in design and materials7 unless otherwise pro0ided in thecontract. +he Contractor shall further warrant that all supplies shall ha0e no defect arising fromdesign7 materials or wor manship7 e,cept insofar as the design or materials are re?uired !# thespecifications7 or from an# act or omission7 that ma# de0elop under use of the supplies in theconditions o!taining in the countr# of the Contracting Authorit#. +his warrant# shall remain 0alid asspecified in the pecial Conditions.

#2"2 +he Contractor shall !e responsi!le for ma ing good an# defect in7 or damage to7 an# part of thesupplies which ma# appear or occur during the warrant# period and which8

$8 results from the use of defecti0e materials7 fault# wor manship or design of the Contractor:or

.8 results from an# act or omission of the Contractor during the warrant# period: or

c8 appears in the course of an inspection made !#7 or on !ehalf of7 the Contracting Authorit#.

2006 (age 1%


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#2"# +he Contractor shall at his own cost ma e good the defect or damage as soon as practica!le. +hewarrant# period for all items replaced or repaired shall recommence from the date on which thereplacement or repair was made to the satisfaction of the (ro ect =anager. )f the contract pro0idesfor partial acceptance7 the warrant# period shall !e e,tended onl# for the part of the supplies affected

!# the replacement or repair.

#2", )f an# such defect appears or such damage occurs during the warrant# period7 the ContractingAuthorit# or the (ro ect =anager shall notif# the Contractor. )f the Contractor fails to remed# adefect or damage within the time limit stipulated in the notification7 the Contracting Authorit# ma#8

$8 remed# the defect or the damage itself7 or emplo# someone else to carr# out the wor at theContractor*s ris and cost7 in which case the costs incurred !# the Contracting Authorit#shall !e deducted from monies due to or guarantees held against the Contractor or from !oth:or

.8 terminate the contract.

#2"- )n emergencies7 where the Contractor cannot !e reached immediatel# or7 ha0ing !een reached7 isuna!le to ta e the measures re?uired7 the Contracting Authorit# or the (ro ect =anager ma# ha0e thewor carried out at the e,pense of the Contractor. +he Contracting Authorit# or the (ro ect =anager shall as soon as practica!le inform the Contractor of the action ta en.

#2"6 +he warrant# o!ligations shall !e stipulated in the pecial Conditions and technical specifications. )f the duration of the warrant# period is not specified7 it shall !e 365 da#s. +he warrant# period shallcommence on the date of pro0isional acceptance and ma# recommence in accordance with Article32.3.

Article ## After !$le! !er:iceAn after sales ser0ice7 if re?uired !# the contract7 shall !e pro0ided in accordance with the detailsstipulated in the pecial Conditions. +he Contractor shall underta e to carr# out or ha0e carried outthe maintenance and repair of supplies and to pro0ide a rapid suppl# of spare parts. +he pecialConditions ma# specif# that the Contractor must pro0ide an# or all of the following materials7notifications and documents pertaining to spare parts manufactured or distri!uted !# the Contractor8

a9 such spare parts as the Contracting Authorit# ma# choose to purchase from the Contractor7 it !eingunderstood that this choice shall not release the Contractor from an# warrant# o!ligations under thecontract:

!9 in the e0ent of termination of production of the spare parts7 ad0ance notification to theContracting Authorit# to allow it to procure the parts re?uired and7 following such termination7

pro0ision at no cost to the Contracting Authorit# of the !lueprints7 drawings and specifications of thespare parts7 if and when re?uested.

Article #, Fin$l $cce*t$nce#,"1 >pon e,pir# of the warrant# period or7 where there is more than one such period7 upon e,pir# of the

latest period7 and when all defects or damage ha0e !een rectified7 the (ro ect =anager shall issue theContractor a final acceptance certificate7 with a cop# to the Contracting Authorit#7 stating the date onwhich the Contractor completed his o!ligations under the contract to the (ro ect =anager*ssatisfaction. +he final acceptance certificate shall !e issued !# the (ro ect =anager within 3' da#s of the e,pir# of the warrant# period or as soon as an# repairs ordered under Article 32 ha0e !eencompleted to the satisfaction of the (ro ect =anager.

#,"2 +he contract shall not !e considered to ha0e !een performed in full until the final acceptance

certificate has !een signed or is deemed to ha0e !een signed !# the (ro ect =anager.

#,"# otwithstanding the issue of the final acceptance certificate7 the Contractor and the Contracting

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Authorit# shall remain lia!le for the fulfilment of an# o!ligation incurred under the contract prior tothe issue of the final acceptance certificate which remains unperformed at the time that finalacceptance certificate is issued. +he nature and e,tent of an# such o!ligation shall !e determined !#reference to the pro0isions of the contract.

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BREACH OF CONTRACT AND TERMINATION

Article #- Bre$c) f c ntr$ct

#-"1 A (art# shall !e in a !reach of contract if it fails to discharge an# of its o!ligations under thecontract.

#-"2 here a !reach of contract occurs7 the in ured (art# shall !e entitled to the following remedies8

$8 damages: and


23/27

i9 the Contractor7 following another procurement procedure or grant award procedure financed !# the Communit# !udget7 has !een declared to !e in serious !reach of contract for failure to perform its contractual o!ligations:

9 an# organisational modification occurs in0ol0ing a change in the legal personalit#7 nature or control of the Contractor7 unless such modification is recorded in an addendum to thecontract:

9 an# other legal disa!ilit# hindering e,ecution of the contract occurs:

l9 the Contractor fails to pro0ide the re?uired guarantee or insurance7 or if the person pro0idingthe earlier guarantee or insurance re?uired under the present contract is not a!le to a!ide !#his commitments.

#6"2 +ermination shall !e without pre udice to an# other rights or powers of the Contracting Authorit# andthe Contractor under the contract. +he Contracting Authorit# ma#7 thereafter7 conclude an# other contract with a third part# on !ehalf of the Contractor. +he Contractor*s lia!ilit# for dela# incompletion shall immediatel# cease upon termination without pre udice to an# lia!ilit# thereunder that ma# alread# ha0e occurred.

#6"# +he (ro ect =anager shall7 upon the issue of the notice of termination of the contract7 instruct theContractor to ta e immediate steps to !ring the implementation of the supplies to a close in a promptand orderl# manner and to reduce e,penditure to a minimum.

#6", )n the e0ent of termination7 the (ro ect =anager shall7 as soon as possi!le and in the presence of theContractor or his representati0es or ha0ing dul# summoned them7 draw up a report on the suppliesdeli0ered and the wor performed and ta e an in0entor# of the materials supplied and unused. Astatement shall also !e drawn up of monies due to the Contractor and of monies owed !# theContractor to the Contracting Authorit# as at the date of termination of the contract.

#6"- +he Contracting Authorit# shall not !e o!liged to ma e an# further pa#ments to the Contractor untilthe supplies are completed7 whereupon the Contracting Authorit# shall !e entitled to reco0er fromthe Contractor the e,tra costs7 if an#7 of pro0iding the supplies or shall pa# an# !alance due to theContractor prior to the termination of the contract.

#6"6 )f the Contracting Authorit# terminates the contract it shall !e entitled to reco0er from the Contractor an# loss it has suffered under the contractual conditions set out in Article 2 of the pecial Conditions.

#6"/ +his contract shall !e automaticall# terminated if it has gi0en risen to no pa#ment in the three #earsfollowing its signing.

Article #/ Ter+in$ti n . t)e C ntr$ct r#/"1 +he Contractor ma#7 after gi0ing 14 da#s notice to the Contracting Authorit#7 terminate the contract

if the Contracting Authorit#8

fails to pa# the Contractor the amounts due under an# certificate issued !# the (ro ect=anager after the e,pir# of the deadline stated in the pecial Conditions:

consistentl# fails to meet its o!ligations after repeated reminders: or

suspends the deli0er# of the supplies7 or an# part thereof7 for more than 1$' da#s7 for reasons not specified in the contract or not attri!uta!le to the Contractor.

#/"2 +ermination shall !e without pre udice to an# other rights or powers under the contract of theContracting Authorit# and the Contractor.

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#/"# )n the e0ent of such termination7 the Contracting Authorit# shall pa# the Contractor for an# loss or damage the Contractor ma# ha0e suffered.

Article # F rce +$


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# ", uch persons shall !e ointl# and se0erall# lia!le for the proper e,ecution of the contract to the samee,tent as the original Contractor. Continuation of the contract shall !e su! ect to the rules relating toesta!lishment of the guarantee pro0ided for in Article 11.

DISPUTE SETTLEMENT

Article ,0 A+ic$.le &i!*(te !ettle+ent

,0"1 +he (arties shall ma e e0er# effort to settle amica!l# an# dispute which ma# arise !etween them.Once a dispute has arisen7 the (arties shall notif# each other in writing of their positions on thedispute and an# solution which the# consider possi!le. )f either (art# deems it useful7 the (artiesshall meet and tr# and settle the dispute. A (art# shall respond to a re?uest for amica!le settlementwithin 3' da#s of such a re?uest. +he ma,imum period laid down for reaching such a settlementshall !e 12' da#s from the commencement of the procedure. hould the attempt to reach an amica!lesettlement fail or a (art# fail to respond in time to re?uests for a settlement7 either (art# shall !e freeto proceed to the ne,t stage of the dispute settlement procedure !# notif#ing the other.

,0"2 )f the amica!le dispute settlement procedure fails7 the (arties ma#7 in the case of decentralisedcontracts7 agree to tr# conciliation through the -uropean Commission. )f no settlement is reachedwithin 12' da#s of the start of the conciliation procedure7 each (art# shall !e entitled to mo0e on tothe ne,t state of the dispute settlement procedure.

Article ,1 Di!*(te !ettle+ent . liti'$ti n)f no settlement is reached within 12' da#s of the start of the amica!le dispute settlement procedure7 each(art# ma# see 8

a9 either a ruling from a national court

!9 or an ar!itration ruling

in accordance with the Special Conditions of this contract.

ETHICS CLAUSES

Article ,2 Et)ic! cl$(!e!

,2"1 An# attempt !# a candidate or tenderer to o!tain confidential information7 enter into unlawfulagreements with competitors or influence the committee or the Contracting Authorit# during the process of e,amining7 clarif#ing7 e0aluating and comparing tenders shall lead to the re ection of hiscandidac# or tender.

,2"2 ithout the Contracting Authorit#*s prior written authorisation7 a Contractor and his staff or an#other compan# with which the Contractor is associated or lin ed ma# not7 e0en on an ancillar# or su!contracting !asis7 suppl# other ser0ices7 carr# out wor s or suppl# e?uipment for the pro ect.

,2"# +his prohi!ition also applies to an# other programmes or pro ects that could7 owing to the nature of the contract7 gi0e rise to a conflict of interest on the part of the Contractor.

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,2", hen putting forward a candidac# or tender7 the candidate or tenderer shall declare that he isaffected !# no potential conflict of interest and has no particular lin with other tenderers or partiesin0ol0ed in the pro ect. hould such a situation arise during e,ecution of the contract7 the Contractor must immediatel# inform the Contracting Authorit#.

,2"- +he Contractor must at all times act impartiall# and as a faithful ad0iser in accordance with the codeof conduct of his profession. e shall refrain from ma ing pu!lic statements a!out the pro ect or ser0ices without the Contracting Authorit#*s prior appro0al. e ma# not commit the ContractingAuthorit# in an# wa# without its prior written consent.

,2"6 or the duration of the contract the Contractor and his staff shall respect human rights and underta enot to offend the political7 cultural and religious mores of the !eneficiar# state.

,2"/ +he Contractor ma# accept no pa#ment connected with the contract other than that pro0ided for therein. +he Contractor and his staff must not e,ercise an# acti0it# or recei0e an# ad0antageinconsistent with their o!ligations to the Contracting Authorit#.

,2" +he Contractor and his staff shall !e o!liged to maintain professional secrec# for the entire durationof the contract and after its completion. All reports and documents drawn up or recei0ed !# theContractor shall !e confidential.

,2" +he contract shall go0ern the (arties* use of all reports and documents drawn up7 recei0ed or presented !# them during the e,ecution of the contract.

,2"10 +he Contractor shall refrain from an# relationship li el# to compromise his independence or that of his staff. )f the Contractor ceases to !e independent7 the Contracting Authorit# ma#7 regardless of in ur#7 terminate the contract without further notice and without the Contractor ha0ing an# claim tocompensation.

,2"11 +he Commission reser0es the right to suspend or cancel pro ect financing if corrupt practices of an#ind are disco0ered at an# stage of the award process and if the Contracting Authorit# fails to ta e all

appropriate measures to remed# the situation. or the purposes of this pro0ision7 @corrupt practices@are the offer of a !ri!e7 gift7 gratuit# or commission to an# person as an inducement or reward for

performing or refraining from an# act relating to the award of a contract or implementation of acontract alread# concluded with the Contracting Authorit#.

,2"12 uch unusual commercial e,penses are commissions not mentioned in the main contract or notstemming from a properl# concluded contract referring to the main contract7 commissions not paid inreturn for an# actual and legitimate ser0ice7 commissions remitted to a ta, ha0en7 commissions paidto a recipient who is not clearl# identified or commissions paid to a compan# which has e0er#appearance of !eing a front compan#.

,2"1# +he Contractor underta es to suppl# the Commission on re?uest with all supporting documentsrelating to the conditions of the contract*s e,ecution. +he Commission ma# carr# out whate0er documentar# or on the spot chec s it deems necessar# to find e0idence in cases of suspected unusualcommercial e,penses.

2006 (age 26


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Article ,# A&+ini!tr$ti:e $n& fin$nci$l *en$ltie!

,#"1 ithout pre udice to the application of penalties laid down in the contract7 a Contractor who has !een guilt# of ma ing false declarations or has !een found to ha0e seriousl# failed to meet hiscontractual o!ligations in an earlier procurement procedure shall !e e,cluded from all contracts and

grants financed !# the Communit# !udget for a ma,imum of two #ears from the time when theinfringement is esta!lished7 as confirmed after an ad0ersarial procedure with the Contractor. +heContractor ma# present his arguments against this penalt# within 3' da#s of notification of the

penalt# !# registered letter with ac nowledgement of receipt or an# e?ui0alent means. )n the a!senceof an# reaction on the part of the Contractor7 or of withdrawal of the penalt# !# the Commissionwithin 3' da#s of receipt of the Contractor*s arguments against it7 the decision imposing the penalt#shall !ecome enforcea!le. +hat period ma# !e increased to three #ears in the e0ent of a repeatoffence within fi0e #ears of the first infringement.

,#"2 )f the Contractor is found to ha0e seriousl# failed to meet its contractual o!ligations7 it shall incur financial penalties representing 1'B of the total 0alue of the contract in ?uestion. +hat rate ma# !eincreased to 2'B in the e0ent of a repeat offence within fi0e #ears of the first infringement.

Article ,, C)ec=! $n& $(&it! . C ++(nit . &ie!,,"1 +he Contractor will allow the -uropean Commission7 the -uropean Anti raud Office and the

-uropean Court of Auditors to 0erif#7 !# e,amining the documents or !# means of on the spot chec s7the implementation of the pro ect and conduct a full audit7 if necessar#7 on the !asis of supportingdocuments for the accounts7 accounting documents and an# other document rele0ant to the financingof the pro ect. +hese inspections ma# ta e place up to " #ears after the final pa#ment.

,,"2 urthermore7 the Contractor will allow the -uropean Anti raud Office to carr# out chec s and0erification on the spot in accordance with the procedures set out in the -uropean Communit#legislation for the protection of the financial interests of the -uropean Communities against fraud andother irregularities.

,,"# +o this end7 the Contractor underta es to gi0e appropriate access to staff or agents of the -uropeanCommission7 of the -uropean Anti raud Office and of the -uropean Court of Auditors to the sitesand locations at which the Contract is carried out7 including its information s#stems7 as well as alldocuments and data!ases concerning the technical and financial management of the pro ect and to ta eall steps to facilitate their wor . Access gi0en to agents of the -uropean Commission7 -uropean Anti

raud Office and the -uropean Court of Auditors shall !e on the !asis of confidentialit# with respectto third parties7 without pre udice to the o!ligations of pu!lic law to which the# are su! ect.Documents must !e easil# accessi!le and filed so as to facilitate their e,amination and the Consultantmust inform the Contracting Authorit# of their precise location.

,,", +he Contractor guarantees that the rights of the -uropean Commission7 of the -uropean Anti raudOffice and of the -uropean Court of Auditors to carr# out audits7 chec s and 0erification will !ee?uall# applica!le7 under the same conditions and according to the same rules as those set out in thisArticle7 to an# su! contractor or an# other part# !enefiting from -C funds.