2 The scope and nature of this tender are specified in the Tender Specifications.

Transcription

1 26 May 2017 TO THE TENDERER Dear Sir/Madam TENDER REFERENCE: 17/0008 TERM CONTRACT FOR PROVISION OF MAINTENANCE AND SUPPORT SERVICES FOR NETWORK INFRASTRUCTURE EQUIPMENT IN SINGAPORE SPORTS SCHOOL LTD FROM 1 SEPTEMBER 2017 TO 31 AUGUST 2019 CLOSING DATE: 23 June 2017 (Friday) at 1500 Hours Invitation to Tender 1 You are invited by Singapore Sports School (hereinafter referred to as the School ) to submit a tender for the supply of goods and/or services mentioned above. Tender Specifications 2 The scope and nature of this tender are specified in the Tender Specifications. Evaluation Criteria 3 Your Tender will be evaluated based on the Evaluation Criteria in the Requirement Specifications. Submission of Tender 4 Tenderers are advised to refer to Paragraph 5 of Part 1 Instructions to Tenderers for details on submission of tender. Your tender offer for the supply of goods/services in accordance with the Tender Documents must be submitted by 23 June 2017 (Friday) at 1500 hours sharp. Late submission will NOT be accepted. 5 The following documents need to be submitted as part of your tender offer: Part 4 - Form of Tender; Part 5 Statement of Compliance; 1

2 Enquiries 5.3 Part 6 Confidentiality and Data Protection Undertaking; 5.4 Relevant track records and project references for the past five (5) years, displaying capabilities and experience in providing services of similar nature, scale and complexity; and 5.6 Any other additional information that is relevant to the proposal. 6 Any queries regarding this Invitation to Tender should be made directly to: 6.1 Specifications related: Jefri Sabani Executive, Information Technology Telephone: jefris@sportsschool.edu.sg 6.2 Administrative related: Lim Hwee Koon Assistant Manager, Procurement Telephone: lim_hwee_koon@sportsschool.edu.sg Enclosed Documents 7 This Invitation to Tender includes the following documents: 7.1 Invitation to Tender covering letter; 7.2 Part 1 Instructions to Tenderers; 7.3 Part 2A Conditions of Contract; 7.4 Part 2B Conditions of System Hardware and Software Maintenance Support; 7.5 Part 3 Requirement Specifications; 7.6 Part 4 Form of Tender; 7.7 Part 5 Statement of Compliance; and 7.8 Part 6 Confidentiality and Data Protection Undertaking. 2

3 Part 1 INSTRUCTIONS TO TENDERERS PART 1 INSTRUCTIONS TO TENDERERS

4 PART 1 INSTRUCTIONS TO TENDERERS 1 General 1.1 All Tenderers shall be required to study this document thoroughly to ensure full compliance with all the requirements and scrutinize carefully the prepared submissions for errors and omissions before tendering. This document shall form an integral part of the Contract. 2 Definitions 2.1 Throughout this Invitation to Tender and any resultant Contract, unless the context otherwise requires, the following definitions shall apply: (a) (b) (c) (d) (e) (f) (g) "Invitation to Tender" means the invitation to participate in this Tender and comprises all tender documents forwarded to the Tenderer inclusive of the Covering Letter, Form of Tender, Instructions to Tenderers, Conditions of Contract, Requirement Specifications, Evaluation Criteria and any other documents and forms enclosed. "School" means Singapore Sports School Ltd (SSP) and includes any officer authorised by the School to act on its behalf. "Contract" means any resultant contract and its Annexes between the School and the successful Tenderer. "Contractor" means the successful Tenderer. "Tenderer" means a person or his permitted assigns tendering to provide the Goods and/or Services, and shall be deemed to include two or more persons if appropriate. "Conditions of Contract" also includes such clauses from the Compendium of Additional Clauses as will form part of the Contract. Save as set out above, all other terms referred to in this Invitation to Tender shall have the same meanings as those given in the Conditions of Contract. 3 Tender documents Issued by School 3.1 Any deficiency, inaccuracy or error in these Tender documents shall be raised by the Tenderer at least seven (7) working days before the closing date of the Invitation to Tender, failing which it shall be deemed that the Tender documents are sufficient for purposes of this Invitation to Tender. 1

5 PART 1 INSTRUCTIONS TO TENDERERS 3.2 The Tenderer shall satisfy himself on the content of all tender documents (including those incorporated by reference). He shall also check that the tender documents issued to him are complete and that no pages are missing or duplicated. 3.3 Withstanding the disclosure of certain information in the Tender documents by the School, Tenderers are advised to study these Tender documents very carefully before finalizing their Tender Offer for submission. This Invitation to Tender may not contain all information which Tenderers may require. The Tenderer shall be responsible for obtaining all information, which he considers necessary for the purpose of preparing and submitting his Tender. 3.4 If the Tenderer is in doubt as to the true meaning and intent of any part of the tender documents, considers such documents unclear and/or there are discrepancies in or omissions from such documents, he is under full obligations to seek clarification on all matters in writing well in advance of or at least seven (7) working days before the closing date for submission of tenders. No oral representation shall be (a) accepted or construed as modifying anything in the Invitation To Tender, or (b) binding on the School. All requests for clarification shall be addressed to: Singapore Sports School 1 Champions Way Singapore T: F: Attention: Jefri Sabani jefris@sportsschool.edu.sg The School reserves the absolute right not to entertain or respond to any query, which in the School s opinion is inappropriate or improper. All correspondence may be sent by courier, post or electronic mail. The School shall not be responsible for non-receipt of any correspondence, regardless of how it is sent. Proof of postage is not proof of delivery or receipt. In the event of default in the compliance of this requirement, it shall be deemed that the Tenderer has clearly understood and shall comply entirely with the Contract contained in the tender documents. 3.5 The School s response and any change or amendment to any of the documents or prescribed form(s) comprised in the Invitation to Tender shall be published by way of a Corrigendum on the School s Website: under Community Procurement Opportunities and shall constitute sufficient notice to all Tenderers. It is the responsibility of the Tenderer to check for any Corrigendum 2

6 PART 1 INSTRUCTIONS TO TENDERERS published on the School s website before the tender closing date and before the submission of his tender proposal. The School shall not be held responsible for the failure of any Tenderer to take notice of any Corrigendum published on the School s Website. 4 Eligibility 4.1 Any company or business who is currently debarred from participating in Government tenders is not eligible to participate in this Tender. If a tender is submitted without explicitly mentioning that the Tenderer is currently debarred, the School shall treat the submission of the tender as an express continuing declaration by the Tenderer that the Tenderer is in fact eligible to participate in this Tender and, if such a declaration is discovered to be false, the School will be entitled to rescind any contracts entered into pursuant to such a tender, without the School being liable therefore in damages or compensation. 5 Submission of Tender 5.1 The Tender must be submitted as follows: (a) (a) (b) (i) (ii) (iii) (iv) (v) One [1] set of hardcopy document. It is to be marked "Original" and shall be bound and clearly labelled at the bottom right hand corner as Original. One [1] set of softcopy version in CD-ROM. For the Original hardcopy document, please ensure: All pages of the Form of Tender must bear the official seal or rubber stamp of the Tenderer and initialed by the Tenderer s authorised representative. All price schedules must be typewritten, bear the official seal or rubber stamp of the Tenderer and signed by a duly authorized agent or officer of the Tenderer. All corrections or cancellations will not be accepted unless such corrections or cancellations are initialed by the Tenderer. All pages must be numbered. The Original hardcopy of tender document shall be deemed to be the official offer. 3

7 PART 1 INSTRUCTIONS TO TENDERERS 5.2 Tenderers shall submit their tenders in accordance with the following mode(s) of submission: Information or document(s) in tender Complete tender documents including any additional information required spelt forth in the tender documents. Mode of Submission These shall be submitted to the School in a sealed envelope labeled with MAINTENANCE FOR NETWORK INFRASTRUCTURE EQUIPMENT (TENDER REFERENCE 17/0008) and delivered by hand: The Reception General Office Singapore Sports School 1 Champions Way Singapore Closing Date and Time (Singapore Time) 23 June 2017 (Friday) at 1500 hours sharp 5.3 Where tenders are to be submitted using tender box, tenders must be submitted in sealed envelopes. All documents and materials must be submitted into the Tender Box at the same time. It will be the responsibility of the Tenderer to ensure delivery of the tender documents into the tender box, which will be in a position accessible to the public. The School shall not be held responsible for putting the documents received through the post into the correct tender box. Every effort, however, will be made by the School to promptly convey the documents received through the post into the tender box. In such case, the Tenderer must arrange for the documents to be posted to reach the above address not later than the deadline for submission of tenders. Proof of posting of tenders will not be accepted as evidence of delivery. Postage must be pre-paid on all the documents sent through the post. 5.4 Tenderers shall specifically identify in their Tender any proprietary designs, processes, data and/or financial information by specifically marking each and every page of the drawings and/or text. A general statement that the entire Tender is proprietary, or the marking of sections or whole pages as proprietary, will not be acceptable. The Tenderer is required to mark the specific text, figures and drawings that are proprietary. Proprietary information contained in the Tenders will be treated in accordance with applicable Singapore Law. 4

8 PART 1 INSTRUCTIONS TO TENDERERS 5.5 The School reserves the right to reject tenders not submitted in accordance with the mode(s) of submission specified in the Instructions to Tenderers. 5.6 Tenders forwarded by means other than those specified in the Instructions to Tenderers, including but not limited to facsimile, telex or telegram, electronic mail are not acceptable and will be rejected by the School. 5.7 The School shall not entertain any request made after the Invitation to Tender has closed for bid variation or submission of additional quotes for items left out in the original submission on any ground whatsoever. The Tenderer shall be solely responsible for all such omissions or errors in his Tender Offer. 5.8 Tenders delivered after the stipulated time on the closing date, from whatever cause arising will not be considered. 6 Compliance with Instructions 6.1 Tenders will be accepted only if submitted according to the instructions contained and in the form(s) prescribed in the Invitation to Tender. Any tender which attempts to vary the Part 4 - Form of Tender or Conditions of Contract is liable to be rejected. In consideration of the Tenderer agreeing to abide by these instructions in the Invitation to Tender, the School shall evaluate the tenders fairly and in accordance with the said instructions. 7 Validity Period 7.1 Tenders submitted shall remain valid for acceptance for the Validity Period specified in the Invitation to Tender and during such extension of the period as may afterwards separately be agreed to in writing by the Tenderer at the request of the School. 8 Withdrawal of Tender 8.1 No tenders may be withdrawn after the closing date prescribed in the Invitation to Tender. Any Tenderer who attempts to do so may, in addition to any remedy which the School may have against him, be liable to be debarred from future tenders to be called by the School. 9 Compliance with Part Numbers 9.1 If the School has, in this Invitation to Tender, stated the Part Numbers of the Goods required and the Tenderer wishes to offer an item which does not correspond with 5

9 PART 1 INSTRUCTIONS TO TENDERERS any of the stated Part Numbers, the offer by the Tenderer shall, for the purposes of Clause 10 hereof be deemed to be non-compliant with technical requirements. 10 Compliance with Technical Requirements 10.1 The Tenderer shall provide explicit responses of compliance or non-compliance with any other technical requirements enclosed in this Invitation to Tender. In the event of any non-compliance with the technical requirements, the Tenderer shall satisfy the School (by providing a certification from the manufacturer of the item offered or a copy of the relevant extract from any reputable publication citing clearly its title and edition) that the form, fit and function of the items offered are equivalent to the Goods required and that they are interchangeable. Where the Tenderer fails to satisfy the School in the manner above, the tender is liable to be rejected. 11 Acceptance of Tender 11.1 The School shall be under no obligation to accept the lowest or any tender. The School shall normally not enter into correspondence with any Tenderer regarding the reasons for non-acceptance of a tender The School reserves the right, unless the Tenderer expressly stipulates to the contrary in his tender, of accepting such portion of each tender as the School may decide The issue by the School of a Letter of Acceptance accepting the tender or part of the tender (see paragraph 11.2 for exception) shall create a binding Contract on the part of the Tenderer to supply to the School the Goods and/or Services offered in the tender. The School will not enter into any form of written contractual agreement issued by the Tenderer. The Contract shall be governed by the Conditions of Contract. The Letter of Acceptance will be handed to or posted to the successful Tenderer's address as given in his tender and such handing or posting shall be deemed good service of such notice. The School may at its discretion require the Tenderer to sign a written agreement. The Letter of Acceptance may be issued to the successful Tenderer's address as given in his tender by hand or by post. Such issuance of the Letter of Acceptance by hand or post shall be deemed effective communication of acceptance. 12 Samples (a) Where the Invitation to Tender specifies that samples; e.g. of Goods and/or packages, shall be submitted as evidence of the type and quality of items offered in the Tender, such samples shall be delivered at the site and by the 6

10 PART 1 INSTRUCTIONS TO TENDERERS time stipulated in the Invitation to Tender and should be marked clearly with the Tender number, item number and the name of the tenderer. Where samples are required, failure to provide the required samples at the stipulated time may render the tender liable to be disqualified. (b) (c) The Tenderer shall indicate, when submitting the samples, whether he wishes the samples to be returned. If no indication is given, the School shall not be obliged to return any samples to the Tenderer. Notwithstanding the above, risk of loss or damage to the samples shall at all times remain with the Tenderer and where the samples are to be subject to destructive testing, such samples will not be returned to the Tenderer. All costs, including but not limited to all shipping and transportation duties incurred in providing and delivering such samples to the School shall be borne by the Tenderer. 13 Specifications, Patterns, Samples or Drawings 13.1 Any specifications, patterns, samples or drawings specified in the Invitation to Tender will be available for inspection by the Tenderer at the address specified on the invitation during normal working hours up to the stipulated time on the closing date. 14 Language 14.1 The tender and all supporting technical data and all documentation to be supplied by the Tenderer shall be written in the English language. 15 Export Approval 15.1 The Tenderer shall indicate clearly whether there is any requirement for the School to furnish end-user certificates or statements. The Tenderer shall also indicate clearly in his tender if there is a need for the School to enter into separate agreement(s) with the Tenderer to satisfy export requirements of the Tenderer's or any foreign government. 16 Confidentiality 16.1 Except with the consent in writing of the School, the Tenderer shall not disclose this Tender, or any of its provisions, or any specifications, plans, drawings, patterns, samples or information issued by the School. 7

11 PART 1 INSTRUCTIONS TO TENDERERS 16.2 The School may require an unsuccessful Tenderer to return any specifications, plans, drawings, patterns, samples or instructions issued by the School. 17 Ownership of Tender Documents 17.1 All documents submitted by the Tenderer in response to this Invitation to Tender shall become the property of the School. However, intellectual property in the information contained in the tender submitted by the Tenderer shall remain vested in the Tenderer. This Clause is without prejudice to any provisions to the contrary in any subsequent contract between the Tenderer and the School. 18 Alteration, Erasures or Illegibility 18.1 Except for amendments to the entries made by the Tenderer himself which are initialed by the Tenderer, tenders bearing any other alterations or erasures and tenders in which prices are not legibly stated are liable to be rejected. 19 School's Clarifications of the Tenderer's Proposal 19.1 In the event that the School seeks clarification upon any aspect of the Tenderer s proposal, the Tenderer shall provide full and comprehensive responses within seven (7) days of notification The School may transmit to the Tenderers written questions requesting clarification and/or amplification of information in the Tender. If necessary, clarification meetings with the Tenderers will be held in Singapore. 20 Expense of Tenderer 20.1 In no case will any expense incurred by the Tenderer in the preparation of his tender or in any other way related to this tender, be borne by the School. 21 The Goods and Services Tax (GST) 21.1 The Tenderer shall not include in the rates and prices proposed in his tender, the Singapore Goods and Services Tax (GST) chargeable for the supply of Goods or Services required in the Tender. All rates and prices quoted shall be exclusive of the said GST chargeable on the supply of the said Goods and Services If the Contractor is a taxable person under the GST Act, the School will pay the Contractor, in addition to the rates and prices proposed, the GST chargeable on the supply of Goods and Services provided pursuant to this Tender. 8

12 PART 1 INSTRUCTIONS TO TENDERERS 22 GST Registration 22.1 The Tenderer shall declare his GST status in his tender. He shall clearly indicate whether he is, or whether he will be a taxable person under the GST Act. He shall, if available, furnish the GST registration number to the School A Tenderer who declares himself to be a non-taxable person under the GST Act but who becomes a taxable person after the award of the Tender shall forthwith inform the School of his change in GST status. He shall be entitled to claim from the School any GST charged on the supply of Goods or Services made by him after his change in GST status. 23 Notification 23.1 Notification will not necessarily be sent to unsuccessful Tenderers by the School. 24 Applicable Law 24.1 All tenders submitted pursuant to this Invitation to Tender and the formation of any resulting contracts shall be governed by the Applicable Law Clause in the Conditions of Contract. 25 Ownership Status of Tenderer 25.1 The Tenderer shall provide full information on (a) (b) the name and address of any person, company or corporation which owns, whether directly or indirectly, at least 50% of the total number of shares in the Tenderer; the number, percentage and class of shares held by such person, company or corporation. 26 Shortlisting Tenderers 26.1 The School reserves the right to shortlist tenderers in accordance with the criteria set forth in the Invitation to Tender; and give those so shortlisted the opportunity to submit new or amended tenders on the basis of the School's revised requirements, in accordance with a common deadline The tenders received based on the firm and updated requirements shall form the basis of the final tender evaluation. The tenders received in the final round shall be 9

13 PART 1 INSTRUCTIONS TO TENDERERS complete and comprehensive, and shall over-ride all tender proposals previously submitted. The final offer shall not make references to previous offers. All the tender proposals received in the previous rounds shall be treated as lapsed. Such final offers shall be submitted in sealed envelopes and deposited in the tender box as instructed. 27 Consortium 27.1 As used in this Invitation to Tender, "Consortium" means an unincorporated joint venture through the medium of a consortium or a partnership The following shall apply if a tender is submitted by a Consortium: (a) (b) (c) (d) Each member of the Consortium shall be a business organization duly organized, existing and registered under the laws of its country of domicile. No Consortium shall include a member who has been debarred from public sector tenders. After the submission of the tender, any introduction of, or changes to, Consortium membership must be approved in writing by the School. The following documents must be submitted with this tender: (i) (ii) A certified copy of the consortium or partnership agreement, signed by all members of the Consortium, The tender is to be submitted by a member of the Consortium ("Lead Member"). Documentary proof must be provided that the Lead Member is authorised by all members of the Consortium to submit, sign the tender, receive instruction, give any information, accept any contract and act for and on behalf of all the members of the Consortium. The documentary proof could be in the form of: (1) relevant provision(s) in the certified copy of the consortium or partnership agreement, or (2) certified copies of powers of attorney from each members of the Consortium. (e) Information must be submitted with respect to: 10

14 PART 1 INSTRUCTIONS TO TENDERERS (i) (ii) (iii) the legal relationship among the members of the Consortium. the role and responsibility of each member of the Consortium; and the address of the Consortium to which the School may send any notice, request, clarification or correspondence. (f) If the School awards the Contract to a Consortium: (i) (ii) (iii) (iv) (v) The Letter of Acceptance may be handed to or posted to the address of the Lead Member of the Consortium given in the tender. The issue by the School of a Letter of Acceptance shall create a binding Contract on all the members of the Consortium. Each member of the Consortium shall be jointly and severally responsible to the School for the due performance of the Contract. As and when requested by the School, all members of the Consortium shall be required to sign a formal agreement in the appropriate form with the School. Until the said formal agreement is prepared and executed, the Consortium's tender together with the School's Letter of Acceptance, shall constitute a binding Contract on all the members of the Consortium. In the event that any member of the Consortium withdraws from the Consortium or is adjudicated a bankrupt by a duly constituted judicial tribunal, or goes into liquidation in accordance with the laws of the country of incorporation, then the surviving member(s) of the Consortium shall be obliged to carry out and complete the contract. 28 Amendments to Tender Documents 28.1 At any time prior to the deadline for submission of tenders, the School may for any reason whether at its own initiative or in response to a clarification requested by a Tenderer, reserves the right to amend any terms in or to issue supplementary terms to the Invitation to Tender by the issuance of a Corrigendum. 29 Award of Contract 29.1 The successful Tenderer (if any) shall be notified of the acceptance of his tender within the validity period by the School at the same address as the submission of the 11

15 PART 1 INSTRUCTIONS TO TENDERERS tenders. The said Tenderer shall within the time stated in the letter of acceptance submit the Security Deposit and execute the formal Contract. The period of executing the formal Contract may, however, be extended if the officer receiving the tender is satisfied that adequate reasons exist for so doing. 30 Notice 30.1 Every notice to be given to a Tenderer shall either be posted to the address given by the Tenderer in his tender or sent to the Tenderer by facsimile or electronic mail and such posting or sending shall be deemed good service of such notice. 31 Disclaimer 31.1 This Invitation to Tender may not contain all information which Tenderers may require. Tenderers should therefore make their own inquiries and seek such clarifications they think necessary. The School shall not be liable to any Tenderer for any information in this Invitation to Tender which is incomplete or inaccurate. For avoidance of doubt, the "information" mentioned in this paragraph excludes the Conditions of Contract and Requirement Specifications. 12

16 PART 2A CONDITIONS OF CONTRACT PART 2A CONDITIONS OF CONTRACT ALL RIGHTS RESERVED. THIS DOCUMENT SHOULD NOT BE REPRODUCED IN ANY FORM OR BY ANY MEANS WITHOUT THE PRIOR PERMISSION OF THE SINGAPORE SPORTS SCHOOL LTD. THE INFORMATION GIVEN IN THIS DOCUMENT IS NOT TO BE COMMUNICATED, EITHER DIRECTLY OR INDIRECTLY, TO THE PRESS OR TO ANY PERSON NOT AUTHORISED TO RECEIVE IT. Tender Reference: 17/0008 1

17 PART 2A CONDITIONS OF CONTRACT CONTENTS 1 INTERPRETATION CLAUSE REFERENCES PRODUCTS AND SERVICES TO BE PROVIDED BY CONTRACTOR A. NETWORK BANDWIDTH CONNECTIVITY TERMS OF PAYMENT TAXES AND DUTIES TIME FOR PERFORMANCE SCHOOL S OBLIGATIONS CONTRACTOR'S OBLIGATIONS RESPONSIBILITY FOR THE SYSTEM MODIFICATION OF SYSTEM SECURITY DEPOSIT PROJECT MANAGEMENT CONTRACTOR'S PERSONNEL TITLE AND RISK SITE PREPARATION INFORMATION AND ACCESS PRE-DELIVERY CONDITION PRE-DELIVERY TESTS PACKING DELIVERY INSTALLATION ACCEPTANCE TESTS LIQUIDATED DAMAGES FOR LATE COMMISSIONING PERFORMANCE GUARANTEE PERIOD SYSTEM WARRANTY PERIOD OTHER SUPPLIES MAINTENANCE TRAINING DAMAGED ITEM, NON-DELIVERED ITEM, WRONGLY DELIVERED ITEM AND SHORT DELIVERED ITEM UNAUTHORISED CODE DOCUMENTATION LIABILITY OF CONTRACTOR PATENT, COPYRIGHT AND OTHER INDEMNIFICATION RELOCATION OF SYSTEM LANGUAGE DAMAGE AND INJURY TO PERSONS AND PROPERTY LIMITATION OF LIABILITY INSURANCE CONFIDENTIALITY Tender Reference: 17/0008 2

18 PART 2A CONDITIONS OF CONTRACT 40 COMPLIANCE WITH STATUTES, REGULATIONS, ETC SUB-CONTRACT, ASSIGNMENT, TRANSFER FORCE MAJEURE PUBLIC RELEASE OF INFORMATION GIFTS, INDUCEMENT AND REWARDS APPLICABLE LAW VARIATION OF CONTRACT CONDITIONS NOT TO BE WAIVED TERMINATION OF CONTRACT SECURITY AND AUDIT ARBITRATION ADVISER CORRESPONDENCE CUMULATIVE REMEDIES CLAIMS FOR EXTRA WORK MEDIATION CLAUSE CONTRACTS (RIGHTS OF THIRD PARTIES) CONSORTIUM COEXISTENCE STRATEGY OWNERSHIP OF DOCUMENTATION AND DISPOSAL OF DOCUMENTATION UPON TERMINATION OF CONTRACT OR COMPLETION OF CONTRACT SCHEDULE SCHEDULE 1: CONTRACT PRICE Tender Reference: 17/0008 3

19 PART 2A CONDITIONS OF CONTRACT 1 INTERPRETATION 1.1 In this Contract (as hereinafter defined), the following words and expressions shall have the meanings hereby assigned to them except where the context otherwise requires: Adviser means the person or body appointed by the School. Unless otherwise notified by the School, the Adviser shall be the Government Technology Agency constituted under the Government Technology Agency Act (No. 23 of 2016). The School may change the appointment of the Adviser from time to time Contract includes the Instructions to Tenderers, the Conditions of Contract, the Requirement Specifications, the Schedules, the Contractor's Tender, the Letter of Acceptance, Purchase Orders issued by the School to the Contractor for the supply of the Goods and/or Services and any other documents agreed to by the School in writing, amplifying or modifying the said tender and proposals. Contractor means the person, firm or company who s Tender has been accepted by the School for this project. It includes the Contractor's duly appointed representatives, successors and permitted assignees and where the context so admits shall include the Contractor's employees, agents and Subcontractors. Contract Price means the sum payable to the Contractor based on the relevant prices stated in the Contractor s Tender as accepted by the School in its Letter of Acceptance, for the full and proper performance by the Contractor of his part of the Contract as determined under the provisions of the Contract and in law and where the sum tendered has been varied by written agreement of the Parties it shall refer to such varied sum. Hardware means all computer hardware, other peripherals and ancillary equipment together with all cabling within the System network, proposed by the Contractor as being capable of meeting or exceeding the requirements in the Requirement Specifications and shall include such other equipment as may be agreed in writing between the Parties to be supplied by the Contractor. IP means intellectual property and shall include patents, copyright, industrial design and integrated circuit topography. "Invitation to Tender" (ITT) means the invitation to participate in this Tender and comprises all Tender documents forwarded to the Tenderer inclusive of the Covering Letter, Form of Tender, Instructions to Tenderers, Conditions of Contract, Requirement Specifications, Evaluation Criteria and any other documents and forms enclosed. Letter of Acceptance means the letter issued by the School accepting the Contractor's Tender. Tender Reference: 17/0008 4

20 PART 2A CONDITIONS OF CONTRACT Off-loading Point means the points near the entrances to the respective buildings where the respective parts of the Hardware are to be located. Party means either the School or the Contractor and Parties means both the School and the Contractor. Person includes any individual, companies and association or body of person, whether corporate or unincorporated. Representative means the person appointed by the School pursuant to Clause 12.1 and any persons appointed by the Representative to assist him or perform such duties or functions as may be delegated to him by the Representative. Requirement Specifications means the specifications as set out in Part 3 of the Invitation to Tender. School means Singapore Sports School Limited and includes any officer authorised by the School to act on its behalf. Site shall mean the locations where the various parts of the System are to be installed as stated in the Requirement Specifications. Subcontractor means any person, firm or company furnishing goods and services, IP Rights or Technical Information directly to the Contractor or indirectly to the Contractor through one or more persons, firms or companies. It includes any person, firm or company engaged by the Contractor to perform any part or parts of the works and includes the Sub-contractor's duly appointed representatives, successors and permitted assignees and a Sub-contractor s sub-contractor. System means Network Equipment including Hardware, System Software and Documentation proposed in the Contractor s Tender as being capable of meeting or exceeding the requirements in the Requirement Specifications. The System shall include but not limited to the following components: (a) (b) (c) All Hardware required for the System to meet the Requirement Specifications and the proposal. All hardware components in the System shall be capable of working in combination with one another. All System Software, Application Development Tools or Utilities required for the System to meet the Requirement Specifications and the proposal. All System Software components in the System shall be capable of working in combination with one another. All documentation, training and related materials required for the System to meet the Requirement Specifications and the proposal. Tender Reference: 17/0008 5

21 PART 2A CONDITIONS OF CONTRACT For the avoidance of doubt, the Hardware and System Software components in the System shall be capable of working in combination with one another. System Software means the software proposed in the Contractor s Tender as being capable of meeting or exceeding the requirements in the Requirement Specifications. Technical Information includes inventions, confidential information, know-how, trade secrets and, in particular, all information concerning equipment and System Software (including firmware) pertaining to design, manufacture, maintenance, installation, operation and use, in whatever form including drawings, charts, manuals, schematic representations, System Software listings in source and object code. Works means the works to be executed in accordance with this Contract including all permanent and temporary works and any equipment to be supplied, delivered and installed under this Contract. 1.2 Words importing the singular shall also include the plural and vice versa where the content requires. 1.3 The headings in this Contract are for convenience of reference only and shall not be deemed to be part of this Contract or be taken into consideration in the interpretation or construction of this Contract. 1.4 Unless otherwise provided, any reference to any statute or legislation shall be deemed a reference to such statute or legislation as amended from time to time and be deemed to include any subsidiary legislations made thereunder. 1.5 The Annexes and Schedules mentioned in and attached to this Contract shall form an integral part of this Contract. The Conditions of Contract and the attached Schedules shall be construed as one and shall prevail over any inconsistent provisions in the annexes. 2 CLAUSE REFERENCES 2.1 All references herein to clauses, unless otherwise expressly stated, are references to clauses numbered in the Conditions of Contract and not to those in any other document forming part of the Contract. Where a clause number is quoted, then reference is being made to that clause bearing that clause number and to all the subclauses if any, under that same clause number (E.g. a reference to Clause 23 refers to Clause 23.1 to inclusive of all their respective subclauses if any. A reference to Clause refers to Clause to inclusive of all their respective subclause if any). 2.2 References to provisions in the other documents forming part of this Contract shall Tender Reference: 17/0008 6

22 PART 2A CONDITIONS OF CONTRACT be identified by the number of the Paragraph ( Para ), Schedule ( Sch ) or Chapter ( Chp ) as the case may be followed by a description of the document referred to. 2.3 Where the provision number is stated without a description of any document then it refers to the provision so numbered in the document where the reference appears. 3 PRODUCTS AND SERVICES TO BE PROVIDED BY CONTRACTOR 3.1 The Contractor hereby agrees to:- (a) (b) perform the Services in accordance with the Requirement Specifications; and faithfully observe all the terms and conditions of this Contract according to their true intents and purposes. 3.2 (a) The Contractor shall grant, obtain a grant, or transfer to the School as the case may be, an irrevocable, non-exclusive, non-transferable right to use the System Software, related operating manuals and documentation for the System free of additional charge in accordance with the terms and conditions of this Contract. (b) Where the IP rights of any System Software, related operating manuals and documentation for the System is vested in a third party, the Contractor agrees there shall be no additional fees, costs or conditions in respect of the School s right to use the System Software save as provided for in this Contract. 3.3 The Contractor shall designate a common service location for the School to contact for the provision of all the services specified in the Contract. 3.4 Regardless of whether a perpetual or non-perpetual license has been granted, the Contractor declares that the use or operation of any part of the System shall not at anytime be restricted or interfered with in any manner whatsoever by any means or devices which would require the services of the Contractor or a third party to restore to full use and operation. 3A. NETWORK BANDWIDTH CONNECTIVITY INTENTIONALLY LEFT BLANK 4 TERMS OF PAYMENT 4.1 Subject to the provisions of this Contract, the School shall pay to the Contractor the Contract Price in the manner prescribed in Schedule 1 of this Part 2A Conditions of Contract. 4.2 The Contractor shall submit such invoices or other documents in accordance with Tender Reference: 17/0008 7

23 PART 2A CONDITIONS OF CONTRACT such means and in such format as may be specified by the Representative for the purposes of making payment. 4.3 The School shall not pay for expenses or cost of whatever nature other than those expressly set forth in this Contract. 4.4 The Contract Price is exclusive of any Goods and Services Tax ( GST ) chargeable on the supply of goods, services or works to the School by the Contractor under this Contract. The School shall reimburse the successful Contractor any GST charged on the provision of services and works required under the Contract subject to the School being furnished a tax invoice complying with the provision of the Goods and Services Tax Act (Chapter 117A) as and when payment is required. 5 TAXES AND DUTIES 5.1 Excluding Goods and Services Tax ( GST ), other duties and/or taxes, if any, imposed by the School of Singapore and/or elsewhere on any item of the System shall be borne by the Contractor. 6 TIME FOR PERFORMANCE INTENTIONALLY LEFT BLANK 7 SCHOOL S OBLIGATIONS 7.1 The School shall not employ any of the Contractor s staff connected with the project within a year after the completion of the Contract Period. 7.2 If the progress of the Works is delayed for reasons not attributable to the Contractor, the Representative may, upon the application by the Contractor, grant such extensions of time as he deems reasonable. The Contractor shall not be entitled to claim any additional expenses incurred for such extensions of time. 8 CONTRACTOR'S OBLIGATIONS 8.1 The Contractor shall with due care and diligence: (a) (b) (c) (d) carry out its obligations to the School under this Contract; ensure that the System meets the requirements as set out in the Requirement Specifications; provide all System Software necessary for the operation of the System and the applications as set out in the Requirement Specifications; and do all things which are necessary or reasonably to be inferred from the Contract. Tender Reference: 17/0008 8

24 PART 2A CONDITIONS OF CONTRACT 8.2 The Contractor warrants that all Hardware supplied to the School shall be of new manufacture (i.e. not second-hand, re-conditioned, or used items). 8.3 The Contractor and its subcontractors shall not employ any of the Adviser s staff connected with the project until one year after the completion of the Contract Period. 8.4 If the Contractor delays progress on any part of this Contract, for any reason not attributable to the School, and thereby reduces any scheduled duration of activities to be carried out by the School under this Contract, the School shall be entitled to a corresponding time extension for completion of such activities at no additional cost to the School, and without prejudice to the Contractor's obligation to complete the Contract in accordance with the Implementation Plan. 8.5 In the performance of this Contract, the Contractor shall at its own expense within a reasonable period of time, clear away and remove from the Site all surplus materials, rubbish and work of every kind and leave the whole of the Site clean and in workmanlike condition. 8.6 The Contractor unconditionally guarantees the System to be free from defects including defects arising out of faulty design, inferior materials, faulty and inferior workmanship. The System shall be of high quality and fit for the purposes for which it is intended as set out in the Requirement Specifications. 9 RESPONSIBILITY FOR THE SYSTEM 9.1 The Contractor shall ensure that the System will provide the facilities, functions and performance standards set out in the Requirement Specifications. If modifications or changes are necessary for the System to meet the requirements as stated in the Requirement Specifications and the provisions of the Contract, the Contractor shall bear all additional costs involved in modifying or changing the System to satisfy these requirements. 9.2 The Contractor shall forthwith inform and provide the School at no cost whatsoever technical information on new product developments and improvements which may be applicable to the System when such technical information becomes available to the Contractor. 9.3 The Requirement Specifications which set out the facilities and functions to be provided by the System allow the Contractor to choose the manner in which the facilities will be achieved by the selection of hardware or System Software or a combination of both. It is anticipated that some matters of details may have to be clarified during the early stages of this Contract. In this context, the School reserves the right to issue written clarifications on the Requirement Specifications to set out the School's requirements more precisely. Tender Reference: 17/0008 9

25 PART 2A CONDITIONS OF CONTRACT 9.4 The Contractor shall be deemed to be fully informed of the School's requirements by the Requirement Specifications and it shall be the Contractor's duty to clarify before submission of his Tender any inadequacies or insufficiencies in the Requirement Specifications having regard to the objective of the School's purchase of the System. 9.5 In the event that the System supplied by the Contractor is inadequate to meet the requirement as stated in the Requirement Specifications and the provisions of this Contract, the Contractor shall at its own expense, provide all additional items of equipment and System Software which are necessary for the System to meet such requirements. Any changes hereunder must be agreed to by the School in writing. 9.6 All equipment and System Software supplied pursuant to Clause 9.5 shall on acceptance by the School become the property of the School and shall be subjected to the same warranty and maintenance by the Contractor as the entire System at no additional cost to the School. 9.7 Any additional cost incurred in connection with Site preparation, including but not limited to the provision of additional power supply, caused by the additional items of equipment or System Software supplied pursuant to Clause 9.5 shall be at the Contractor's expense. 10 MODIFICATION OF SYSTEM 10.1 No change or modification shall be made to the proposed System offered at the time of submission of the Contractor's Quote and thereafter unless the prior written agreement of the School has been obtained The Contractor shall provide written procedures and details of System changes or modifications which may have to be implemented during the various stages of the Contract, up to the expiry of the Contract Period. Such changes or modifications shall not be implemented unless the prior written agreement of the School has been obtained. 11 SECURITY DEPOSIT INTENTIONALLY LEFT BLANK 12 PROJECT MANAGEMENT 12.1 The School s Representative The School shall appoint a person to supervise and liaise with the Contractor for the purpose of the Contract and such person may designate others to assist him in such matters. Tender Reference: 17/

26 PART 2A CONDITIONS OF CONTRACT 12.2 Project Office INTENTIONALLY LEFT BLANK 12.3 Project Manager and Other Personnel INTENTIONALLY LEFT BLANK 12.4 Implementation Plan Within TWO (2) weeks from the issue of the Letter of Acceptance, the Contractor shall produce an Implementation Plan showing the time schedule and sequence of events necessary for the provision of the Services and other information as required under Part 3 Requirement Specifications. Unless otherwise agreed by the School in writing, the Implementation Plan shall not be acceptable unless it meets the timelines and/or stipulated Completion Dates set out in the Requirement Specifications Monthly Progress Reports & Meeting INTENTIONALLY LEFT BLANK 12.6 Attachment of School Personnel INTENTIONALLY LEFT BLANK 13 CONTRACTOR'S PERSONNEL 13.1 The Contractor shall provide all necessary personnel with adequate skills for the performance of the Works The Contractor shall communicate in writing for the approval of the Representative the names and particulars of his employees and the employees of any subcontractor engaged by the Contractor to carry out any work or perform any services for the purposes of the Contract The Contractor shall provide the name and particulars required under Clause in the form required by the Representative If the School objects by notice in writing to any personnel assigned or designated by the Contractor or by any sub-contractor to carry out any work or perform services for the purposes of the Contract who, in the opinion of the School, has misconducted himself or is a security risk or is deemed unsuitable in any way, the Contractor shall remove such person immediately and furnish a suitable and adequate replacement at no additional expense to the School. In the event that the School had other reasons to believe that any personnel employed by the Contractor, or its sub-contractors or agents are unsatisfactory in any way, the Contractor and the School shall meet immediately in order to reach a mutually acceptable solution The Contractor undertakes not to change its personnel designated under Clause 13.1 without the Representative's consent, whose consent shall not be Tender Reference: 17/

27 PART 2A CONDITIONS OF CONTRACT unreasonably withheld. The Contractor shall not alter or reduce the quality of its personnel if this may adversely affect the progress or quality of the Works The Contractor shall not, without prior written permission from the Representative, bring any visitor to the Site. 14 TITLE AND RISK INTENTIONALLY LEFT BLANK 15 SITE PREPARATION INTENTIONALLY LEFT BLANK 16 INFORMATION AND ACCESS 16.1 The School undertakes to provide the Contractor promptly with any information which the Contractor may reasonably require from time to time to enable the Contractor to proceed expeditiously with the performance of his obligations under the Contract The School shall, for the purposes of the Contract, afford to the authorized personnel of the Contractor during normal working hours full and safe access to the Site and shall provide adequate free working space and such other facilities as may be necessary for the installation of the System. 17 PRE-DELIVERY CONDITION INTENTIONALLY LEFT BLANK 18 PRE-DELIVERY TESTS INTENTIONALLY LEFT BLANK 19 PACKING INTENTIONALLY LEFT BLANK 20 DELIVERY INTENTIONALLY LEFT BLANK 21 INSTALLATION INTENTIONALLY LEFT BLANK 22 ACCEPTANCE TESTS INTENTIONALLY LEFT BLANK 22.2 Notice of Commencement and Completion of Acceptance Tests INTENTIONALLY LEFT BLANK Tender Reference: 17/

28 PART 2A CONDITIONS OF CONTRACT 22.3 Delay in Acceptance Tests INTENTIONALLY LEFT BLANK 22.4 Installation Tests INTENTIONALLY LEFT BLANK 22.5 Delivery and Installation of System Software INTENTIONALLY LEFT BLANK 22.6 System Performance Tests INTENTIONALLY LEFT BLANK 22.7 Failure of Acceptance Tests INTENTIONALLY LEFT BLANK 22.8 Commissioning Date INTENTIONALLY LEFT BLANK 23 LIQUIDATED DAMAGES FOR LATE COMMISSIONING INTENTIONALLY LEFT BLANK 24 PERFORMANCE GUARANTEE PERIOD INTENTIONALLY LEFT BLANK 25 SYSTEM WARRANTY PERIOD INTENTIONALLY LEFT BLANK 26 OTHER SUPPLIES INTENTIONALLY LEFT BLANK 27 MAINTENANCE 27.3 The terms of support and maintenance shall be based on terms no less favorable to the School than those contained in the Conditions of System Software Support and Hardware Maintenance (Part 2, Section B) and any other terms that may be mutually agreed in writing Any increment in the rates of maintenance charges from one year to the next shall not exceed five percent (5%) of the previous year's rates and the rates shall not in any event be higher than those charged by the Contractor to its most favoured customer at the relevant time. 28 TRAINING INTENTIONALLY LEFT BLANK Tender Reference: 17/

29 PART 2A CONDITIONS OF CONTRACT 29 DAMAGED ITEM, NON-DELIVERED ITEM, WRONGLY DELIVERED ITEM AND SHORT DELIVERED ITEM 29.1 In the event of any item being damaged or lost during transit from the manufacturer's factory to the Site, then the Contractor shall upon receipt of the School's written notification immediately effect replacement at no cost to the School In order not to hinder the installation programme or services, the Contractor shall ensure speedy replacement of such items, even prior to any insurance settlement, if any All items wrongly supplied shall be rejected and the Contractor shall, upon receipt of the School's written notification, immediately effect replacement by air freight at his own costs and in addition, the Contractor shall:- (a) (b) reimburse the School for any monies already paid in respect of the said items and be liable for all damages arising; and collect the wrongly supplied items within fourteen (14) calendar days from the date of written notification given by the School and failing which, the School shall charge to the Contractor's account all expenses incurred including storage fees for wrongly delivered items until collection by the Contractor and transportation fees for delivering the wrongly delivered items back to the Contractor The School shall not be liable for any damage or deterioration caused or occurring to the wrongly supplied items of the System whilst in the custody of the School Upon written notification by the School, the Contractor shall immediately effect delivery by air at its own expense any short delivered items If the replacement is not available ex-stock country of origin, then the Contractor shall ensure that the delivery is effected within two (2) calendar months or earlier from the date of the School's said notification. 30 UNAUTHORISED CODE 30.1 The Contractor warrants that at the time of delivery or installation: (a) (b) the System and every part thereof are free of Unauthorised Code (hereinafter defined); all magnetic or other storage media and all System Software and other materials capable of being stored on such media: Tender Reference: 17/