SPECIFICATION OF ESSENTIAL TERMS AND CONDITIONS OF PUBLIC PROCUREMENT hereinafter referred to as the SETCPP

The Public Procurement as Project is co-financed by the European Union within the European Regional Development Fund, Innovative Economy Operational Programme for the years 2007-2013, Priority Axis 2. R&D Infrastructure, Measure 2.2. Support for development of research infrastructure of scientific entities SPECIFICATION OF ESSENTIAL TERMS AND CONDITIONS OF PUBLIC PROCUREMENT hereinafter referred to as the SETCPP 1) Name (company) and address of the Contracting Authority. 1. The Jagiellonian University, ul. Gołębia 24, 31-007 Kraków. 2. Unit assigned to tender process: 2.1.Biuro Zamówień Publicznych (Public Procurement Office of the Jagiellonian University), ul. Straszewskiego 25/9, 31-113 Kraków; Tel: +48 12 432 44 50; Email: bzp@uj.edu.pl; Fax: +48 12 432 44 51; www.uj.edu.pl Website: http://przetargi.adm.uj.edu.pl/ogloszenia.php 2) Contract award procedure. 1. This is an open tender procedure conducted pursuant to the Act of 29 January 2004 on public procurement law, hereinafter referred to as the PPL Act (Dz. U. of 2004, No. 19, item 177 as amended; consolidated text: Dz. U. of 2007, No. 223, item 1655 and of 2008, No. 171, item 1058 as amended), taking into account the amendments introduced by the Act of 5 November 2009 on amendments to the Act on public procurement law and by the Act on court fees in civil cases (Dz. U. of 2009, No. 206, item 1591) as well as by the Act of 2 December 2009 on amendments to the Act on public procurement law and to selected other acts (Dz. U. of 2009, No. 223, item 1778). 2. The contract award procedure will be prepared and conducted by a duly appointed tender board. 3. To actions undertaken by the Contracting Authority and contractors with respect to the contract award procedure the provisions of the aforementioned Act on public procurement law and secondary legislation made under it shall apply. To all matters not settled therein the provisions of the Act of 23 April 1964 Civil Code (Dz. U. No. 16, item 93, as amended) shall apply. 3) Purpose of procurement. 1. The purpose of this procurement is to select a contractor to purchase and deliver Isotope Xe 129 (40 litres of Xe gas) with technical specifications indicated in Annex A to SETCPP, for the National Laboratory for Quantum Technologies (NLQT) project run by the Jagiellonian University. 1

2. The procurement is a project co-financed by the European Union, within the European Regional Development Fund, Innovative Economy Operational Programme for the years 2007 2013, Priority Axis 2. R&D Infrastructure, Measure 2.2. Support for development of research infrastructure of scientific entities (POIG.02.02.00-00- 003/08). The purpose of public procurement was entered as item 77 in the schedule of works and expenditures of the project. 3. The detailed information on the rules governing the European Regional Development Fund, granting and spending funds, and promotional principles are to be found on the following website: http://www.funduszestrukturalne.gov.pl/europejski+fundusz+rozwoju+re GIONALNEGO/ 4. The Contracting Authority does not allow for partial bids. 5. A detailed description of the purpose of procurement, the technical specifications and CPV code have been included in Annex A to this SETCPP. 6. General conditions for participation in the procedure: a. The contractor s bid must comply with the requirements specified in the SETCPP by the Contracting Authority, proof of which should be submitted as detailed technical and / or operational descriptions (brochures, prospectuses, manufacturer s portfolios, etc., in Polish or in English) attached to the bid, allowing for an adequate verification of the offered devices with respect to the requirements of the Contracting Authority; b. The contractor must ensure that the offered devices are brand new, and that their purchase and operation in accordance with the intended purpose are not in breach of the law, including the rights of third parties; c. The contractor must possess and present upon request of the Contracting Authority the gas and container certificates proving their cleanliness and suitability for medical uses; d. The contractor must ensure the contract is performed within the time limit specified in Article 4) of the SETCPP. The delivery site will be the city of Krakow. The address of the premises of the recipient and user of the devices supplied under the contract: NLTK, Zakład Optyki Atomowej, Instytut Fizyki Uniwersytetu Jagiellońskiego, ul. Reymonta 4, 30-059 Kraków; e. The contractor must offer a payment deadline that complies with the provisions of Article 4 section 2 of the contract template attached hereto. The Contracting Authority does not envisage any prepayments or advances to perform the contract. 7. The original of the SETCPP, signed by duly authorized representatives of the Contracting Authority, constitutes the basis for resolving possible disputes related to this document. It is available in paper form at the Contracting Authority s, published on the websites www.uj.edu.pl; http://przetargi.adm.uj.edu.pl/ogloszenia.php and may be sent to contractors free of charge in electronic form (email). Moreover, where 2

requested by contractors, the Contracting Authority may also copy the SETCPP and send it in paper form against payment the SETCPP is free of charge, but the contractor should cover the dispatch cost. 4) Contract delivery date. 1. The contract must be delivered within 8 weeks (56 days) of contract award, meaning the date on which the contract is signed. 5) Conditions for participation in the procedure, both subjective (formal requirements, economic, financial and technical capacity) and objective, and description of the method of assessment of compliance with those conditions. 1. To be eligible to participate in the contract award procedure, the contractor must meet the requirements for participation in the procedure, specified in this SETCPP, and pursuant to Article 22 of the PPL Act, meet the requirements concerning: 1.1 the legal powers to undertake a specific business or action, if required by the law; The assessment of compliance with this condition will be performed by the yes / no method (does / does not meet the requirement), based on a declaration enclosed in the bid, the template of which has been attached as Annex No. 1 to the Bid Form which constitutes an integral part of the SETCPP. 1.2 the expertise and experience necessary to perform the contract; The assessment of compliance with this condition will be performed by the yes / no method (does / does not meet the requirement), based on a declaration enclosed in the bid, the template of which has been attached as Annex No. 1 to the Bid Form which constitutes an integral part of the SETCPP. 1.3 the adequate technical capacity and personnel capable of performing the contract; The assessment of compliance with this condition will be performed by the yes / no method (does / does not meet the requirement), based on a declaration enclosed in the bid, the template of which has been attached as Annex No. 1 to the Bid Form which constitutes an integral part of the SETCPP. 1.4 the economic and financial capacities to perform the contract; The assessment of compliance with this condition will be performed by the yes / no method (does / does not meet the requirement), based on a declaration enclosed in the bid, the template of which has been attached as Annex No. 1 to the Bid Form which constitutes an integral part of the SETCPP. 6) Information on declarations and documents to be submitted by contractors in order to confirm that the requirements for participation in the procedure have been met and there are no grounds for exclusion from the procedure as described in Article 24 section 1 of the PPL Act. 1. In order to confirm that the subjective conditions have been met, the contractor must enclose the following documents: 1.1 the contractor s declaration that the conditions referred to in Article 22 of the PPL Act have been met, submitted on a template attached as Annex No. 1 to the Bid Form; 3

1.2 the contractor relying on the expertise and experience, technical capacity, personnel capable of performing the contract or financial capacity of other entities, regardless of the legal nature of the relationship with them, is obliged to prove to the Contracting Authority that it will be in possession of the resources necessary to perform the contract, in particular by presenting a written declaration of those entities (performing part of the contract as subcontractors) in which they undertake to supply the Contractor with the necessary resources for the time of their usage to perform the contract. 2. In order to confirm that there are no grounds for exclusion of the contractor from the contract award procedure under circumstances referred to in Article 24 section 1 of the PPL Act, the contractor must enclose the following documents: 2.1 the contractor s declaration that there are no grounds for exclusion (submitted together with the declaration referred to in sub-article 6) 1.1 hereof); in case the bid is submitted by several entities, this requirement applies to each one of them; 2.2 if the contractor proving the compliance with the requirements referred to in Article 22 section 1 of the PPL Act relies on the resources of other entities in ways specified in Article 26 section 2b of the PPL Act, and those entities perform part of the contract (as subcontractors), the Contracting Authority will require the contractor to present the documents mentioned in sub-article 6) 2.1 of the SETCPP with respect to those entities. 3. Moreover, the bid must include the following documents and declarations: 3.1 a completed and signed Bid Form with annexes (filled in and completed or prepared in accordance with their content), containing some of the declarations confirming that the conditions specified herein have been met. Optionally, the contractor may attach the contents of the approved and signed contract template; 3.2 a detailed price calculation indicating both unit and total net price, the value(s) and amount(s) of the due VAT, as well as the unit and total gross value(s), calculated while taking into account the requirements and provisions of Article 12 of the SETCPP and annexes, including the contractor s professional experience; 3.3 the original(s) of the power(s) of attorney, a notarized copy or copy certified as conforming to the original by the persons granting the power of attorney, if the bid is to be signed by a proxy (required particularly when the bid is submitted by entities acting jointly [a consortium], and the bid is not signed by all members of the consortium); 3.5 the contractor s declaration that it is in possession of the gas and container certificates proving their cleanliness and suitability for medical uses and may present them upon request of the Contracting Authority; 4

3.6 in case the contractor envisages the employment of subcontractors, the bid must include an index with the scope of their duties (parts of the contract). 4. If, instead of one of the documents referred to in Article 6) (except for sub-article 6) 3.3) of the SETCPP, the contractor submits a copy, it shall certify that the copy conforms to the original. Each page of the document submitted as a copy must be confirmed as a true copy of the original. The Contracting Authority may request presentation of originals or notarized copies of documents only if the presented photocopies are illegible or raise doubts concerning their authenticity. A. If the contractors fail to submit declarations or documents of subjective or objective nature confirming that they have met the requirements for participation in the procedure within the indicated time limit, fail to submit powers of attorney, submit declarations and documents containing errors or submit faulty powers of attorney, the Contracting Authority will call them to submit the aforementioned documents within the set time limit, unless the contractor s bid is subject to rejection despite their timely submission or it is necessary to cancel the procedure. B. The declarations and documents submitted upon call of the Contracting Authority should confirm that the contractor meets the requirements for participation in the procedure and the offered devices meet the requirements specified by the Contracting Authority, no later than on the date on which the time limit for submitting bids elapses. 7) Information on methods of communication between the Contracting Authority and contractors, methods of submitting declarations and documents, and persons authorized to contact contractors. 1. It is allowed to communicate by registered mail, fax or electronic mail with a written return receipt in the form of e.g. a registered letter, however, the bid together with the required documents and declarations must be submitted in the form of a written original before the deadline referred to in Article 11) of the SETCPP. Address and contact person Małgorzata Jasek ul. Straszewskiego 25/9, 31-113 Kraków; Tel: +48 12 432 44 50; Email: m.jasek@uj.edu.pl Fax: +48 12 432 44 51; www.uj.edu.pl 2. Should the Contracting Authority or a contractor send any documents or piece of information by fax or email, each party should promptly acknowledge the receipt thereof upon request of the other party and send the aforementioned documents or piece of information in a written form of e.g. a registered letter. 3. Before the deadline for submitting bids, a contractor may turn to the Contracting Authority in writing to clarify the contents of the SETCPP and / or submit questions. 4. The Contracting Authority is obliged to provide explanation immediately, no later than: 4.1 2 days before the deadline for submitting bids where the procurement value is lower than the amounts specified in provisions issued on the basis of Article 11 section 8 of the PPL Act; 5

- on condition that the request to clarify the contents of the Specification of Essential Terms and Conditions of Public Procurement is submitted with the Contracting Authority no later than until the end of the date on which half of the time limit for submitting bids elapses. Should the request to clarify the contents of the SETCPP be received after the deadline for submitting requests or should it concern clarification that has already been provided, the Contracting Authority may provide clarification or leave the request without consideration. An extension of the time limit for submitting bids will not affect the running of the time limit for submitting requests. 5. The Contracting Authority will simultaneously pass the clarification to all the contractors who have received the SETCPP without disclosing the source of the inquiry, and if the Specification of Essential Terms and Conditions of Public Procurement is available on the website, the clarification will also be published there (http://przetargi.adm.uj.edu.pl/ogloszenia.php). 6. The Contracting Authority may call a meeting of all the contractors in order to clarify doubts related to the content of the SETCPP. In this event, the Contracting Authority will prepare an information sheet comprising all inquiries concerning the clarification of the SETCPP, submitted at the meeting, as well as the answers thereto, without disclosing the sources thereof. The information sheet prepared during the meeting will be promptly sent to the contractors who have received the SETCPP and if the SETCPP is available on the website, it will also be published there. 7. In justified cases, the Contracting Authority may modify the contents of the SETCPP before the deadline for submitting bids. All the contractors who have received the SETCPP should be promptly notified of such a modification, and if the SETCPP is available on the website, it will also be published there. 7.1 If in the open procedure an amendment to the contents of the SETCPP leads to an amendment of a contract notice, the Contracting Authority should: 7.1.1 publish a notification on the amendment to the contract notice in the Public Procurement Bulletin where the procurement value is lower than the amounts specified in provisions issued on the basis of Article 11 section 8 of the PPL Act ( EU thresholds ); 7.1.2 provide the Office for Official Publications of the European Communities with an electronic notification on additional information, information on incomplete tender process or clarification, in accordance with the form and procedure specified on the website, in the directive where the procurement value equals or exceeds the amounts specified in provisions issued on the basis of Article 11 section 8 of the PPL Act. 7.2 Subject to the exceptions provided for by the law, it is unacceptable to modify the contents of the SETCPP after the deadline for submitting requests to participate in a restricted procedure and in a negotiated procedure with prior 6

publication of a contract notice that lead to the amendment to the contract notice. 7.3 Should it prove necessary, as a consequence of the amendment to the SETCPP that does not lead to an amendment to the contract notice, to add an additional period of time to introduce changes to bids, the Contracting Authority should extend the time limit for submitting bids, notify the contractors who have received the SETCPP, and if the SETCPP is available on the website, also publish the notification there. 7.4 All the contractors who have received the SETCPP should be promptly notified of an extension of the lime limit for submitting bids. The Contracting Authority will also publish the notification on the website where the SETCPP is made available. 7.5 In case there are amendments to the contract notice featured in the Public Procurement Bulletin or published in the Official Journal of the European Union, the Contracting Authority will extend the time limit for submitting requests to participate in the procedure or the deadline for submitting bids by a period necessary to introduce changes in requests or bids, should it prove necessary. Nevertheless, if the amendment is essential, concerning in particular the purpose, value or scope of the procurement, bid evaluation criteria, requirements for tenderers or methods of assessment of compliance with the requirements, the Contracting Authority will extend the time limit for submitting requests to participate in the procedure or the deadline for submitting bids by a period of time necessary to introduce changes in requests or bids, however, in a process with a value equal to or exceeding the amounts specified in provisions issued on the basis of Article 11 section 8 of the PPL Act, the time limit for submitting: 7.5.1 bids will be no shorter than 22 days of the date on which the amendment to the notice is submitted to the Office for Official Publications of the European Communities in an open procedure; 7.5.2 requests to participate in the procedure will be no shorter than 30 days, and should an urgent need of contract award arise than 10 days of the date on which the amendment to the notice is submitted to the Office for Official Publications of the European Communities in a restricted procedure or in a negotiated procedure with prior publication of a contract notice. 7.6 Immediately upon publishing an amendment to the contract notice in the Public Procurement Bulletin or submitting it to the Office for Official Publications of the European Communities, the Contracting Authority will place the notification thereof at its premises and on the website. 8) Requirements concerning bid bond. 1. The Contracting Authority does not envisage the necessity for a bid bond. 7

9) Bid validity period. 1. The bid validity period is 30 days. 2. The contractor may, individually or on request of the Contracting Authority, extend the bid validity period, however the Contracting Authority may only once and no later than 3 days prior to the expiry of the bid validity period, ask the contractors for consent to an extension of this period by a definite period of time no longer than 60 days. 3. The bid validity period commences upon the deadline for submitting bids and opening of the bids. 10) Preparation of bids. 1. Each contractor may submit only one bid for the performance of the entire contract. 2. The bid should include a price for the performance of the entire contract, calculated subject to Article 12) of the SETCPP. 3. It is allowed that one bid is submitted by two or more entities, provided that such a joint bid complies with the following requirements: 3.1 the contractors acting jointly (a consortium) may appoint one of them as a proxy who represents the others in the procedure and is entitled to conclude a public procurement contract, and their authorization must be documented by a power of attorney signed by duly authorized representatives of all other contractors. 4. The bid and all the annexes thereto constituting its integral part must be prepared by the contractor in accordance with the provisions of the SETCPP. 5. The bid and all the annexes thereto constituting its integral part must be prepared in accordance with the contents of the Bid Form and annexes thereto, enclosed in this SETCPP. 6. The bid must include a complete set of documents and declarations as well as all information required pursuant to this SETCPP. 7. The bid must be in Polish or in English language, typed on a computer, typewritten or legibly handwritten. The technical and / or operational descriptions (brochures, prospectuses, manufacturer s portfolios, etc.) concerning the offer must be enclosed in Polish or in English. 8. It is recommended that each side of each sheet of the bid and annexes thereto be signed by a person (persons) duly authorized to make declarations of will for and on behalf of the contractor. A company stamp and name stamp of the contractor or a legible signature should also be placed at least on the Bid Form and annexes (declarations) thereto. The following persons are deemed to be legally authorized to make declarations of will for and on behalf of the contractors: 8.1 persons entered in commercial registers, registers of cooperatives, state-owned enterprises, foundations, associations, etc., kept by courts; 8.2 persons named in certificates of entry into business registers; 8

8.3 holders of adequate powers of attorney granted by the persons referred to above; in case the bid is signed by a proxy, the power of attorney must be attached thereto; 8.4 in case the bid is submitted by several contractors (a consortium), and is not signed by all partners or members of the consortium, the contractor is obliged to attach relevant powers of attorney granted by other partners or members of the consortium; 8.5 in case the registered office of a contractor is situated abroad, the persons deemed as authorized are those entered in documents issued by the state where the registered office or permanent residency of the contractor is established. 9. It is recommended that all sheets of the bid and annexes thereto be clearly numbered and bound together so as to prevent single sheets from slipping out. The contractor should also prepare and attach a table of contents of the bid. 10. Any correction or change to the wording of the bid must be signed by a person (persons) who signs (sign) the bid and bear a date. 11. All costs related to preparing and submitting the bid must be covered by the contractor. 11) Address, deadline for submitting bids and bid opening date. 1. All bids should be submitted to Biuro Zamówień Publicznych UJ (Public Procurement Office of the Jagiellonian University), ul. Straszewskiego 25/9, 31-113 Kraków, IV p. (4th floor), until 10:00 am on 10 August 2010. 2. Any bid received after the deadline for submitting bids will be returned unopened to the tenderer. 3. The contractor should place the bid in an envelope addressed to the Contracting Authority at the address specified in sub-article 11) 1 of the SETCPP, sign it in the following way: Bid for the purchase and delivery of Isotope XE 129 (40 litres of Xe gas) for the NLQT project; do not open before 10 August 2010, 10:05 am, and affix the contractor s address stamp. 4. The contractor may modify or withdraw its bid once it is submitted, provided that the Contracting Authority receives a written notification of the modification or withdrawal prior to the deadline for submitting bids. 5. The contractor may not withdraw or modify the bid after the deadline for submitting bids. 6. The opening of bids is open and will take place on 10 August 2010 at 10:05 am at Biuro Zamówień Publicznych UJ (Public Procurement Office of the Jagiellonian University), ul. Straszewskiego 25/9, 31-113 Kraków, IV p. (4th floor). 7. Immediately before the opening of bids, the Contracting Authority will announce the total funds it is planning to use to finance the public procurement. 8. During the opening of bids, the Contracting Authority will announce the names (companies) and addresses of contractors, as well as the information concerning the price, deadline for contract performance and terms of payment in particular bids. 9

9. The information referred to in sub-articles 11) 7 and 8 will be promptly made available to the contractors who are absent at the opening of bids, upon their requests. 10. Whilst examining and evaluating the bids, the Contracting Authority may request clarifications concerning the contents of the submitted bids from the contractors. 11. The Contracting Authority will correct any obvious misprints and computational errors in the bids, taking into account the computational consequences of introduced corrections as well as other mistakes consisting in discrepancies with the SETCPP and not causing any essential changes to the contents of the bid, and will promptly notify the contractor whose bid is corrected of the fact. 12. The Contracting Authority will exclude the contractor should any of the circumstances provided for in Article 24 section 1 and 2 of the PPL Act occur. 13. The Contracting Authority will reject the bid should any of the circumstances provided for in Article 89 section 1 (1 8) of the PPL Act occur. 14. The Contracting Authority will cancel the contract award procedure should any of the circumstances provided for in Article 93 section 1 (1 7) of the PPL Act occur. 15. The Contracting Authority will simultaneously notify all the contractors of the exclusion of contractors, bid rejection, contract award procedure cancellation or of selection of the most advantageous bid, always specifying the factual and legal grounds for its decision. 16. Immediately upon the selection of the most advantageous bid, the Contracting Authority should place the information referred to in sub-articles 11) 14 and 15 hereof on the website and in a publicly accessible place on its premises. 12) Price calculation method. 1. The contractor must present a price for the performance of the entire contract expressed in PLN, EUR or USD, indicating both unit and total net price, the value(s) and amount(s) of the due VAT, as well as the unit and total gross value(s), in the form of individual price calculation taking into account the requirements and provisions of this SETCPP and annexes hereto, including the contractor s professional experience and all costs related to contract performance (including the delivery cost), taxes, rebates and discounts, etc. that the contractor intends to grant. 2. The total price resulting from the contractor s individual calculation should be equal to the price named by the contractor in the Bid Form for the performance of the entire contract. 3. The Contracting Authority does not envisage any prepayments or advances to perform the contract. The payment will be effected in accordance with Article 4 section 2 of the contract template and with the contractor s bid. 4. The Contracting Authority does not envisage bid price indexation. The calculated price will be the price for the performance of the entire contract. 5. In case the offered devices are subject to other VAT rate than 22 per cent, the contractor should submit relevant documentation and certificates confirming the legality of such a solution together with the bid. 10

6. In case the bid is submitted by a contractor who is not obliged to pay VAT or is exempt from it, the Contracting Authority, while comparing bids, will add the amount of the relevant tax to the price of the devices offered by the aforementioned contractor. In such an event the tax will be covered by the Contracting Authority. 7. In case the bid is submitted in currency other than PLN, while comparing the bids, the Contracting Authority will convert the bid price according to an average exchange rate of the National Bank of Poland as of the date of the opening of bids. 13) Criteria to be followed by the Contracting Authority while selecting the most advantageous bid, the weightings of those criteria and bid evaluation method. 1. The Contracting Authority will select the most advantageous bid from among the bids submitted in the procedure (meaning contractors who have not been excluded and bids that have not been rejected), based on the evaluation criteria described in the SETCPP: 2. Bid evaluation criteria and their weightings: 2.1 Gross price for the performance of the contract 100%; 3. Points awarded for the criterion gross price for the performance of the contract will be calculated according to the following formula: C = (C naj : C o ) x 10 where C the number of points awarded to a given bid; C naj the lowest price among the valid bids; C o the price named by the contractor whose score is being calculated. The maximum number of points to be awarded to the contractor for this criterion by each member of the tender board is 10. 4. Once the bid is evaluated, the points awarded by each member of the tender board will be summed up and then multiplied by the weighting of the criterion. 5. The number of points obtained in this way for the criterion will constitute the final score of a given bid. 6. All scores will be calculated to two decimal places. 7. The bid with the highest number of points will be deemed as the most advantageous. 14) Information on formalities to be completed once the bid is selected in order to conclude a public procurement contract. 1. Where the procurement value is lower than the amounts specified in provisions issued on the basis of Article 11 section 8 of the PPL Act, the Contracting Authority should conclude a public procurement contract no earlier than within 5 days of the date on which the notification of selecting the most advantageous bid is sent, if the aforementioned notification is sent by fax or email, and within 10 days if sent by other means. 2. The Contracting Authority may conclude a public procurement contract before the deadline referred to in sub-article 14) 1 hereof if the circumstances specified in Article 94 section 2 of the PPL Act occur, and particularly if only one bid was submitted in the open procedure. 11

3. If the Contractor whose bid was selected evades signing the public procurement contract, the Contracting Authority may select the most advantageous of the remaining bids without their re-evaluation, unless the circumstances referred to in Article 93 section 1 of the PPL Act occur. 4. Prior to the contract being signed the Contractor should submit upon request of the Contracting Authority: 1.1 a valid copy of a document confirming that the Contractor is entitled to participate in legal transactions, namely an excerpt from a relevant register or a certificate of entry into the business register, unless such a document has already been submitted with the bid (in case the bid is submitted by several entities acting jointly, this requirement applies to each one of them). 15) Requirements concerning due performance bond. 1. The Contracting Authority does not envisage the necessity for the bond for the due performance of the contract. 16) Contract (Template). 12

CONTRACT (TEMPLATE) NO. CRZP/UJ/382/2010 concluded on... 2010 in Krakow by and between: The Jagiellonian University with a registered office in Krakow, ul. Gołębia 24, represented by: 1. NLTK Project Coordinator prof. dr hab. Jarosław Koperski, 2. The Bursar / Deputy Bursar (Accounting Officer) of the Jagiellonian University..., hereinafter referred to as the Contracting Authority, of the first part and... company with a registered office in..., postcode:..., at..., entered in the... under number..., tax identification number [Polish: NIP]:..., national business registry number [Polish: REGON]:..., represented by: 1...., hereinafter referred to as the Contractor, of the other part. As a result of an open tender procedure conducted pursuant to Article 39 of the Act of 29 January 2004 on public procurement law (Dz. U. of 2004, No. 19, item 177 as amended; consolidated text: Dz. U. of 2007, No. 223, item 1655 and of 2008, No. 171, item 1058 as amended), the following contract has been concluded: 1 1. The subject matter of the contract is the purchase and delivery of Isotope Xe 129 (40 litres of Xe gas) with technical specifications described in the Contractor s bid of... for the National Laboratory for Quantum Technologies (NLQT) project run by the Jagiellonian University. 2. The subject matter of the contract shall be delivered to the premises of the recipient and user of the Device: NLTK, Zakład Optyki Atomowej, Instytut Fizyki UJ, ul. Reymonta 4, 30-059 Kraków. The person responsible for the acceptance and supervision on behalf of the Contracting Authority shall be dr Tadeusz Pałasz (Tel: +48 12 663 57 25) or other person indicated by the Contracting Authority to the Contractor in writing. 3. The subject matter of the contract is part of a project co-financed by the European Union within the European Regional Development Fund, Innovative Economy Operational Programme for the years 2007 2013, Priority Axis 2. R&D Infrastructure, Measure 2.2. Support for development of research infrastructure of scientific entities (POIG.02.02.00-00-003/08 the subject matter of the contract was entered as item 77 in the schedule of works and expenditures of the project). 4. The Contracting Authority commissions and the Contractor undertakes to perform all necessary activities to deliver the contract with relation to the subject matter specified in section 1. 13

5. The Contractor declares that it is in possession of the gas and container certificates proving their cleanliness and suitability for medical uses and may present them to the Contracting Authority upon request. 6. The tender documentation, particularly the SETCPP with annexes thereto and the Contractor s bid, shall be an integral part of this contract. 7. The Contractor undertakes to deliver the contract no later than... weeks ( days) of the contract award date, meaning the date on which the contract is signed. 2 1. The Contractor declares that it has adequate expertise, experience and resources to perform the contract. 2. The Contractor declares that it is insured against civil liability within the scope of the conducted business and is in possession of a valid civil liability insurance policy. 3 1. The amount of the Contractor s remuneration for contract performance shall be calculated on the basis of the Contractor s bid. 2. The remuneration for contract performance shall be net... (in words:..., 00/100) 1, plus VAT (...%) which amounts to the gross remuneration of.... (in words:..., 00/100). 3. In case the Contractor is registered outside of the Republic of Poland, the output 22% VAT of the contractual price shall be paid by the Contracting Authority to the bank account of the relevant tax office. 4. The Contracting Authority is a VAT payer and its NIP (tax identification number) is PL 675-000-22-36. 5. The Contractor is a VAT payer and its NIP (tax identification number) is.... 4 1. The Contractor shall receive the remuneration specified in Article 3 hereof once the contract is delivered, which shall be confirmed by acceptance protocol and submitting an invoice at the premises of the recipient and user of the Device NLTK, Zakład Optyki Atomowej, Instytut Fizyki UJ, ul. Reymonta 4, 30-059 Kraków. The invoice shall be issued and delivered no later than on the date on which the public procurement is delivered. 2. The invoice for the performed and delivered contract shall be paid within 30 days of the date on which the subject matter of the contract is accepted without reservation, which shall be confirmed by acceptance protocol and submitting a VAT invoice at the premises indicated in section 1 of this Article. 3. The remuneration that is due to the Contractor shall be transferred from the Contracting Authority`s bank account to the Contractor`s bank account indicated in the invoice. 1 PLN, EUR or USD, depending on the currency of the bid 14

5 1. The Contractor undertakes to perform the contract with no defects or faults. 6 The Parties reserve the right to contractual penalties for failure to comply with the present contract or inadequate fulfilment of the obligations hereunder. 7 1. The Contractor shall pay the Contracting Authority a contractual penalty in the following cases: a) withdrawing from or terminating the contract owing to circumstances not attributable to the Contracting Authority amounting to 10 per cent of the gross value of the unfulfilled part of the contract; b) failing to perform the contract in a timely fashion 0.5 per cent of the gross value of the procurement for each day of delay; c) failing to remove the defects of the subject matter of the contract 0.5 per cent of the gross value of the procurement for each day of delay, counting from the date following the deadline for defect removal agreed on by the Parties. 2. The Contracting Authority reserves the right to deduct possible contractual penalties from the due invoice. 8 1. Both the Contracting Authority and the Contractor may withdraw from the contract with immediate effect or terminate the contract with seven days notice where one of the Parties commits a fundamental breach of the provisions of the contract, causing the loss of substantial benefits that the Parties shall achieve due to the contract. 2. The Contracting Authority may withdraw from the contract in the following circumstances: a) the initiation of bankruptcy proceedings against the Contractor; b) the initiation of liquidation proceedings against the Contractor. c) the Contractor performs the contract in a faulty fashion, delivers faulty elements and fails to observe the instructions from the Contracting Authority concerning the corrections and changes to the methods of work within the deadline set by the Contracting Authority. 3. In case the Parties withdraw from the Contract or terminate it due to reasons attributable to one of the Parties, the Party at fault shall be obliged to pay a contractual penalty amounting to 10% of the gross contractual remuneration, Article 7 section 1 (a) hereof notwithstanding. 4. If the penalty does not cover the loss suffered, the Parties may claim additional compensation. 5. The claim for contractual penalties shall become due from the date on which the grounds for contractual penalties specified herein occur. 6. The Contractor shall not be entitled to compensation if the Contracting Authority withdraws from the contract due to the Contractor s fault. 15

7. In case of withdrawal from the Contract or termination thereof, the Parties shall retain the right to contractual penalties. 9 1. The Contracting Authority envisages the possibility for amendments to the concluded contract with respect to the contents of the bid submitted for the procedure, while retaining the price, in the following matters: a. a change to the deadline of public procurement due to reasons attributable to the Contracting Authority, related in particular to improper preparation / hand-over of the site of works / delivery, as well as due to other reasons beyond the control of the Parties, caused by the so-called force majeure (fire, flood, etc.); b. an improvement of quality or other parameters characteristic for a given element covered by the subject matter of the contract, changing the technology to an equivalent or better one, increasing the efficiency of the devices and safety in case of ceasing the supply or ending the production of the delivered product or its elements; c. an update of the applied project solutions due to the technological progress or change to applicable regulations; d. a replacement of key personnel members of the Contracting Authority or Contractor (persons authorized to represent the Parties in matters related to the delivery of the public procurement) due to fortuitous events, health or other reasons; e. a replacement of a subcontractor (if envisaged for the performance of the contract) due to fortuitous events or other reasons beneficial for the Contracting Authority; f. a change to the VAT rate with respect to the entire public procurement in case of an amendment to the Act on value added tax and excise duty. 10 1. For the purpose of this Contract, force majeure means an external event of an extraordinary character that could not have been foreseen or prevented. 2. If due to force majeure either Party is unable to perform its contractual obligations in full or in part, then such a Party shall promptly notify the other Party of this fact. In such an event, the Parties shall agree on the manner and conditions of further performance of the contract or the contract may be terminated. 11 1. Any declarations of the Parties to the contract shall be null and void unless submitted in writing by registered mail or with a return receipt. 2. In case one or more provisions of this contract shall be held invalid, the validity of the entire contract shall not be affected thereby. In such an event, the Parties shall replace the invalid provision with a provision consistent with the aim and the remainder of the contract. 12 16

Neither Party shall be entitled to transfer its rights and obligations under this contract without prior consent of the other Party, which shall be null and void unless made in writing. 13 1. To all matters not settled herein the provisions of the Act on public procurement law and of the Act of 23 April 1964 Civil Code (Dz. U. of 1964, No. 16, item 93 as amended) shall apply. 2. In order to be effective, any amendment or supplement to this contract shall require prior written consent of the Parties. 14 Any disputes resulting from this contract shall be subject to the jurisdiction of the court in Krakow. 15 This contract shall be executed in two (2) counterparts, one (1) for each of the Parties. The Purchaser The Contractor...... In... on... 2010 I hereby accept the contract template... (stamp and signature of a person authorized to make declarations of will for and on behalf of the Contractor) 17

17) Information on legal remedies to which contractors should be entitled during contract award procedure. 1. Legal remedies are available to contractors and tenderers, as well as other entities having a legal interest in winning a given contract and have suffered or may suffer a loss due to the breach of the law committed by the Contracting Authority. 2. With respect to the contract notice and specification of essential terms and conditions of public procurement, legal remedies are also available to organizations entered on the list kept by the Public Procurement Officer. 2.1 Appeal: 2.1.1 The right to appeal should be available solely against the breach of the law committed by the Contracting Authority during contract award procedure or failure to fulfill the Contracting Authority s obligation under the law; a. Where the procurement value is lower than the amounts specified in provisions issued on the basis of Article 11 section 8 of the PPL Act, the appeal should be available solely with respect to: 1) a negotiated procedure without prior publication of a contract notice, sole-source contract or request for quote; 2) description of the assessment of compliance with tender requirements; 3) exclusion of the Appellant from the contract award procedure; 4) rejection of a bid of the Appellant; b. An appeal should name an action or omission of the Contracting Authority that allegedly has been in breach of the law, contain a concise presentation of charges, specify the claim, and indicate the factual and legal circumstances justifying the appeal; c. An appeal should be submitted to the Chief Officer of the National Chamber of Appeal (Krajowa Izba Odwoławcza, ul. Postępu 17a, 02-676 Warszawa) in written or electronic form with a secure electronic signature verifiable by means of a valid qualified certificate. The appeal registration fee must be paid no later than on the date of the deadline for appeal, and a relevant receipt must be enclosed with the appeal; d. The Appellant should send a copy of its appeal to the Contracting Authority before the deadline for appeal in such a manner that it enables the Contracting Authority to examine the appeal before that deadline. The Contracting Authority is deemed to be able to examine the appeal before the deadline for lodging it if the copy is sent before the deadline for lodging an appeal by one of the means specified in Article 27 section 2 of the PPL Act, meaning by fax or email; e. An appeal may be lodged within a deadline set forth in Article 182 of the PPL Act; 18

f. The Contracting Authority must immediately, no later than 2 days of the date on which it receives an appeal, send a copy of the appeal to other contractors participating in the contract award procedure, and should the appeal be related to the contents of the contract notice or provisions of the specification of essential terms and conditions of public procurement, the Contracting Authority must also publish it on the website where the contract notice or SETCPP is made available, calling the contractors to participate in the appeal; g. A contractor may declare participation in the appeal within 3 days of the date on which it receives the copy of the appeal, indicating the party it supports and interest in obtaining a decision in favour of this supported party. The declaration should be submitted with the Chief Officer of the National Chamber of Appeal in written or electronic form with a secure electronic signature verifiable by means of a valid qualified certificate. The copy thereof should be sent to the Contracting Authority and to the contractor who lodged the appeal; h. The contractors who enter the appeal process become the participants of the appeal process if they have an interest in obtaining a decision in favour of one of the parties; i. Following this, neither the Appellant nor the contractor called in pursuant to sub-article 17) 2.1.7 of this SETCPP should have the right to legal remedies against the Contracting Authority s actions executed in accordance with the decision of the Chamber or court, or on the basis of Article 186 section 2 and 3 of the PPL Act; j. To appeal process the applicable provisions of the Act of 17 November 1964 Civil Code (Dz. U. No. 43, item 296 as amended) on arbitration court shall apply, unless the PPL Act provides otherwise. b. Notification: 2.2.1. Within the time limit for appeal, a contractor or tenderer may notify the Contracting Authority of its breach of the law or failure to fulfill its obligation under the law that are not subject to appeal pursuant to Article 180 section 2 of the PPL Act; 2.2.2. If the notification is deemed justified, the Contracting Authority will repeat the action in breach or perform the action omitted, informing the contractors of that fact in a relevant fashion provided for by the law; 2.2.3. An appeal should not be available with respect to the action indicated in the sub-article above subject to Article 180 section 2 of the PPL Act. c. Objection: 2.3.1 The Contracting Authority or Appellant may object to a contractor entering the appeal process no later than until the commencement of the proceedings. The Chamber should sustain an objection if the person 19

who lodges it proves it probable that the contractor has no legal interest in a decision in favour of the party which it supports; otherwise the Chamber will dismiss the objection. The Chamber may decide whether to sustain or dismiss the objection at a closed session. The decision is not subject to a complaint. 2.4 Complaint: 2.4.1 The parties and participants of the appeal process have the right to complain to court against the decision of the Chamber. To the proceedings resulting from a complaint the provisions of the Act of 17 November 1964 Civil Code on appeal should apply, unless the PPL Act provides otherwise; 2.4.2 A complaint should be submitted to the district court having jurisdiction over the registered office or place of residence of the Contracting Authority through the Chief Officer of the National Chamber of Appeal within 7 days of the date on which the decision of the Chamber is served and, at the same time, its copy should be sent to the opponent party to the complaint. A complaint deposited at a public post office is deemed effective. A complaint is subject to a fee; 2.4.3 A complaint should meet the requirements provided for lawsuit documents and contain the designation of the decision in question, quote of claims, concise justification thereof, identification of evidence and a request to revoke or change the decision in full or in part. The proceedings resulting from a complaint do not allow for the extension of the appeal claim or filing new claims. 2.5 The Contracting Authority informs that the detailed regulations concerning legal remedies are contained in section VI of the PPL Act, meaning Articles 179 198. 18) Description of part of public procurement if the Contracting Authority allows for partial bids. 1. The Contracting Authority does not allow for partial bids. 19) The Contracting Authority does not envisage a framework agreement. 20) Information on envisaged supplementary contracts referred to in Article 67 item 1 (6, 7) or in Article 134 item 6 (3) of the PPL. 1. The Contracting Authority envisages the possibility of awarding supplementary contracts up to 8 litres of Xe gas which is the purpose of this procurement. 21) Method of presenting variant buds and minimum requirements they must meet if the Contracting Authority allows for such bids. 1. The Contracting Authority does not allow for variant bids. 22) Email or website of the Contracting Authority due to the fact that it is allowed to communicate by electronic mail. 1. m.jasek@uj.edu.pl, bzp@uj.edu.pl, www.uj.edu.pl 20