Special Terms and Conditions

For

Repair, Maintenance, and Installation of Plant/ Systems/Equipments

1. Agreement Overview

This Agreement represents a Special Terms and Conditions (STC) and Service Level Agreement (SLA) between the Buyer and Service provider. The purpose of this agreement is to facilitate rendering of Repair, Maintenance and Installation of Plant/ Systems/Equipments Service at Buyer’s premises or any other premises designated by buyer. This Agreement outlines the scope of work, obligations of both buyer and service provider, special terms and conditions related to service delivery and payment of services for mutual understanding of the stakeholders. The Agreement remains valid till completion of scope of services or end of contractual duration (whichever is earlier) unless either superseded by a revised agreement mutually endorsed by the stakeholders or terminated by either of the parties thereof.

The Services contracts placed through GeM shall be governed by following set of Terms and Conditions:

1. 1. General terms and conditions for Services;
   2. Service Specific STC of the Services contracts shall include the service level agreement (SLA) for the service;
   3. BID / Reverse Auction specific ATC.

The above terms and conditions are in reverse order of precedence i.e. ATC supersedes Service specific STC which supersede GTC, whenever there are any conflicting provisions. The above set of terms and conditions along with scope of work and service level agreement as enumerated in the document shall be construed to be part of the Contract between Buyer and Service Provider.

2. Objectives and Goals

The objective of this agreement is to ensure that all the commitments and obligations are in place to ensure consistent delivery of services to buyer by service provider. The goals of this agreement are to:

1. 1. Provide clear reference to service ownership, accountability, roles and responsibilities of both parties.
   2. Present a clear, concise and measurable description of services offered to the buyer.
   3. Establish terms and conditions for all the involved stakeholders, it also includes the actions to be taken in case of failure to comply with conditions specified.
   4. To ensure that both the parties understand the consequences in case of termination of services due to any of the stated reasons.

The agreement will act as a reference document that both the parties have understood the above-mentioned terms and conditions and have agreed to comply by the same. The agreement can also be revised/ modified on mutual consent of the stakeholders.

3. Parties to Agreement

The main stakeholders associated with this agreement are below-

1. Buyer: Buyer is responsible to provide clear instructions, approvals and timely payments for the services availed
2. Service Provider: Service provider is responsible to provide all the required services in timely manner. Service provider may also include seller, any authorized agents, assignees, successors and nominees as described in the agreement.

The responsibilities and obligations of the stakeholders have been outlined in this document. The document also encompasses service level/ deductions in case of non-adherence to the defined terms and conditions. It is assumed that all stakeholders have read and understood the same before signing the document.

4. Scope of Services

Repair, Maintenance and Installation of Plant/ Systems/Equipments Service can be used for repair and maintenance of product/equipment/ machinery/system etc. Considering the wide range of domain and specifications required for providing the same service, buyers has been provided with a provision to upload the SoW as per their specific requirements.

The scope of services will be defined by the Buyer while creating bid and that will become part of bid and contract documents.

5. Terms and Conditions

Terms and Conditions, Buyer’s and Service Provider’s obligations of this Service will be attached by the Buyer during Bid creation and that will become the part of the Contracts.

6. Payment Terms and Conditions

6.1 Payment shall be made once the Service Provider submits the invoice online on GeM along with other relevant documents and after generation of Service Delivery Acceptance Certificate (SDAC) by consignee for the submitted invoice.

6.2 All deductions (if applicable) will be accounted/deducted during SDAC generation before making the payments. Payment will be made through bank transfer only and in no circumstance cash/ cheque payment will be made.

6.3 Incidental/ Unforeseen Expenses (if applicable) – It is possible that in Repair, Maintenance, and Installation of Plant/ Systems/Equipments Service, a situation may arise wherein the actual supplies or services may vary from the estimated scope of work indicated in the bid/contract due to unforeseen reasons. The payment for such extra repair/overhauling services will have to be mutually agreed between the Buyer and the Service Provider. The Buyer shall take the approval of the competent authority before authorizing the Service Provider to take up such extra work. The quantum of variation should not exceed 10% of the contract value. The additional payment for the extra work shall also be made through online invoicing on GeM mentioning the applicable reasons.

7. Deductions / LD

Deductions and LD will be defined by the Buyer while creating the bid and that will become part of the bid and contract documents.

8. Amendment to contract

During service delivery period some conditions may occur when the Buyer and/ or Service Provider may require to amend the Contract, some of such conditions may be as followed-        

8.1 Amendment of the Contract after event of Force Majeure: A Force Majeure (FM) means extraordinary events or circumstance beyond human control such as an event described as an act of God (like a natural calamity) or events such as a war, strike, riots, crimes (but not including negligence or wrongdoing, predictable/seasonal rain and any other events specifically excluded in the clause).In case of occurrence of such event which has affected either party directly to perform the agreed services, the contract can be amended. However, cause, evidence and nature of such effect shall be notified to the other party.

8.2 Amendment in statutory variations: All statutory variations leading to increase in the cost of the contract will be debited to the buyer accounts.

9. Termination of contract

The Agreement shall be come to an end either on completion of the Contract Period or shall be terminated for the following reasons:

9.1 Mutual consent: The contract may be terminated based on mutual consent in case the services are no longer required. Termination based on mutual consent will not attract any penalties or shall not be liable for any extra payments other than payment of invoices raised till the time of termination including notice period.

9.2 Breach of contractual obligations: The Buyer shall have the right to terminate the Contract effective immediately by giving written notice to the Service Provider if, the Service Provider breaches a material provision of this Contract where that breach is not capable of remedy; or if the Service Provider breaches any provision of this Contract and fails to remedy the breach within 14 days after receiving notice requiring it to do so.

9.3 Breach of SLAs: The contract may also be terminated by the Buyer if i) the cumulative penalties rise to 10% of the contract value

However, termination of this Contract shall not affect any accrued rights or remedies of either party.

10. Service Formula

Total Contract Value = Lumpsum price for Repair and Maintenance work as per Buyer's Requirement + Cost of Spare/Consumables/Items related to Incidental/ Unforeseen Expenses (if applicable) (in Rs.)

**********************************************End Of Document*************************************************