Common use of LONG TERM AGREEMENT Clause in Contracts

LONG TERM AGREEMENT. If the Contractor is engaged by UNDP on the basis of a long-term agreement (“LTA”) as indicated in the Face Sheet of this Contract, the following conditions shall apply: 3.1 UNDP does not warrant that any quantity of Goods and/or Services shall be ordered during the term of the LTA. 3.2 Any UNDP business unit, including, but not limited to, a Headquarters unit, a Country Office or a Regional Centre, as well as any United Nations entity, may benefit from the retainer and order Goods and/or Services from the Contractor hereunder. 3.3 The Contractor shall provide the Services and/or deliver the Goods, as and when requested by UNDP and reflected in a Purchase Order, which shall be subject to the terms and conditions stipulated in this Contract. For the avoidance of doubt, UNDP shall acquire no legal obligations towards the Contractor unless and until a Purchase Order is issued. 3.4 The Goods and/or Services shall be at the Discount Prices annexed hereto. The prices shall remain in effect for a period of three years from the Starting Date stated in the Face Sheet of this Contract. 3.5 In the event of any advantageous technical changes and/or downward pricing of the Goods and/or Services during the term of the retainer, the Contractor shall notify UNDP immediately. UNDP shall consider the impact of any such event and may request an amendment to the retainer. 3.6 The Contractor shall report semi-annually to UNDP on the Goods delivered and/or Services provided, unless otherwise specified in the Contract. Each report should be submitted to the UNDP Contact Person indicated in as indicated in the Face Sheet hereto, as well as to a UNDP business unit that has placed a Purchase Order for the Goods and/or Services during the reporting period. 3.7 The LTA shall remain in force for the maximum period of two years and may be extended by UNDP for one additional year by mutual agreement of the Parties.

LONG TERM AGREEMENT. If the Contractor is engaged by UNDP on the basis of a long-term agreement (“LTA”) as indicated in the Face Sheet of this Contract, the following conditions shall apply: 3.1 UNDP does not warrant that any quantity of Goods and/or Services shall be ordered during the term of the LTA. 3.2 Any UNDP business unit, including, but not limited to, a Headquarters unit, a Country Office or a Regional Centre, as well as any United Nations entity, may benefit from the retainer and order Goods and/or Services from the Contractor hereunder. 3.3 The Contractor shall provide the Services and/or deliver the GoodsServices, as and when requested by UNDP and reflected in a Purchase Orderpurchase order, which shall be subject to the terms and conditions stipulated in this Contract. For the avoidance of doubt, UNDP shall acquire no legal obligations towards the Contractor unless and until a Purchase Order purchase order is issued. 3.4 The Goods and/or Services shall be at the Discount Prices annexed hereto. The prices shall remain in effect for a period of three years from the Starting Date stated in the Face Sheet of this Contract. 3.5 In the event of any advantageous technical changes and/or downward pricing of the Goods and/or Services during the term of the retainer, the Contractor shall notify UNDP immediately. UNDP shall consider the impact of any such event and may request an amendment to the retainer. 3.6 The Contractor shall report semi-annually to UNDP on the Goods delivered and/or Services provided, unless otherwise specified in the Contract. Each report should be submitted to the UNDP Contact Person indicated in as indicated in the Face Sheet hereto, as well as to a UNDP business unit that has placed a Purchase Order purchase order for the Goods and/or Services during the reporting period. 3.7 The LTA shall remain in force for the maximum period of two years and may be extended by UNDP for one additional year by mutual agreement of the Parties.

LONG TERM AGREEMENT. If the Contractor is engaged by UNDP on the basis of a long-term agreement (“LTA”LTA ) as indicated in the Face Sheet of this Contract, the following conditions shall apply: 3.1 UNDP does not warrant that any quantity of Goods and/or Services shall be ordered during the term of the LTA. 3.2 Any UNDP business unit, including, but not limited to, a Headquarters unit, a Country Office or a Regional Centre, as well as any United Nations entity, may benefit from the retainer and order Goods and/or Services from the Contractor hereunder. 3.3 The Contractor shall provide the Services and/or deliver the Goods, as and when requested by UNDP and reflected in a Purchase Order, which shall be subject to the terms and conditions stipulated in this Contract. For the avoidance of doubt, UNDP shall acquire no legal obligations towards the Contractor unless and until a Purchase Order is issued. 3.4 The Goods and/or Services shall be at the Discount Prices annexed hereto. The prices shall remain in effect for a period of three years from the Starting Date stated in the Face Sheet of this Contract. 3.5 In the event of any advantageous technical changes and/or downward pricing of the Goods and/or Services during the term of the retainer, the Contractor shall notify UNDP immediately. UNDP shall consider the impact of any such event and may request an amendment to the retainer. 3.6 The Contractor shall report semi-annually to UNDP on the Goods delivered and/or Services provided, unless otherwise specified in the Contract. Each report should be submitted to the UNDP Contact Person indicated in as indicated in the Face Sheet hereto, as well as to a UNDP business unit that has placed a Purchase Order for the Goods and/or Services during the reporting period. 3.7 The LTA shall remain in force for the maximum period of two years and may be extended by UNDP for one additional year by mutual agreement of the Parties.

LONG TERM AGREEMENT. If the Contractor is engaged by UNDP on the basis of a long-term agreement (“LTA”) as indicated in the Face Sheet of this Contract, the following conditions shall apply: 3.1 : UNDP does not warrant that any quantity of Goods and/or Services shall be ordered during the term of the LTA. 3.2 . Any UNDP business unit, including, but not limited to, a Headquarters unit, a Country Office or a Regional Centre, as well as any United Nations entity, may benefit from the retainer and order Goods and/or Services from the Contractor hereunder. 3.3 . The Contractor shall provide the Services and/or deliver the Goods, as and when requested by UNDP and reflected in a Purchase Order, which shall be subject to the terms and conditions stipulated in this Contract. For the avoidance of doubt, UNDP shall acquire no legal obligations towards the Contractor unless and until a Purchase Order is issued. 3.4 . The Goods and/or Services shall be at the Discount Prices annexed hereto. The prices shall remain in effect for a period of three years from the Starting Date stated in the Face Sheet of this Contract. 3.5 . In the event of any advantageous technical changes and/or downward pricing of the Goods and/or Services during the term of the retainer, the Contractor shall notify UNDP immediately. UNDP shall consider the impact of any such event and may request an amendment to the retainer. 3.6 . The Contractor shall report semi-annually to UNDP on the Goods delivered and/or Services provided, unless otherwise specified in the Contract. Each report should be submitted to the UNDP Contact Person indicated in as indicated in the Face Sheet hereto, as well as to a UNDP business unit that has placed a Purchase Order for the Goods and/or Services during the reporting period. 3.7 . The LTA shall remain in force for the maximum period of two years and may be extended by UNDP for one additional year by mutual agreement of the Parties.

LONG TERM AGREEMENT. If UNDP at its own discretion may wish to enter into a non-binding Long Term Agreement (LTA) as a result of this procurement process under the following conditions: 1. The Supplier/Contractor is engaged shall provide the types of services, goods and/or deliverables, quoted in this bidding process as and when negotiated by UNDP on the basis of which shall be reflected in a longnon-term agreement (“LTA”) as indicated binding Long Term Agreement in the Face Sheet form attached hereto as the “Model Long Term Long Term Agreement for the Provision of this Contract, Goods and/or Services to The United Nations Development Programme”. 2. Such Services and/or goods shall be at negotiated prices listed the following conditions Price Schedule and/or Bill of Quantities as applicable. The prices shall apply:remain in effect for a period of one/two years from entry into effect of the Long Term Agreement 3.1 3. UNDP does not warrant that any quantity of Goods and/or Services shall will be ordered purchased during the term of the LTA. 3.2 Any UNDP business unit, including, but not limited to, a Headquarters unit, a Country Office or a Regional Centre, as well as any United Nations entity, may benefit from the retainer and order Goods and/or Services from the Contractor hereunder. 3.3 The Contractor shall provide the Services and/or deliver the Goods, as and when requested by UNDP and reflected in a Purchase Orderthis arrangement, which shall be subject to the terms and conditions stipulated in this Contract. For the avoidance of doubt, UNDP shall acquire no legal obligations towards the Contractor unless and until a Purchase Order is issuedfor two years. 3.4 The Goods and/or Services shall be at the Discount Prices annexed hereto4. The prices shall remain in effect for a period of three years from the Starting Date stated in the Face Sheet of this Contract. 3.5 In the event of any advantageous technical changes and/or downward pricing of the Goods and/or Services during the term duration of the retainerthis Agreement, the Supplier/Contractor shall notify UNDP immediately. UNDP shall consider the impact of any such event and may request an amendment to the retainerLong Term Agreement. 3.6 " 1BANNEX II - BID DATA SHEET The Contractor following specific data for the goods and services to be procured shall report semi-annually to UNDP on complement, supplement or amend the Goods delivered and/or Services provided, unless otherwise specified provisions in the ContractInstructions to Bidders. Each report should Whenever there is a conflict, the provisions herein shall prevail. Requests for additional nformation (clause 5) Must be submitted to received by 25 April 2010 Language of the UNDP Contact Person indicated in as indicated Bid: (clause 7) English, including supporting documents. Documents Comprising the Bid:: (clause 8) The following must be included in the Face Sheet heretoBid submission: Bid (submitted in 1 original and 2 copies of the Bid and two copies of any descriptive literature and supporting documentation) The original and copies of the bid shall include the following documentation, as well as contained in a binder, each part separated by dividers and following the order specified. For items A, B, C you are required to a UNDP business unit that has placed a Purchase Order for use the Goods and/or Services during the reporting period. 3.7 dedicated schedules contained in this ITB. The LTA bid submission shall remain in force for the maximum period Contain items A, B and C: A. Cover letter (optional); B. HAnnex V: Bid Submission FormH must Fully completed and duly authorised including contact details of two years Bidder (address, tel./fax, e-mail, contact person), C. : HAnnex VI: Price ScheduleH must be fully completed and duly authorised All submittals shall bear seal/marking/signature of Bidder N.B. Incomplete Bids may be extended by deemed non-responsive at the discretion of UNDP. Note: After receipt of bids, UNDP for one reserves the right to request any additional year by mutual agreement information or seek clarifications from the bidder to ascertain responsiveness of the Partiesoffers received." Bid Validity 120 days. Bid security: (clause 13) Not required.

LONG TERM AGREEMENT. If the Contractor is engaged by UNDP on the basis of a long-term agreement (“LTA”LTA ) as indicated in the Face Sheet of this Contract, the following conditions shall apply: 3.1 UNDP does not warrant that any quantity of Goods and/or Services shall be ordered during the term of the LTA. 3.2 Any UNDP business unit, including, but not limited to, a Headquarters unit, a Country Office or a Regional Centre, as well as any United Nations entity, may benefit from the retainer and order Goods and/or Services from the Contractor hereunder. 3.3 The Contractor shall provide the Services and/or deliver the GoodsServices, as and when requested by UNDP and reflected in a Purchase Orderpurchase order, which shall be subject to the terms and conditions stipulated in this Contract. For the avoidance of doubt, UNDP shall acquire no legal obligations towards the Contractor unless and until a Purchase Order purchase order is issued. 3.4 The Goods and/or Services shall be at the Discount Prices annexed hereto. The prices shall remain in effect for a period of three years from the Starting Date stated in the Face Sheet of this Contract. 3.5 In the event of any advantageous technical changes and/or downward pricing of the Goods and/or Services during the term of the retainer, the Contractor shall notify UNDP immediately. UNDP shall consider the impact of any such event and may request an amendment to the retainer. 3.6 The Contractor shall report semi-annually to UNDP on the Goods delivered and/or Services provided, unless otherwise specified in the Contract. Each report should be submitted to the UNDP Contact Person indicated in as indicated in the Face Sheet hereto, as well as to a UNDP business unit that has placed a Purchase Order purchase order for the Goods and/or Services during the reporting period. 3.7 The LTA shall remain in force for the maximum period of two years and may be extended by UNDP for one additional year by mutual agreement of the Parties.

LONG TERM AGREEMENT. If UNDP at its own discretion may wish to enter into a non-binding Long Term Agreement (LTA) as a result of this procurement process under the following conditions: 1. The Supplier/Contractor is engaged shall provide the types of services, goods and/or deliverables, quoted in this bidding process as and when negotiated by UNDP on the basis of which shall be reflected in a longnon-term agreement (“LTA”) as indicated binding Long Term Agreement in the Face Sheet form attached hereto as the “Model Long Term Long Term Agreement for the Provision of this Contract, Goods and/or Services to The United Nations Development Programme”. 2. Such Services and/or goods shall be at negotiated prices listed the following conditions Price Schedule and/or Bill of Quantities as applicable. The prices shall apply:remain in effect for a period of one/two years from entry into effect of the Long Term Agreement 3.1 3. UNDP does not warrant that any quantity of Goods and/or Services shall will be ordered purchased during the term of the LTA. 3.2 Any UNDP business unit, including, but not limited to, a Headquarters unit, a Country Office or a Regional Centre, as well as any United Nations entity, may benefit from the retainer and order Goods and/or Services from the Contractor hereunder. 3.3 The Contractor shall provide the Services and/or deliver the Goods, as and when requested by UNDP and reflected in a Purchase Orderthis arrangement, which shall be subject to the terms and conditions stipulated in this Contract. For the avoidance of doubt, UNDP shall acquire no legal obligations towards the Contractor unless and until a Purchase Order is issuedfor two years. 3.4 The Goods and/or Services shall be at the Discount Prices annexed hereto4. The prices shall remain in effect for a period of three years from the Starting Date stated in the Face Sheet of this Contract. 3.5 In the event of any advantageous technical changes and/or downward pricing of the Goods and/or Services during the term duration of the retainerthis Agreement, the Supplier/Contractor shall notify UNDP immediately. UNDP shall consider the impact of any such event and may request an amendment to the retainerLong Term Agreement. 3.6 " 1BANNEX II - BID DATA SHEET The Contractor following specific data for the goods and services to be procured shall report semi-annually to UNDP on complement, supplement or amend the Goods delivered and/or Services provided, unless otherwise specified provisions in the ContractInstructions to Bidders. Each report should Whenever there is a conflict, the provisions herein shall prevail. Requests for additional nformation (clause 5) Must be submitted to received by 15 April 2010 Language of the UNDP Contact Person indicated in as indicated Bid: (clause 7) English, including supporting documents. Documents Comprising the Bid:: (clause 8) The following must be included in the Face Sheet heretoBid submission: Bid (submitted in 1 original and 2 copies of the Bid and two copies of any descriptive literature and supporting documentation) The original and copies of the bid shall include the following documentation, as well as contained in a binder, each part separated by dividers and following the order specified. For items A, B, C and D you are required to a UNDP business unit that has placed a Purchase Order for use the Goods and/or Services during the reporting period. 3.7 dedicated schedules contained in this ITB. The LTA bid submission shall remain in force for the maximum period Contain items A, B and C: A. Cover letter (optional); B. HAnnex V: Bid Submission FormH must Fully completed and duly authorised including contact details of two years Bidder (address, tel./fax, e-mail, contact person), C. : HAnnex VI: Price ScheduleH must be fully completed and duly authorised All submittals shall bear seal/marking/signature of Bidder N.B. Incomplete Bids may be extended by deemed non-responsive at the discretion of UNDP. Note: After receipt of bids, UNDP reserves the right to request any additional information or seek clarifications from the bidder to ascertain responsiveness of offers received." Bid Validity 120 days. Bid security: (clause 13) Not required. Sealed Bids to be received at / Bids to be marked: UNDP-Afghanistan Xxxx Xxxxxxx Xxxxx Xxxx “ATTENTION: “ PROCUREMENT UNIT (clause 15) Kabul, Afghanistan SEALED BID NO.UNDPAFG/2010/0054 DEADLINE: 27 April 2010 AT 15.00 Kabul Time NOT TO BE OPENED BY REGISTRY Deadline for one additional year by mutual agreement Submission of the PartiesBids: (clause 16) 27 April 2010 at 15.00 hours (Kabul time). Samples (clause 20) N/A Bid Opening (clause 21) 28 April 2010 at 10:00 hours (Kabul Time), at UNDP Country Office. Preliminary Examination (clause 23) Bidders must satisfy ALL Criteria below to be admitted to Evaluation.

LONG TERM AGREEMENT. If the Contractor is engaged by UNDP on the basis of a long-term agreement (“LTA”LTA ) as indicated in the Face Sheet of this Contract, the following conditions shall apply: 3.1 UNDP does not warrant that any quantity of Goods and/or Services shall be ordered during the term of the LTA. 3.2 Any UNDP business unit, including, but not limited to, a Headquarters unit, a Country Office or a Regional Centre, as well as any United Nations entity, may benefit from the retainer and order Goods and/or Services from the Contractor hereunder. 3.3 The Contractor shall provide the Services and/or deliver the GoodsServices, as and when requested by UNDP and reflected in a Purchase Orderpurchase order, which shall be subject to the terms and conditions stipulated in this Contract. For the avoidance of doubt, UNDP shall acquire no legal obligations towards the Contractor unless and until a Purchase Order purchase order is issued. 3.4 The Goods and/or Services shall be at the Discount Prices annexed hereto. The prices shall remain in effect for a period of three years from the Starting Date stated in the Face Sheet of this Contract. 3.5 In the event of any advantageous technical changes and/or downward pricing of the Goods and/or Services during the term of the retainer, the Contractor shall notify UNDP immediately. UNDP shall consider the impact of any such event and may request an amendment to the retainer. 3.6 The Contractor shall report semi-annually to UNDP on the Goods delivered and/or Services provided, unless otherwise specified in the Contract. Each report should be submitted to the UNDP Contact Person indicated in as indicated in the Face Sheet hereto, as well as to a UNDP business unit that has placed a Purchase Order purchase order for the Goods and/or Services during the reporting period. 3.7 The LTA shall remain in force for the maximum period of two years and may be extended by UNDP for one additional year by mutual agreement of the Parties. 4.1.1 The amount stated in the Face Sheet of this Contract is not subject to any adjustment or revision because of price or currency fluctuations, or the actual costs incurred by the Contractor in the performance of the Contract. 4.1.2 UNDP shall effect payments to the Contractor in the amounts and pursuant to the schedule of payments set forth in the Terms of Reference and Schedule of Payments, upon completion by the Contractor of the corresponding deliverable(s) and upon acceptance by UNDP of the original invoices submitted by the Contractor to the UNDP Contact Person indicated in the Face Sheet of this Contract, together with whatever supporting documentation that may be required by UNDP: 4.1.3 Invoices shall indicate a deliverable completed and the corresponding amount payable. 4.1.4 Payments effected by UNDP to the Contractor shall be deemed neither to relieve the Contractor of its obligations under this Contract nor as acceptance by UNDP of the Services. If Cost Reimbursement is chosen as a payment method pursuant to the Face Sheet of this Contract, in full consideration for the complete and satisfactory provision of the Services under this Contract, UNDP shall pay the Contractor an amount not exceeding the total amount stated in the Face Sheet of this Contract. 4.2.1 The said amount is the maximum total amount of reimbursable costs under this Contract. The breakdown of costs contained in the Financial Proposal, referred to in the Face Sheet to this Contract shall specify the maximum amount per each cost category that is reimbursable under this Contract. The Contractor shall specify in its invoices or financial reports (as required by UNDP) the amount of the actual reimbursable costs incurred in the provision of the Services. 4.2.2 The Contractor shall not provide the Services or equipment, materials and supplies that may result in any costs in excess of the amount stated in the Face Sheet of this Contract, or of the maximum amount per each cost category specified in the breakdown of costs contained in the Financial Proposal, without the prior written agreement of the UNDP Contact Person. 4.2.3 The Contractor shall submit original invoices or financial reports (as required by UNDP) for the Services provided in accordance with the schedule set forth in the Terms of Reference and Schedule of Payments. Such invoices or financial reports shall indicate a deliverable or deliverables completed and the corresponding amount payable. They shall be submitted to the UNDP Contact Person, together with whatever supporting documentation of the actual costs incurred that is required in the Financial Proposal, or may be required by UNDP. 4.2.4 UNDP shall effect payments to the Contractor upon completion by the Contractor of the deliverable(s) indicated in the original invoices or financial reports (as required by UNDP) and upon acceptance of these invoices or financial reports by UNDP. Such payments shall be subject to any specific conditions for reimbursement specified in the breakdown of costs contained in the Financial Proposal. 4.2.5 Payments effected by UNDP to the Contractor shall be deemed neither to relieve the Contractor of its obligations under this Contract nor as acceptance by UNDP of the Contractor s performance of the Services. 5.1 If an advance payment is due to the Contractor pursuant to the Face Sheet of this Contract, the Contractor shall submit an original invoice for the amount of that advance payment upon signature of this Contract by the Parties. 5.2 If an advance payment representing 20% or more of the total contract value, or amounting to US$30,000 or more, is to be made by UNDP upon signature of the Contract by the Parties, such payment shall be contingent upon receipt and acceptance by UNDP of a bank guarantee or a certified cheque for the full amount of the advance payment, valid for the duration of the Contract, and in a form acceptable to UNDP. 6.1 All original invoices, financial reports and any other reports and supporting documentation required under this Contract shall be submitted by mail by the Contractor to UNDP Contact Person. Upon request of the Contractor, and subject to approval by UNDP, invoices and financial reports may be submitted to UNDP by fax or email. 6.2 All reports and invoices shall be submitted by the Contractor to the UNDP Contact Person specified in the Face Sheet of this Contract. 7.1 Invoices shall be paid within thirty (30) days of the date of their acceptance by UNDP. UNDP shall make every effort to accept an original invoice or advise the Contractor of its non-acceptance within a reasonable time from receipt. 7.2 Where the Services are to be provided, in addition to an invoice, the Contractor shall submit to UNDP a report, describing in detail the Services provided under the Contract during the period of time covered in each report. All reports shall be written in the English language.

LONG TERM AGREEMENT. If the Contractor is engaged by UNDP on the basis of a long-long- term agreement (“LTA”) as indicated in the Face Sheet of this Contract, the following conditions shall apply: 3.1 UNDP does not warrant that any quantity of Goods and/or Services shall be ordered during the term of the LTA. 3.2 Any UNDP business unit, including, but not limited to, a Headquarters unit, a Country Office or a Regional Centre, as well as any United Nations entity, may benefit from the retainer and order Goods and/or Services from the Contractor hereunder. 3.3 The Contractor shall provide the Services and/or deliver the GoodsServices, as and when requested by UNDP and reflected in a Purchase Orderpurchase order, which shall be subject to the terms and conditions stipulated in this Contract. For the avoidance of doubt, UNDP shall acquire no legal obligations towards the Contractor unless and until a Purchase Order purchase order is issued. 3.4 The Goods and/or Services shall be at the Discount Prices annexed hereto. The prices shall remain in effect for a period of three years from the Starting Date stated in the Face Sheet of this Contract. 3.5 In the event of any advantageous technical changes and/or downward pricing of the Goods and/or Services during the term of the retainer, the Contractor shall notify UNDP immediately. UNDP shall consider the impact of any such event and may request an amendment to the retainer. 3.6 The Contractor shall report semi-annually to UNDP on the Goods delivered and/or Services provided, unless otherwise specified in the Contract. Each report should be submitted to the UNDP Contact Person indicated in as indicated in the Face Sheet hereto, as well as to a UNDP business unit that has placed a Purchase Order purchase order for the Goods and/or Services during the reporting period. 3.7 The LTA shall remain in force for the maximum period of two years and may be extended by UNDP for one additional year by mutual agreement of the Parties.

LONG TERM AGREEMENT. If the Contractor is engaged by UNDP UNCDF on the basis of a long-term long‐term agreement (“LTA”) as indicated in the Face Sheet of this Contract, the following conditions shall apply: 3.1 UNDP UNCDF does not warrant that any quantity of Goods and/or Services shall be ordered during the term of the LTA. 3.2 Any UNDP UNCDF business unit, including, but not limited to, a Headquarters unit, a Country Office or a Regional Centre, as well as any United Nations entity, may benefit from the retainer and order Goods and/or Services from the Contractor hereunder.as 3.3 The Contractor shall provide the Services and/or deliver the Goods, as and when requested by UNDP UNCDF and reflected in a Purchase Order, which shall be subject to the terms and conditions stipulated in this Contract. For the avoidance of doubt, UNDP UNCDF shall acquire no legal obligations towards the Contractor unless and until a Purchase Order is issued. 3.4 The Goods and/or Services shall be at the Discount Prices annexed hereto. The prices shall remain in effect for a period of three years from the Starting Date stated in the Face Sheet of this Contract. 3.5 In the event of any advantageous technical changes and/or downward pricing of the Goods and/or Services during the term of the retainer, the Contractor shall notify UNDP UNCDF immediately. UNDP UNCDF shall consider the impact of any such event and may request an amendment to the retainer. 3.6 The Contractor shall report semi-annually semi‐annually to UNDP UNCDF on the Goods delivered and/or Services provided, unless otherwise specified in the Contract. Each report should be submitted to the UNDP UNCDF Contact Person indicated in as indicated in the Face Sheet hereto, as well as to a UNDP UNCDF business unit that has placed a Purchase Order for the Goods and/or Services during the reporting period. 3.7 The LTA shall remain in force for the maximum period of two years and may be extended by UNDP UNCDF for one additional year by mutual agreement of the Parties.

LONG TERM AGREEMENT. If the Contractor is engaged by UNDP on the basis of a long-term agreement (“LTA”) as indicated in the Face Sheet of this Contract, the following conditions shall apply: 3.1 UNDP does not warrant that any quantity of Goods and/or Services shall be ordered during the term of the LTA. 3.2 Any UNDP business unit, including, but not limited to, a Headquarters unit, a Country Office or a Regional Centre, as well as any United Nations entity, may benefit from the retainer and order Goods and/or Services from the Contractor hereunder. 3.3 The Contractor shall provide the Services and/or deliver the GoodsServices, as and when requested by UNDP and reflected in a Purchase Orderpurchase order, which shall be subject to the terms and conditions stipulated in this Contract. For the avoidance of doubt, UNDP shall acquire no legal obligations towards the Contractor unless and until a Purchase Order purchase order is issued. 3.4 The Goods and/or Services shall be at the Discount Prices annexed hereto. The prices shall remain in effect for a period of three years from the Starting Date stated in the Face Sheet of this Contract. 3.5 In the event of any advantageous technical changes and/or downward pricing of the Goods and/or Services during the term of the retainer, the Contractor shall notify UNDP immediately. UNDP shall consider the impact of any such event and may request an amendment to the retainer. 3.6 The Contractor shall report semi-annually to UNDP on the Goods delivered and/or Services provided, unless otherwise specified in the Contract. Each report should be submitted to the UNDP Contact Person indicated in as indicated in the Face Sheet hereto, as well as to a UNDP business unit that has placed a Purchase Order purchase order for the Goods and/or Services during the reporting period. 3.7 The LTA shall remain in force for the maximum period of two years and may be extended by UNDP for one additional year by mutual agreement of the Parties.

LONG TERM AGREEMENT. If the Contractor is engaged by UNDP on the basis of a long-term agreement (“LTA”LTA ) as indicated in the Face Sheet of this Contract, the following conditions shall apply: 3.1 UNDP does not warrant that any quantity of Goods and/or Services shall be ordered during the term of the LTA. 3.2 Any UNDP business unit, including, but not limited to, a Headquarters unit, a Country Office or a Regional Centre, as well as any United Nations entity, may benefit from the retainer and order Goods and/or Services from the Contractor hereunder. 3.3 The Contractor shall provide the Services and/or deliver the Goods, as and when requested by UNDP and reflected in a Purchase Order, which shall be subject to the terms and conditions stipulated in this Contract. For the avoidance of doubt, UNDP shall acquire no legal obligations towards the Contractor unless and until a Purchase Order is issued. 3.4 The Goods and/or Services shall be at the Discount Prices annexed hereto. The prices shall remain in effect for a period of three years from the Starting Date stated in the Face Sheet of this Contract. 3.5 In the event of any advantageous technical changes and/or downward pricing of the Goods and/or Services during the term of the retainer, the Contractor shall notify UNDP immediately. UNDP shall consider the impact of any such event and may request an amendment to the retainer. 3.6 The Contractor shall report semi-annually to UNDP on the Goods delivered and/or Services provided, unless otherwise specified in the Contract. Each report should be submitted to the UNDP Contact Person indicated in as indicated in the Face Sheet hereto, as well as to a UNDP business unit that has placed a Purchase Order for the Goods and/or Services during the reporting period. 3.7 The LTA shall remain in force for the maximum period of two years and may be extended by UNDP for one additional year by mutual agreement of the Parties. 4.1.1 The amount stated in the Face Sheet of this Contract is not subject to any adjustment or revision because of price or currency fluctuations, or the actual costs incurred by the Contractor in the performance of the Contract. 4.1.2 UNDP shall effect payments to the Contractor in the amounts and pursuant to the schedule of payments set forth in the Terms of Reference and Schedule of Payments, upon completion by the Contractor of the corresponding deliverable(s) and upon acceptance by UNDP of the original invoices submitted by the Contractor to the UNDP Contact Person indicated in the Face Sheet of this Contract, together with whatever supporting documentation that may be required by UNDP: 4.1.3 Invoices shall indicate a deliverable completed and the corresponding amount payable. 4.1.4 Payments effected by UNDP to the Contractor shall be deemed neither to relieve the Contractor of its obligations under this Contract nor as acceptance by UNDP of the Goods and/or provision of the Services. If Cost Reimbursement is chosen as a payment method pursuant to the Face Sheet of this Contract, in full consideration for the complete and satisfactory delivery of the Goods and/or provision of the Services under this Contract, UNDP shall pay the Contractor an amount not exceeding the total amount stated in the Face Sheet of this Contract. 4.2.1 The said amount is the maximum total amount of reimbursable costs under this Contract. The breakdown of costs contained in the Financial Proposal, referred to in the Face Sheet to this Contract shall specify the maximum amount per each cost category that is reimbursable under this Contract. The Contractor shall specify in its invoices or financial reports (as required by UNDP) the amount of the actual reimbursable costs incurred in the delivery of the Goods and/or the provision of the Services. 4.2.2 The Contractor shall not provide the Services and/or deliver the Goods or equipment, materials and supplies that may result in any costs in excess of the amount stated in the Face Sheet of this Contract, or of the maximum amount per each cost category specified in the breakdown of costs contained in the Financial Proposal, without the prior written agreement of the UNDP Contact Person. 4.2.3 The Contractor shall submit original invoices or financial reports (as required by UNDP) for the Goods delivered in accordance with the Technical Specifications for Goods and/or the Services provided in accordance with the schedule set forth in the Terms of Reference and Schedule of Payments. Such invoices or financial reports shall indicate a deliverable or deliverables completed and the corresponding amount payable. They shall be submitted to the UNDP Contact Person, together with whatever supporting documentation of the actual costs incurred that is required in the Financial Proposal, or may be required by UNDP. 4.2.4 UNDP shall effect payments to the Contractor upon completion by the Contractor of the deliverable(s) indicated in the original invoices or financial reports (as required by UNDP) and upon acceptance of these invoices or financial reports by UNDP. Such payments shall be subject to any specific conditions for reimbursement specified in the breakdown of costs contained in the Financial Proposal. 4.2.5 Payments effected by UNDP to the Contractor shall be deemed neither to relieve the Contractor of its obligations under this Contract nor as acceptance by UNDP of the Contractor s delivery of the Goods and/or performance of the Services. 5.1 If an advance payment is due to the Contractor pursuant to the Face Sheet of this Contract, the Contractor shall submit an original invoice for the amount of that advance payment upon signature of this Contract by the Parties. 5.2 If an advance payment representing 20% or more of the total contract value, or amounting to US$30,000 or more, is to be made by UNDP upon signature of the Contract by the Parties, such payment shall be contingent upon receipt and acceptance by UNDP of a bank guarantee or a certified cheque for the full amount of the advance payment, valid for the duration of the Contract, and in a form acceptable to UNDP. 6.1 All original invoices, financial reports and any other reports and supporting documentation required under this Contract shall be submitted by mail by the Contractor to UNDP Contact Person. Upon 6.2 All reports and invoices shall be submitted by the Contractor to the UNDP Contact Person specified in the Face Sheet of this Contract. 7.1 Invoices shall be paid within thirty (30) days of the date of their acceptance by UNDP. UNDP shall make every effort to accept an original invoice or advise the Contractor of its non-acceptance within a reasonable time from receipt. 7.2 Where the Services are to be provided, in addition to an invoice, the Contractor shall submit to UNDP a report, describing in detail the Services provided under the Contract during the period of time covered in each report.

LONG TERM AGREEMENT. If the Contractor is engaged by UNDP on the basis of a long-term agreement (“LTA”) as indicated in the Face Sheet of this Contract, the following conditions shall apply: 3.1 UNDP does not warrant that any quantity of Goods and/or Services shall be ordered during the term of the LTA. 3.2 Any UNDP business unit, including, but not limited to, a Headquarters unit, a Country Office or a Regional Centre, as well as any United Nations entity, may benefit from the retainer and order Goods and/or Services from the Contractor hereunder. 3.3 The Contractor shall provide the Services and/or deliver the Goods, as and when requested by UNDP and reflected in a Purchase Order, which shall be subject to the terms and conditions stipulated in this Contract. For the avoidance of doubt, UNDP shall acquire no legal obligations towards the Contractor unless and until a Purchase Order is issued. 3.4 The Goods and/or Services shall be at the Discount Prices annexed hereto. The prices shall remain in effect for a period of three years from the Starting Date stated in the Face Sheet of this Contract. 3.5 In the event of any advantageous technical changes and/or downward pricing of the Goods and/or Services during the term of the retainer, the Contractor shall notify UNDP immediately. UNDP shall consider the impact of any such event and may request an amendment to the retainer. 3.6 The Contractor shall report semi-annually to UNDP on the Goods delivered and/or Services provided, unless otherwise specified in the Contract. Each report should be submitted to the UNDP Contact Person indicated in as indicated in the Face Sheet hereto, as well as to a UNDP business unit that has placed a Purchase Order for the Goods and/or Services during the reporting period. 3.7 The LTA shall remain in force for the maximum period of two years and may be extended by UNDP for one additional year by mutual agreement of the Parties.

LONG TERM AGREEMENT. If the Contractor is engaged by UNDP UNCDF on the basis of a long-term agreement (“LTA”) as indicated in the Face Sheet of this Contract, the following conditions shall apply: 3.1 UNDP UNCDF does not warrant that any quantity of Goods and/or Services shall be ordered during the term of the LTA. 3.2 Any UNDP UNCDF business unit, including, but not limited to, a Headquarters unit, a Country Office or a Regional Centre, as well as any United Nations entity, may benefit from the retainer and order Goods and/or Services from the Contractor hereunder. 3.3 The Contractor shall provide the Services and/or deliver the GoodsServices, as and when requested by UNDP UNCDF and reflected in a Purchase Orderpurchase order, which shall be subject to the terms and conditions stipulated in this Contract. For the avoidance of doubt, UNDP UNCDF shall acquire no legal obligations towards the Contractor unless and until a Purchase Order purchase order is issued. 3.4 The Goods and/or Services shall be at the Discount Prices annexed hereto. The prices shall remain in effect for a period of three years from the Starting Date stated in the Face Sheet of this Contract. 3.5 In the event of any advantageous technical changes and/or downward pricing of the Goods and/or Services during the term of the retainer, the Contractor shall notify UNDP UNCDF immediately. UNDP UNCDF shall consider the impact of any such event and may request an amendment to the retainer. 3.6 The Contractor shall report semi-annually to UNDP UNCDF on the Goods delivered and/or Services provided, unless otherwise specified in the Contract. Each report should be submitted to the UNDP UNCDF Contact Person indicated in as indicated in the Face Sheet hereto, as well as to a UNDP UNCDF business unit that has placed a Purchase Order purchase order for the Goods and/or Services during the reporting period. 3.7 The LTA shall remain in force for the maximum period of two years and may be extended by UNDP UNCDF for one additional year by mutual agreement of the Parties.