ASDEFCON (Standing Offer for Goods)

Request for Tender CONL096PART 2

attachment a

PRICE AND DELIVERY SCHEDULE

Note to tenderers: Attachment A will consist of an amalgamation of the Price and Delivery Schedule in Annex C to the conditions of tender and the successful tenderer’s response.

Attachments to Draft Conditions of Deed A -

Request for Tender CONL096PART 2

attachment b

SUPPLIES ACCEPTANCE CERTIFICATE

Department of Defence
SG 001
Revised Mar 2003 / SUPPLIES ACCEPTANCE CERTIFICATE
a. Contractor's reference number / b. Purchase order number / c. Deed of Standing Offer Authority / d. Invoice number / e. Receipt voucher number
f. From (Full name and address of Contractor and ACN) / k. To (Full name and address of consignee)
Packaging Details
g. Number / h. Type / i. Gross Weight / j. Package Markings
Purchase order
item no
1 / Class
2 / Identity part, catalogue or other reference number
3 / Description of supplies
(Include batch, lot or serial number, deviation number and remarks)
4 / Quantity
ordered
5 / Previously accepted
6 / Offered today
7 / Accepted today
8 / Total to date
9 / Balance Due
10
l. Contractor's certification
The supplies detailed hereon and quantified in Column 7 are hereby offered for acceptance by the Commonwealth of Australia. It is hereby certified that the supplies conform in all respects with the conditions and requirements of Contract No. (Amendment No ) except as stated in the Attachment(delete words in italics if not applicable). It is also certified that all other conditions and requirements of the Contract have been met in relation to the above-detailed supplies. / m. Commonwealth's acceptance
The supplies detailed hereon and quantified in column 8 have been accepted without prejudice to the Commonwealth's remedies under the Contract in the event that the supplies do not conform in all respects with the conditions and requirements of the Contract. / n. Commonwealth's reference or file no.
o. Is this purchase order complete?  Yes  No
Authorised signatory / Printed name / Authorised signatory / Printed name / p. Recommended Distribution
Original - To be forwarded with payment claim
One Copy - To be forwarded by contractor with supplies
One Copy - To be retained by Commonwealth’s authorised signatory
One Copy - To be forwarded to project or ordering authority
One Copy - To be retained by contractor
Position held / Date / Appointment / Date

Attachments to Draft Conditions of DeedB -

Request for Tender CONL096PART 2

attachment c

FORM OF OFFICIAL ORDER

COMMONWEALTH OF AUSTRALIA
Department of Defence (ABN 68 706 814 312) / SP020
Revised May 2000
Purchase Order and Contract / Purchase Order Number / Amendment Number / Order Date / Sheet
of
Supplier / Supplier’s Quotation or Reference Number / Delivery Instructions / Agency and Address for Claims for Payment
Standing Offer Number
Item Sequence No. / NSN / Description / UOP or UOI / Quantity UOP
or Quantity UOI / Unit Price
$A / Item Subtotal $A / Delivery Date
Total Number of Items on this Purchase Order
Financial Year / Account Code / Cost Centre Code / SLID/SLAC / Project
Enquiries regarding this order should be directed to:
Name / Please note the terms and conditions accompanying this order
and any other attachments.
Authorised to enter into a Commonwealth liability.
Liability Approver:
Delegate of the Defence Chief Executive (Signature) (Date)
Phone Number / Fax Number
Email

FOR DEPARTMENTAL USE: For Systems Entries for each Contract under the Deed.

FOR ADMINISTRATIVE PURPOSES
Deed Number:
FOR ROMAN PURPOSES
Contract No: / Project ID:
ROMAN ORDER No: / Cost Centre Code:
Order Date: / WBS Element Code:
Contractor ABN: / Cost Element:
Vendor Number: / Internal Order:

Attachments to Draft Conditions of Deed C -

Request for Tender CONL096PART 2

attachment d

DRAFT PRICE adjustment FORMULA

1adjustment

1.1The Unit Prices shall be subject to annual adjustment in accordance with the following formula

where:

AUP =Adjusted Price;

EDP =Unit Price at Effective Date, as adjusted for changes to the Deed expressed in Base Date prices;

V =the index number for the quarter preceding the quarter containing the applicable Price Adjustment Date; and

Vo =the index number for the quarter containing the Base Date;

And

The index number to be used in the formula is the first published index number for the relevant quarter.

Index

The designated index shall be as follows:

Description of Index / Table / Group
Example
ABS Catalogue 6427 Producer Price Indexes / 11 / ARTICLES PRODUCED BY MANUFACTURING INDUSTRIES.

Note to tenderers: Tenderers should note that agreements reached as a result of work place enterprise bargaining are not considered to be awards for the purposes of the formula set out in Attachment D to the draft conditions of deed.

Attachments to Draft Conditions of Deed E -

Request for Tender CONL096PART 2

attachment e

COMMERCIAL-IN-CONFIDENCE INFORMATION

Note to tenderers: Attachment E will consist of an amalgamation of this Attachment and the successful tenderer’s response. Defence considers that there are six reasons why a clause may be considered to be Commercial-in-Confidence Information:

a.Contains commercially sensitive information, disclosure of which is not in the relevant party’s best interest;

b.Contains details about commercially sensitive pricing information including profit margins and the underlying price basis;

c.Contains details about insurance and liability regimes that are commercially sensitive;

d.Contains details about intellectual property regimes that are commercially sensitive;

e.Contains details about the capability/services being delivered that are commercially sensitive; and

f.Contains details about contractual rights and remedies, including warranties, financial guarantees and securities and liquidated damages that are commercially sensitive.

Guidance on the classification of provisions as Commercial-in-Confidence Information is contained in the DPPM.

Pricing and allowances provisions in Attachment A should only be listed in this Attachment if they contain information which is not publicly available, which is commercially sensitive and which is communicated and received in circumstances imposing an obligation of confidentiality.

Clause number / Title of clause / Reason for classification / Party for whom the information is Commercial-in-Confidence
Conditions of Deed, for example
Any Tailored clauses / (Insert any clauses which are not standard template clauses and which are by their nature confidential and which contain information communicated and received in circumstances imposing an obligation of confidentiality.) / Insert relevant reason. / Insert name of party

Attachments to Draft Conditions of Deed E -

Request for Tender CONL096PART 2

ATTACHMENT F

GLOSSARY

1.Acronyms and Abbreviations

Abbreviation / Description
A.B.N / Australian Business Number
A.C.N. / Australian Company Number
ADF / Australian Defence Force
A.R.B.N. / Australian Registered Business Number
ATO / Australian Taxation Office
CMCA / Contractor Managed Commonwealth Assets
COMSEC / Communications Security
COTS / Commercial-Off-The-Shelf
CPGs / Commonwealth Procurement Guidelines – December 2008
DI(G) / Defence Instruction (General)
DMO / Defence Materiel Organisation
DPPM / Defence Procurement Policy Manual version dated April 2010
DSD / Defence Signals Directorate
DSM / Defence Security Manual
GST / Goods and Services Tax
IP / Intellectual Property
ISO / International Standards Organisation
MPP / Mandatory Procurement Procedure
RFT / Request For Tender
TD / Technical Data

2. DEFINITIONS

Term / Definition
Acceptance / means acceptance of the Supplies in accordance with clause 5.2 of the conditions of deed signified by the Authorised Officer’s signature of the Supplies Acceptance Certificate; and ‘Accept’ has a corresponding meaning.
Adjustment / means the process by which Unit prices are revised in accordance with Attachment D.
Adjustment Date / means each anniversary of the Effective Date after the Second Anniversary and in accordance with clause 6.5 of the conditions of Deed.
Adjustment Note / has the meaning given under the GST Act.
Annex / means an annex to the Conditions of Tender listed in the table of contents.
Approved Privacy Code / means an Approved Privacy Code as defined by the Privacy Act 1988.
Approval / means the act of the Commonwealth Representative or Authorised Officer approving a particular course of action as a basis for further work under the Deed or any Contract.
Approval does not constitute Acceptance; ‘Approve’ has a corresponding meaning.
ATO / means the Australian Taxation Office or any other Commonwealth government agency responsible for the collection of GST.
Attachment / means an attachment to the Deed listed in the table of contents.
Authorised Officer / means any person nominated in accordance with clause 2.2 of the conditions of deed, or, if no Authorised Officer has been nominated, means the Commonwealth Representative.
Background IP / means IP, other than Third Party IP, that:

is in existence at the Effective Date or is subsequently brought into existence other than as a result of the performance of the Deed or any Contract and
is embodied in, or attaches to, the Supplies or is otherwise necessarily related to the functioning or operation of the Supplies.

Base Date / means 5th May 2010, being thirty (30) days prior to the Tender Closing Date.
Commercial-in-Confidence Information / means information including trade secrets, know-how and any information comprised in Technical Data that:

is by its nature confidential; or

the receiving party knows or ought to know is confidential,
but does not include information which:
is or becomes public knowledge other than by breach of the Deed or any Contract;
is in the possession of a party without restriction in relation to disclosure before the date of receipt; or
has been independently developed or acquired by the receiving party.

Commonwealth / means the Department of Defence, the DMO and the ADF.
Commonwealth Representative / means the person holding or performing the office of Assistant National Fleet Manger – Catering Equipment Fleet or any other person appointed pursuant to clause 2.1 of the Deed as the Commonwealth Representative.
“complies” / in relation to a tenderer’s statement of compliance means:

in the case of a clause which imposes a contractual condition, that the condition is agreed exactly as set out in the RFT;
in the case of a clause which specifies a characteristic or performance to be met by the Supplies to be provided, that the tenderer meets the requirement as specified and agrees with the clause exactly as specified in the RFT;
in the case of a clause which is of an informative nature only that the clause has been read, understood and is agreed; or

in the case of a clause where information has been requested that the information has been provided in the required level of detail and in the required format.
“does not comply” / in relation to a tenderer’s statement of compliance, means that the contractual condition, characteristic or performance requirement of the clause is not met by the tenderer. If a tender does not comply with a particular clause, the extent of and reason for non-compliance is to be stated. The tender shall include a specific proposed amendment or alternative and reason for that approach.
Contact Officer / means the person identified in clause 2.5 of the Conditions of Tender.
Contract / means the enforceable contract that is created when an Official Order is placed under the Deed.
Contract Price / means the amount payable by the Commonwealth under a Contract made pursuant to the Deed, excluding any interest payable under clause 6.7 of the conditions of Deed.
Contractor Managed Commonwealth Assets / means any item of goods owned by the Commonwealth in the care, custody or control of the Contractor, its officers, employees, agents or Subcontractors and may include, but is not limited to, material issued to the Contractor by the Commonwealth, assets stored as spares, assets under repair, or assets loaned to the Contractor.
Day / means a calendar day.
Deed / means the conditions of Deed, the Attachments and any document expressly incorporated as part of the Deed.
Defence Purposes / means any purpose within the power of the Commonwealth with respect to the defence of the Commonwealth and includes purposes that are necessary or incidental to that purpose.
Department of Defence / includes the ADF and the DMO
Document / includes:

any paper or other materials on which there are writing, marks, figures, symbols or perforations having meaning for persons qualified to interpret them; and

any article or material from which sound, images, or writings are capable of being reproduced with or without the aid of any other article or device.

Effective Date / means the date on which the Deed is signed by the parties, or if signed on separate days, the date of the last signature.
“exceeds requirement” / in relation to a tenderer’s statement of compliance, means the Supplies offered exceed the specified requirements. Full details of the extent of variation from the specified requirement are to be stated.
Foreground IP / means IP which is created under or otherwise in connection with the Deed or any Contract, other than Third Party IP.
Glossary / means this glossary in Attachment F to the conditions of deed.
GST / has the same meaning given under the GST Act
GST Act / means A New Tax System (Goods and Services Tax) Act 1999 and associated taxation legislation. The expressions ‘adjustment note’, ‘taxable supply’, ‘taxable importation’ and ‘tax invoice’ have the meanings given to those expressions in the GST Act.
Hazardous Substance / means a substance which has the potential through being used to harm the health or safety of persons as detailed in NOHSC: 1008 (1999)’ and NOHSC: 10005 (1999).
Intellectual Property or IP / means all copyright (including moral rights) and all rights in relation to inventions (including patent rights), registered and unregistered trademarks (including service marks), registered and unregistered designs, confidential information (including trade secrets and know-how), and circuit layouts, and any other rights resulting from intellectual activity in the industrial, scientific, literary and artistic fields recognised in domestic law anywhere in the world.
Local Content / means that part of the Supplies that is value added by Australian and New Zealand industry.
Month / means a calendar month.
Moral Rights / means:

a right of attribution of authorship;

a right not to have authorship falsely attributed; or
a right of integrity of authorship.

National Privacy Principles / means the National Privacy Principles as defined by the Privacy Act 1988.
Official Order / means the document to be used by the Commonwealth in the form set out in Attachment C by which the Commonwealth places an order for the Supplies and enters into a Contract with the Contractor.
Ozone Depleting Substance / means any ozone depleting substance within the meaning of the Ozone Protection and Synthetic Greenhouse Gas Management Act 1989.
Personal Information / means information or an opinion (including information or an opinion forming part of a database), whether true or not and whether recorded in a material form or not, about an individual whose identity is apparent, or can reasonably be ascertained, from the information or opinion.
Price Adjustment / means the process by which Unit Prices are revised in accordance with Attachment D.
(Price) Adjustment Date / means the last Working Day of the month that is twenty-four (24) calendar months from the Base Date and the last Working Day of the month occurring each twelve (12) calendar months thereafter.
Quotation / means a quote provided to the Commonwealth in accordance with clause 1.7
Reduction Amount / means a revised Contract Price reflecting the reduction in value for money of the non-complying Supplies in accordance with clause 5.2.6 of the Deed.
Small Business / means an enterprise that employs less than the full time equivalent of 20 persons. If the enterprise forms part of a group, this test is applied to the group as a whole.
Standard / a document, established by consensus and approved by a recognised body, that provides, for common and repeated use, rules, guidelines or characteristics for activities or their results, aimed at the achievement of the optimum degree of order in a given context.
Subcontractor / means any person that for the purposes of the Deed or any Contract, furnishes Supplies directly to the Contractor or indirectly to the Contractor through another person; and “Subcontract” has a corresponding meaning.
Supplies / means goods (including IP and TD) specified in Attachment A that are offered by the Contractor to the Commonwealth under the Deed or any Contract.
Supplies Acceptance Certificate / means the certificate issued under clause 5.2 and as set out at Attachment B.
Synthetic Greenhouse Gas / means any synthetic greenhouse gas within the meaning of the Ozone Protection and Synthetic Greenhouse Gas Management Act 1989.
Technical Data / means all technical know-how and information reduced to material form produced or acquired by the Contractor or Subcontractors in relation to the Supplies and includes all data, manuals, handbooks, designs, standards, specifications, reports, writings, models, sketches, plans, drawings, calculations, software, Source Code, Software Design Data, Software Updates and other items describing or providing information relating to the Supplies or their operations.
Tender Closing Time / means in that time specified in clause3.1 of the conditions of tender
Term / means the period determined in accordance with clause 1.3.
Third Party IP / means that IP which is owned by a party other than the Commonwealth, or the Contractor and is embodied in the Supplies, or attaches to, the Supplies or is otherwise necessarily related to the functioning or operation of the Supplies, and is not limited to Commercial Off The Shelf items.
Unit Prices / means the prices for individual items of Supplies listed in Attachment A.
Warranty / has the same meaning as in clause 8.1 of the Deed.
Warranty period / for clause 8.2 of the conditions of deed, has the meaning given by clause 8.2.1.
Working Day / in relation to the doing of an action in a place means any day other than a Saturday, Sunday or public holiday in that place.

3. Referenced Documents

Reference / Description
CPGs / Commonwealth Procurement Guidelines – December 2008
Defence Plain English Guide to Managing and Reporting Unacceptable Behaviour
DI(G) FIN 12-1 / The Control of Fraud in Defence and the Recovery of Public Money
DI(G) LOG 4-3-014 / Stocktaking of Defence assets
DI(G) PERS 35-3 / Managing and Reporting of Unacceptable Behaviour
DPI No 1/2001 / Equity and Diversity in the Department of Defence
DPPM / Defence Procurement Policy Manual version April 2010
DSM / Defence Security Manual
NOHSC: 1008 (1999) / Approved Criteria for Classifying Hazardous Substances (National Occupational Health and Safety Commission (NOHSC))
NOHSC: 2011 (1994) / National Code of Practice for the Preparation of Material Safety Data Sheets.
NOHSC: 10005 (1999) / List Of Designated Hazardous Substances
Auditor-General Act 1997
Criminal Code
Designs Act 1906
Ozone Protection and Synthetic Greenhouse Gas Management Act 1989
Privacy Act 1988
Trade Practices Act 1975

Attachments to Draft Conditions of Deed F -

Request for Tender CONL096PART 2

ATTACHMENT G

SPECIFICATION

Attachments to Draft Conditions of Deed F -