NIS j.s.c. Novi Sad

BIDDING DOCUMENTS
FOR PROCUREMENT OF
CRUDE OIL GRADES FOR 2017SUPPLY
(No. 1/ 2016)

Belgrade, October / November 2016

EAST\42375826.4

1

Section I. Instructions to Bidders

Table of Contents

Invitation for Bids......

PART 1 – Bidding Procedures......

Section I. Instruction to Bidders......

Section II. Bidding Data Sheet (BDS)......

Section III. Qualification Criteria......

Section IV. Bidding Forms......

PART 2 – Procurement Requirements...... 30

Section V. Schedule of Requirements...... 30

PART 3 – Contract...... 31

Section VI. Contract Forms...... 31

Section VII. Performance Security (Performance Bond Form) 68

EAST\42375826.4

1

Section I Instructions to Bidders

Invitation for Bids

NISj.s.c. Novi Sad (the “Buyer”) invites interested parties (the “Bidders”) to submit bids(еаch a „Bid“) for:

PROCUREMENT OF CRUDE OIL GRADES FOR 2017 SUPPLY

(No. 1/2016)

all as described in, and in accordance with the terms of the attached Bidding Documents.

Bids must be submitted in sealed envelopes to the Buyer no later than 10:00 a.m.local time on 29thof November2016. All Bids shall be delivered at the following address:

NIS j.s.c. Novi Sad

1 Milentija Popovića Street, ground floor, room 21

11070 Novi Beograd, Serbia

with note: NE OTVARATI-ZA POZIV BR. 1/2016 SIROVA NAFTA

DO NOT OPEN – BID FOR THE PROCUREMENTNo1/2016CRUDE OIL

A complete set of the Bidding Documents can be found at

(Important notice: this tender procurement is organized in4 (four) Sections. Section 1 refers to the procurement of Russian Export Blend (REB)Crude Oil; Section 2 refers to the procurement of Caspian Pipeline Consortium (CPC) Blend Crude Oil; Section 3 refers to procurement of Kirkuk CrudeOil(Export Blend Crude Oil of Kirkuk quality) and Section 4 to procurement of different grades. Each participant in this process can offer all announced Sections or at least one. On the envelope of the offer, the Bidder is obliged to specify which Section(s)applies to its bid. After opening the bids, undergoing a direct negotiation process and evaluating of all final commercial terms proposed, the Buyer will make a final decision on which Section contracts will be awarded.

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Section I Instructions to Bidders

PART 1 – Bidding Procedures

Section I. Instruction to Bidders

Table of Clauses

A.General......

1.Scope of Bid......

2.Fraud and Corruption......

B.Contents of Bidding Documents......

3.Sections of Bidding Documents......

4.Clarification of Bidding Documents......

5.Amendment of Bidding Documents......

C.Preparation of Bids......

6.Cost of Bidding......

7.Language of Bid......

8.Documents Comprising the Bid......

9.Bid Submission Form and other Forms......

10.Alternative Bids......

11.Bid Prices and Discounts......

12.Currency of Bid......

13.Documents Establishing the Conformity of the Crude Oil......

14.Documents Establishing the Qualifications of the Bidder......

15.Period of Validity of Bids......

16.Bid Security......

17.Format and Signing of Bid......

D.Submission and Opening of Bids......

18.Submission, Sealing and Marking of Bids......

19.Deadline for Submission of Bids......

20.Late Bids......

21.Bid Opening......

22.Modification of Bids......

E.Evaluation and Comparison of Bids......

23.Confidentiality......

24.Clarification of Bids......

25.Negotiation of the Bid Price......

26.Compliance of Bids......

27.Non-conformities, Errors, and Omissions

28.Evaluation and Comparison of Bids......

29.Qualification of the Bidder......

30.Buyer’s Right to Accept Any Bid, to Reject Any or All Bids and Withdraw the Invitation to Bid

F.Award of Contract......

31.Award Criteria......

32.Buyer’s Right to Vary Quantities at Time of Award......

33.Notification of Award......

34.Signing of Contract......

35.Performance Security......

Section I. Instructions to Bidders
  1. General

  1. Scope of Bid
/ 1.1The Buyer issues these Bidding Documents for the procurement of Crude Oil (No.1/2016) as further specified in Section V, Schedule of Requirements.
1.2Throughout these Bidding Documents:

(a)the term “in writing” means communicated in written form (e.g. by mail, e-mail, fax, telex) with proof of receipt;

(b)if the context so requires, “singular” means “plural” and vice versa;

(c)“day” means calendar day; and

(d)“Business Day” means any day that is not a Saturday, Sunday, or other day on which commercial banks in Belgrade are required by law to remain closed.

  1. Fraud and Corruption
/ 2.1The Buyer requires that Bidders, suppliers, contractors, concessionaires and consultants observe the highest standard of ethics during the procurement and execution of any contracts with the Buyer. In pursuance of this policy, the Buyer:

(a)defines, for the purposes of this provision, the terms set forth below as follows:

(i)"corrupt practice" means the offering, giving, receiving, or soliciting, directly or indirectly, anything of value to influence improperly the actions of another party.

(ii)"fraudulent practice" means any act or omission, including a misrepresentation, that knowingly or recklessly misleads, or attempts to mislead, a party to obtain a financial or other benefit or to avoid an obligation.

(iii)“coercive practice” means impairing or harming, or threatening to impair or harm, directly or indirectly, any party or the property of the party to influence improperly the actions of a party.

(iv)“collusive practice” means an arrangement between two or more parties designed to achieve an improper purpose, including influencing improperly the actions of another party;

(b)will reject a proposal for award if it determines that a Bidder recommended for award has engaged in corrupt, fraudulent, coercive or collusive practices in competing for the contract in question;

(c)will declare a firm ineligible indefinitely or for a stated period of time, of being awarded a contract with the Buyer if it at any time determines that:

(i)the firm has engaged in corrupt, fraudulent, coercive or collusive practices in competing for, or in executing, a contract for the Buyer; or

(ii)the firm has been found by a judicial process or other official inquiry to have engaged in corrupt, fraudulent, coercive or collusive practices.

  1. Contents of Bidding Documents

  1. Sections of Bidding Documents
/ 3.1The Bidding Documents consist of Parts 1, 2, and 3, which include all the Sections indicated below, and should be read in conjunction with any addendum issued in accordance with ITB ( as defined below in Clause 5) (“Addendum”).
PART 1 Bidding Procedures
  • Section I. Instructions to Bidders (“ITB”)
  • Section II. Bidding Data Sheet (“BDS”)
  • Section III. Evaluation and Qualification Criteria
  • Section IV. Bidding Forms

PART 2 Procurement Requirements
  • Section V. Schedule of Requirements
PART 3 Contract
  • Section VI. Contract Forms

3.2 This Invitation for Bids issued by the Buyer is not part of the Bidding Documents.
3.3The Buyer is not responsible for the completeness of the Bidding Documents and any Addendum, if they were not obtained directly from the Buyer.
3.4The Bidder is expected to examine all instructions, forms, terms, and specifications in the Bidding Documents. Failure to furnish all information or documentation required by the Bidding Documents may result in the rejection of the Bid.
  1. Clarification of Bidding Documents
/ 4.1A prospective Bidder requiring any clarification of the Bidding Documents shall contact the Buyer’s representatives specified in the BDS.
4.2The Buyer will respond in writing to any request for clarification, provided that such request is received no later than five (5) days prior to the deadline for submission of Bids. The Buyer may forward copies of its response to all those who have acquired the Bidding Documents directly from it, including a description of the inquiry but without identifying its source. Should the Buyer deem it necessary to amend the Bidding Documents as a result of a clarification, it shall do so following the procedure under ITB Clause 5 and ITB Sub-Clause 19.2.
  1. Amendment of Bidding Documents
/ 5.1At any time prior to the deadline for submission of Bids, the Buyer may amend the Bidding Documents by issuing addendum.
5.2Any addendum issued shall be part of the Bidding Documents and shall be communicated in writing to all who have obtained the Bidding Documents directly from the Buyer.
5.3To give prospective Bidders reasonable time in which to take an addendum into account in preparing their Bids, the Buyer may, at its discretion, extend the deadline for the submission of Bids, pursuant to ITB Sub-Clause 19.2
  1. Preparation of Bids

  1. Cost of Bidding
/ 6.1The Bidder shall bear all costs associated with the preparation and submission of its Bid, and the Buyer shall not be responsible or liable for those costs, regardless of the conduct or outcome of the bidding process.
  1. Language of Bid
/ 7.1The Bid, as well as all correspondence and documents relating to the Bid exchanged by the Bidder and the Buyer, shall be written in the language specified in the BDS. Supporting documents and printed literature that are part of the Bid may be in another language provided they are accompanied by an accurate translation of the relevant passages into the language specified in the BDS, in which case, for purposes of interpretation of the Bid, such translation shall govern.
  1. Documents Comprising the Bid
/ 8.1The Bid shall comprise the following:

(a)Bid Submission Form;

(b)Bid Security;

(c)Bidder’s Statement of Acceptance of Bidding Documents;

(d)Letter of Intent Form;

(e)Quality Specification Form;

(f)written confirmation authorizing the signatory of the Bid to commit the Bidder, in accordance with ITB Clause 17;

(g)documentary evidence in accordance with ITB Clause 14 establishing the Bidder’s qualifications to perform the contract if its Bid is accepted; and

(h)any other document specified in the BDS.

  1. Bid Submission Form and other Forms
/ 9.1The Bidder shall submit the Bid Submission Form, the Bidder’s Statement of Acceptance of Bidding Documents, Letter of Intent Form and Quality Specification Form using the forms furnished in Section IV, Bidding Forms. These forms must be completed without any alterations to its format, and no substitutes shall be accepted. All blank spaces shall be filled in with the information requested.
  1. Alternative Bids
/ 10.1Alternative Bids shall not be considered.
  1. Bid Prices and Discounts
/ 11.1The prices and discounts quoted by the Bidder in the Bid Submission Form shall conform to the requirements specified below.
11.2The price to be quoted in the Bid Submission Form shall be the total price of the Bid (the “Bid Price”), excluding any discounts offered.
11.3The Bidder shall quote any unconditional discounts and indicate the method for their application in the Bid Submission Form.
11.4The termCIF, and other similar terms shall be governed by the rules prescribed in Incoterms 2000, published by The International Chamber of Commerce, as specified in the BDS.
  1. Currency of Bid
/ 12.1The Bidder shall express the Bid Price in the currency specified in the BDS.
  1. Documents Establishing the Conformity of the Crude Oil
/ 13.1To establish the conformity of the Crude Oil to the Bidding Documents, the Bidder shall furnish as part of its Bid the documents specified in the BDS evidencing that the Crude Oil conforms to the quality specifications specified in Section V, Schedule of Requirements.
  1. Documents Establishing the Qualifications of the Bidder
/ 14.1To establish that the Bidder is qualified to perform the contract if its Bid is accepted, the Bidder shall furnish as part of its Bid the documents specified in the BDS evidencing that the Bidder meets each of the qualification criterion specified in Section III, Evaluation and Qualification Criteria.
14.2The Bidder shall promptly notify the Buyer in writing of any changes with respect to the information provided to the Buyer in accordance with ITB Sub-Clause 14.1, but not later than 5 days from the date of such change. The notification shall be documented as necessary.
  1. Period of Validity of Bids
/ 15.1Bids shall remain valid for the period specified in the BDS. A Bid valid for a shorter period shall be rejected by the Buyer as non responsive.
15.2Prior to the expiration of the Bid validity period, the Buyer may request Bidders to extend the period of validity of their Bids for the additional period specified in the BDS. If a Bid Security is requested in accordance with ITB Clause 16, it shall also be extended for a corresponding period.
  1. Bid Security
/ 16.1The Bidder shall furnish as part of its Bid, a Bid Security as specified in the BDS.
16.2The Bid Security shall be in the amount specified in the BDS and shall:

(a)be in the form of a letter of credit or bank guarantee issued by a reputable institution selected by the Bidder and advised by the bank specified in the BDS.Letter of credit or bank guarantee should be issued by the bank acceptable to Buyer;

(b)be substantially in accordance with the form of Bid Security included in Section IV, Bidding Forms;

(c)be payable promptly upon written demand by the Buyer in case the conditions listed in ITB Clause 16.5 are invoked;

(d)remain valid for the period specified in the BDS;

16.3Any Bid not accompanied by a substantially responsive Bid Security in accordance with ITB Sub-Clause 16.1, shall be rejected by the Buyer as non-responsive.
16.4The Bid Security of unsuccessful Bidders shall be returned as promptly as possible upon the successful Bidder’s furnishing of the Performance Security pursuant to ITB Clause 35.
16.5The Bid Security may be forfeited:

(a)if a Bidder withdraws its Bid during the period of Bid validity specified by the Bidder on the Bid Submission Form; or

(b)if the successful Bidder fails to:

(i)sign the Contract in accordance with ITB Clause 34;
(ii)furnish a Performance Security in accordance with ITB Clause 35.
16.6The Bid Security of a joint venture („JV”)must be in the name of the JV that submits the Bid. If the JV has not been legally constituted at the time of bidding, the Bid Security shall be in the names of all future partners at the JV.
  1. Format and Signing of Bid
/ 17.1The Bidder shall prepare one original of the documents comprising the Bid as described in ITB Clause 8 and clearly mark it “Original.” In addition, the Bidder shall submit copies of the Bid, in the number specified in the BDS and clearly mark them “Copy.” In the event of any discrepancy between the original and the copies, the original shall prevail.
17.2The original and the copy of the Bid shall be typed or written in indelible ink and shall be signed by a person duly authorized to sign on behalf of the Bidder.
17.3Any interlineations, erasures, or overwriting shall be valid only if they are signed or initialed by the person signing the Bid.
  1. Submission and Opening of Bids

  1. Submission, Sealing and Marking of Bids
/ 18.1Bidders may always submit their Bids by mail or by hand. Bidders shall enclose the original and each copy of the Bid, including alternative Bids, if permitted in accordance with ITB Clause 10, in separate sealed envelopes, duly marking the envelopes as “Original” and “Copy.” These envelopes containing the original and the copies shall then be enclosed in one single envelope. The rest of the procedure shall be in accordance with ITB sub-Clauses 18.2 and 18.3.
18.2The inner envelopes shall bear the name and address of the Bidder.
18.3The outer envelopes shall:

a)be addressed to the Buyer in accordance with ITB Sub-Clause 18.1; and

b)bear a warning not to open before the time and date for the Bid opening, in accordance with ITB Sub-Clause 21.2.

18.4If all envelopes are not sealed and marked as required, the Buyer will assume no responsibility for the misplacement or premature opening of the Bid.
  1. Deadline for Submission of Bids
/ 19.1Bids must be received by the Buyer at the address and no later than the date and time specified in the BDS.
19.2The Buyer may, at its discretion, extend the deadline for the submission of Bids by amending the Bidding Documents in accordance with ITB Clause 5, in which case all rights and obligations of the Buyer and Bidders previously subject to the deadline shall thereafter be subject to the deadline as extended.
  1. Late Bids
/ 20.1The Buyer shall not consider any Bid that arrives after the deadline for submission of Bids, in accordance with ITB Clause 19. Any Bid received by the Buyer after the deadline for submission of Bids shall be declared late, rejected, and returned unopened to the Bidder.
  1. Bid Opening
/ 21.1The Buyer shall conduct the Bid opening in public at the address, date and time specified in the BDS.
21.2All envelopes shall be opened one at a time, reading out: the name of the Bidder; the Bid Price, including any discounts; the presence of a Bid Security and any other details as the Buyer may consider appropriate. Only discounts read out at bid opening shall be considered for evaluation. No Bid shall be rejected at Bid opening except for late Bids, in accordance with ITB Sub-Clause 20.1.
21.3The Buyer shall prepare a record of the Bid opening that shall include, as a minimum: the name of the Bidder; the Bid Price, including any discounts; and the presence or absence of a Bid Security. The Bidders’ representatives who are present shall be requested to sign the attendance sheet. A copy of the record shall be distributed to all Bidders who submitted Bids in time.
  1. Modification of Bids
/ 22.1After the Bid opening, the Bidders shall not submit additional Bids or modify the Bids already submitted except in accordance with ITB Sub-Clause 25.1 and Clause 27.
  1. Evaluation and Comparison of Bids

  1. Confidentiality
/ 23.1Information relating to the examination, evaluation, comparison, and post qualification of Bids, and recommendation of contract award, shall not be disclosed to Bidders or any other persons not officially concerned with such process until publication of the Contract Award.
23.2Any effort by a Bidder to influence the Buyer in the examination, evaluation, comparison, and post qualification of the Bids or contract award decisions may result in the rejection of its Bid.
23.3Notwithstanding ITB Sub-Clause 23.2, from the date of the Bid opening to the time of Contract Award, if any Bidder wishes to contact the Buyer on any matter related to the bidding process, it should do so in writing.
  1. Clarification of Bids
/ 24.1To assist in the examination, evaluation, comparison and post-qualification of the Bids, the Buyer may, at its discretion, ask any Bidder for a clarification of its Bid. Any clarification submitted by a Bidder in respect to its Bid and that is not in response to a request by the Buyer shall not be considered. The Buyer’s request for clarification and the response shall be in writing.
  1. Negotiation of the Bid Price
/ 25.1The Buyer reserves the right to negotiate with any Bidder the Bid Price on the date, time and place specified in the BDS. Only Bidders’ representatives holding special written authorizations may negotiate the Bid Price with the Buyer. The Buyer reserves the right to exclude from the negotiation procedure the least favorable bid.
  1. Responsiveness of Bids
/ 26.1The Buyer’s determination of a Bid’s responsiveness is to be based on the contents of the Bid itself.
26.2A substantially responsive Bid is one that conforms to all the terms, conditions, and specifications of the Bidding Documents without material deviation, reservation, or omission. A material deviation, reservation, or omission is one that:

(a)affects in any substantial way the scope, quality, or performance of the Contract; or