KARI &
Korea Aerospace Research Institute CONTRACT COMPANY
General Terms and Condition
KARI &
Korea Aerospace Research Institute CONTRACT COMPANY
Contents
General Terms and Conditions
Preamble & Witnesseth .......................................................................................................................1
Article 1. Definition ............................................................................................................................2
Article 2. Objective .............................................................................................................................5
Article 3. Contract Documents ............................................................................................................6
Article 4. Responsibilities of the Parties ..............................................................................................7
Article 5. Contract Price ......................................................................................................................8
Article 6. Terms of Payment ................................................................................................................9
Article 7. Performance Bond ............................................................................................................. 11
Article 8. Deliveries .......................................................................................................................... 12
Article 9. Delay ................................................................................................................................ 14
Article 10. Taxes and Duties ............................................................................................................. 16
Article 11. Intellectual Property......................................................................................................... 17
Article 12. Factory Acceptance ......................................................................................................... 18
Article 13. Final Acceptance and Inspection ...................................................................................... 19
Article 14. Spare Parts and Erection Tools ......................................................................................... 20
Article 15. Defect and Non-conformity ............................................................................................. 21
Article 16. Indemnification ............................................................................................................... 22
Article 17. Licenses, Clearances and Permits..................................................................................... 23
Article 18. Confidentiality................................................................................................................. 24
Article 19. Warranty .......................................................................................................................... 25
Article 20. Termination ..................................................................................................................... 26
Article 21. Resolution of Disputes and Governing Law ..................................................................... 28
Article 22. Language and Units ......................................................................................................... 29
Article 23. Effective Date of Contract ............................................................................................... 30
Article 24. Changes........................................................................................................................... 31
Article 25. Notices ............................................................................................................................ 33
Article 26. Miscellaneous .................................................................................................................. 34
Appendix B-1. Statement of Works ................................................................................................... 37
Appendix
B-1. Statement of Works
KARI & Page 1
Korea Aerospace Research Institute CONTRACT COMPANY
Preamble
This Contract made on December , 2014 and will be valid until May 31, 2017 b
y and between Korea Aerospace Research Institute, established under the law of the R
epublic of Korea with its principal office at 169-84 Gwahakro, Yuseong-Gu, Daejeon
305-806, Korea, hereinafter referred to as “KARI” and established unde
r the law of the , with its principal office at
, hereinafter referred to as “Contractor”.
Witnesseth
WHEREAS, KARI has a satellite assembly, integration and test center (hereinafter referred to
as ‘AITC’) for the purpose of the effective development of domestic satellites and basic
facilities and equipment for satellite assembly and test have been supplied, installed and used;
WHEREAS, the primary objective of this procurement is to design, manufacture, procure and
install qualified functional Vibration shakers & Interface equipment which performs the
functions required in Large Vibration Test Facility specification for AITC;
WHEREAS, Contractor represents that it has direct knowledge and first-hand experience in
manufacturing and supplying the Vibration shakers & Interface equipment for Large Vibr
ation Test Facility of this Contract;
WHEREAS, Contractor shall perform the design, qualification, production, installation, test,
delivery and warranty of the Vibration shakers & Interface equipment for Large Vibration
Test Facility and provide technical support which KARI needs in the phase of assembly,
integration, test and maintenance for this Contract;
NOW THEREFORE, in consideration of the premises and the mutual covenants hereinafter
contained, KARI and Contractor have agreed as follows:
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Korea Aerospace Research Institute CONTRACT COMPANY
Article 1. Definition
In this Contract, the following words and phrases shall have the meanings as indicated below,
unless the context wherein they are used clearly indicates another meaning:
1.1
AITC means satellite assembly, integration and test center.
1.2
Amplifier means electrical parts(one amplifier) in the large vibration system.
1.3
Associates mean all individual or legal entities organized under public or private law,
who shall act, directly or indirectly, on behalf of KARI or Contractor, or at the
direction of either Party to this Contract to fulfill the obligations undertaken by such
Party in this Contract, including, without limitation, the employees of each Party, their
suppliers and Subcontractors.
1.4
Contract means this Contract for the procurement and acquisition of Vibration
shakers & Interface equipment for Large Vibration Test Facility including Appendix as
attached hereto, and all amendments that may be agreed to by the Parties in
accordance with the terms and conditions of this Contract.
1.5
Contractor means .
1.6
Contract Price means the amount of Contract. If there is any change in Contract Price
due to any reason, then the Contract Price means current total amount of Contract.
1.7
Deliverable Data means any technical data as enlisted in Appendix B-1 “Statement of
Works” that Contractor shall deliver to KARI and any related data thereof under this
Contract.
1.8
Deliverable (Delivery) Item(s) means any hardware or software, Deliverable Data,
Technical Data, and information as enlisted in Appendix B-1 “Statement of Works”
that Contractor shall deliver to KARI.
1.9
EDC means the Effective Date of this Contract.
1.10
Equipment means all parts, accessories, facilities, hardware, and software to be
supplied by Contractor to KARI pursuant to this Contract.
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Korea Aerospace Research Institute CONTRACT COMPANY
1.11
Event(s) of Force Majeure means any act of God, war, whether or not declared, act
or failure to act of any government in its sovereign capacity, fire, earthquake, flood,
epidemic, quarantine, nuclear incident, or any other act beyond the reasonable control
and without the fault of either Party or its Subcontractors.
1.12
Factory Acceptance means KARI’s inspection or audit to Contractor’s facility, area
or equipment during the development, testing activities for any plan, procedure,
specification or other documentation relevant to the work.
1.13
Final Acceptance means final acceptance by KARI of each Deliverable Item in
accordance with Article 13 “Final Acceptance and Inspection”.
1.14
Interface Equipment means vibration system interface which is composed of 2.0m
Head expander, 1.2m Head expander and 1.2m Slip table.
1.15
KARI means Korea Aerospace Research Institute.
1.16
Large Vibration System means one vibration system which is composed of shaker
and amplifier.
1.17
Party or Parties means KARI or Contractor, or both, according to the context.
1.18
Quad Amplifiers means electrical parts(four amplifiers) in the quad vibration system.
1.19
Quad Shakers means mechanical parts(four vibrators) in the quad vibration system.
1.20
Quad Vibration System means four vibration system which operate simultaneously
in multi-shaker option. It is composed of quad shakers and quad amplifiers.
1.21
Shaker means mechanical part(one vibrator) in the large vibration system.
1.22
Subcontract means any subcontract, including purchase orders and all similar forms
of agreements at any tier under this Contract.
1.23
Subcontractor means a contractor under any Subcontract including suppliers.
1.24
Third Party(ies) means any individual or legal entity other than the Associates and
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Korea Aerospace Research Institute CONTRACT COMPANY
the Parties.
1.25
Work(s) means whole or part of the work to be executed by a Contractor in
accordance with this Contract.
1.26
2.0m Head Expander means 2.0m diameter interface which is installed at shaker and
allow vertical axis testing.
1.27
1.2m Head Expander means 1.2 ~1.3m diameter interface which is installed at shaker
and allow vertical axis testing.
1.28
1.2m Slip Table means 1.2 x 1.2m interface which is connected to shaker and allow
the lateral axis testing.
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Korea Aerospace Research Institute CONTRACT COMPANY
Article 2. Objective
The objective of this Contract is to procure the qualified Vibration shakers & Interface equi
pment for Large Vibration Test Facility through the effort of the Contractor. To accomplish
this objective, Contractor shall perform all the Works under this Contract required for design,
manufacture, qualification, test, installation, warranty and maintenance as well as delivery of
Deliverable Item to meet the requirements and specification of this Contract. Also, if there is
any anomaly related with Contract, Contractor shall assist KARI to understand the anomaly in
a reasonable Work scope such as teleconference and/or electronic communication without
additional charge to KARI.
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Korea Aerospace Research Institute CONTRACT COMPANY
Article 3. Contract Documents
3.1
This Contract shall comprise the following documents, as amended from time to time
by written agreement by and between both Parties:
[A] General Terms and Conditions
[B] Appendix
B-1. Statement of Works
3.2
In the event of any inconsistency or discrepancy between or among the Contract
documents as listed in Article 3.1 above, the Contract documents shall be applied.
3.3
In the event of any dispute or difference between the Parties in the interpretation of
this Contract as a result of the application of the Appendices as specified in Article
3.1, Contractor's Proposal dated December , 2014 submitted to KARI in
anticipation of this Contract in response to KARI's Request for Proposal dated
December , 2014 shall be used as a reference document to identify and clarify
the intention and understanding of the Parties as contemplated in this Contract, and
both Parties shall in good faith seek an agreement or a compromise acceptable to both
Parties without modifications to this Contract.
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Korea Aerospace Research Institute CONTRACT COMPANY
Article 4. Responsibilities of the Parties
4.1
Responsibilities of KARI
4.1.1
KARI shall make a payment to Contractor in accordance with Article 6 “Terms of
Payment”.
4.1.2
In accordance with Appendix B-1 “Statement of Works”, KARI shall provide any
reasonable support and information in order for Contractor to fulfill any necessary
Work.
4.2
Responsibilities of Contractor
4.2.1 Contractor shall have all responsibilities to KARI in a timely manner as required and
defined under this Contract without any charges to KARI.
4.2.2 Contractor shall provide all technical support required and stated under this Contract
to KARI, warranty and maintenance for all Deliverable Items and the installation in
accordance with Article 19 “Warranty”.
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Korea Aerospace Research Institute CONTRACT COMPANY
Article 5. Contract Price
5.1
For the full, satisfactory and timely performance of the Work by the Contractor in
accordance with the provisions of the Contract, KARI hereby agrees to pay to the
Contractor Euros (€ ), in accordance with the terms
of payment as stipulated in Article 6 “Terms of Payment”.
5.2
The Contract Price as specified in Article 5.1 above shall be firm and fixed price that
is not subject to any escalation or to any adjustment or revision by reason of the
increase of actual costs incurred by Contractor in the performance of the Work under
this Contract, unless otherwise agreed to by both Parties under Article 24 “Changes”.
5.3
The Contract Price as specified in Article 5.1 above shall be comprised of the
following items.
Items
Qty
Price (€)
One shaker & amplifier system for Quad Vibration System
1
Improvement of existing three (3) shakers & amplifiers of
LDS V984LS
3
One shaker & amplifier system for Large Vibration System
1
Shaker Interface equipment
3
Total
8
5.4
All banking charges incurred in Korea shall be borne by KARI and those charges
incurred outside Korea shall be borne by Contractor.
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Korea Aerospace Research Institute CONTRACT COMPANY
Article 6. Terms of Payment
6.1 Payment Schedule
6.1.1 Payment shall be executed after the establishment of performance bond in accordance
with Article 7 “Performance Bond”.
6.1.2 KARI shall pay to Contractor the Contract Price as stipulated in Article 5.1 in
accordance with the following schedule:
No.
Payment milestone
(in Month)
Payment due date
Payment
(€)
Percentage of
Contract Price (%)
1
EDC
EDC+ 1M
25%
2
FR for Quad vibration
FR + 1M
25%
3
FAR for Quad
vibration
FAR +1M
7%
4
FR for Large vibration
FR + 1M
20%
5
FAR for Large
vibration
FAR +1M
8%
6
FAR for Interface
equipment
FAR +1M
15%
Total
100 %
* “EDC” means the Effective Date of this Contract in accordance with Article 23
“Effective Date of Contract”.
* “FR” means the Factory Acceptance Review.
* “FAR” means the Final Acceptance Review.
[Note] KARI’s Payment Schedule for this Contract can be adjusted by Government budget profile.
6.2
Billing Procedure
6.2.1 All invoices Contractor submits for payment shall be in duplicate signed by an
authorized company official and received by KARI at least thirty (30) days before the
payment due dates as specified in Article 6.1.
6.2.2 All payments shall be made in Euros by telegraphic transfer to the bank account as
designated by Contractor in its invoices. And KARI shall remit the payment within
thirty (30) days after KARI’s receipt of Contractor’s invoice.
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Korea Aerospace Research Institute CONTRACT COMPANY
6.3
Suspension of Payment
6.3.1 Notwithstanding any provisions of this Contract, if any payment milestone as set forth
in Article 6.1.2 has not been accomplished for any reasons attributable to Contractor,
KARI may, with an advance notice, suspend such payment due until both Parties agree
that the delayed payment milestone has been accomplished.
6.3.2 In the event of KARI's suspension of payment under Article 6.3, Contractor shall
nevertheless continue to perform its obligations under this Contract regardless of
whether KARI is entitled to suspend the payment.
6.4
Deduction of Payment
6.4.1 All losses, costs, charges, damages and expenses which KARI incurs or sustains by
reason of any act, default or omission of the Contractor in the performance of the
Contract and any other amounts which KARI is entitled to receive from the Contractor
may be deducted from any payment that may be or become due to the Contractor from
KARI.
6.4.2
A prior written notice given by KARI accompanied with documents stating the
amount due to KARI referred to in Article 6.4.1 and the reason of deduction shall be
prima facie evidence of the matters stated herein.
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Korea Aerospace Research Institute CONTRACT COMPANY
Article 7. Performance Bond
7.1
Contractor shall establish a performance bond within three (3) weeks after EDC in
favor of KARI in the value of ten percent (10 %) of the Contract Price, in the form of
an irrevocable and unconditional standby letter of credit available by KARI’s draft at
sight.
7.2
The entire amount covered by the performance bond shall be payable to KARI on
demand together with KARI’s written statement to the effect:
(a) that there was a default of the Contractor in the performance of the Contract
(including Subcontractor’s default under the Subcontract), or
(b) that any amount KARI is entitled to receive from Contractor has not been paid by
Contractor to KARI through any other means, or
(c) that this Contract was terminated by Contractor’s breach as specified in Article
20.2.
Whenever any amount has been withdrawn by KARI due to such cases of (a) and (b)
as above, performance bond shall be replenished.
7.3
The letter of credit shall be issued by first class international bank acceptable to
KARI. The letter of credit shall be drawn in favor of KARI and advised through the
Woori Bank (Daejeon Branch at 1495 Dunsan-dong, Seo-gu, Daejeon, 302-173 Korea,
Tel: +82-42-488-9704, Ext. 312/ Fax : +82-505-003-0759_banker@wooribank.com)
and shall remain valid until the end of this Contract plus one (1) month. The letter of
credit shall not be amended, modified or canceled without KARI's prior written
consent.
7.4
It is hereby agreed between the Parties that payment from the Performance Bond
under this Article 7 shall not affect any other KARI's rights, privileges, interests or
remedies under this Contract or the applicable law.
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Korea Aerospace Research Institute CONTRACT COMPANY
Article 8. Deliveries
8.1
General
8.1.1
Contractor shall deliver Deliverable Item in accordance with the defined schedule and
method as set forth in Appendix B-1 “Statement of Works” and the delivery shall be
deemed to have occurred only when the Final Acceptance has been successfully
completed at KARI site.
8.1.2 Contractor shall bear any charges or costs of whatsoever nature that are incurred in
relation to such delivery or provision until such delivery or provision is duly made
under this Contract without any non-conformity and accepted in accordance with
Article13 “Final Acceptance and Inspection” hereof, and shall keep KARI free from
any such charges and costs.
8.1.3
Contractor agrees that delivery or provision of time and place under this Contract,
whether specifically provided for or not, or in subsequent amendments thereto, are of
the essence of this Contract.
8.1.4
Contractor shall be responsible for all applicable taxes imposed outside Korea
including any customs duties and charges of any nature levied on Deliverable Item,
spare parts, spare materials, tools, consumables and ancillary equipment as well as
any charges associated with the ocean freight and the inland transportation.
8.2
Delivery to KARI
8.2.1
Contractor shall deliver Deliverable Item FOB (Free On Board in accordance with the
Incoterms 2010) seaport in accordance with the delivery schedule of this
Contract.
8.2.2
Contractor shall hand over to KARI’s Forwarding Agent ( ) after shipment
in accordance with above delivery condition.
8.2.3
To obtain import certification, Contractor shall notify KARI by e-mail (address is
“acoust@kari.re.kr” for Mr. Jong-Min IM and “jncho@kari.re.kr” for Mr. Jung-Nam
CHO) fourteen (14) calendar days prior to each shipment with one set of proforma
invoice and packing list specifying the number of boxes, name of Items, unit price,
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Korea Aerospace Research Institute CONTRACT COMPANY
and size and volume of each container or box to be shipped. As soon as each
shipment as provided for in this Article is made, Contractor shall send one (1) copy of
the following shipping documents to KARI by e-mail;
(a) Clean on board vessel bill of lading/or airway bill of lading,
(b) Commercial invoice,
(c) Packing list,
(d) Weight and measurement list,
(e) Manufacturer's Inspection Report, and
(f) Export License.
8.2.4
Contractor shall meet the key points schedule as below:
Items
Due date
Quad Vibration System
(Quad-shakers, Quad-Amplifier)
-Arrival at KARI : by January 31, 2016
-Installation & Finish site acceptance : by February 29, 2016
-Existing three shakers will be available to Contractor from
November 2015
Large Vibration System
(One Shaker, One Amplifier)
-Arrival at KARI : by January 31, 2017
-Installation & Finish site acceptance : by February 28, 2017
Interface equipment
(2.0m Head expander, 1.2m Head
expander, 1.2m Slip table)
-Arrival at KARI : by April 30, 2017
-Installation & Finish site acceptance : by May 31, 2017
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Korea Aerospace Research Institute CONTRACT COMPANY
Article 9. Delay
9.1
Excusable Delay
9.1.1 Neither Party shall be responsible to the other Party for any delay in performing its
obligations under this Contract due to any Events of Force Majeure.
9.1.2 The Party whose performance of obligations hereunder has been affected by any
Events of Force Majeure shall notify the other Party within ten (10) days thereafter by
sending a detailed statement and sufficient evidence with respect thereto, and
promptly of any subsequent change in the circumstances, if any. The affected Party
shall exercise its best efforts under the circumstances to remove or remedy the Events
of Force Majeure and the effects thereof and resume full performance hereof as soon
as possible.
9.1.3 Notwithstanding Article 9.1.1 hereof, any such delay that has not been notified to the
other Party pursuant to Article 9.1.2 hereof shall not be excused for any reason
whatsoever. Notwithstanding Article 9.1.1 hereof, any delay of performance of the
affected Party falling due after delay, failure or incompleteness in exercising the
pertinent best efforts to remove or remedy the pertinent Events of Force Majeure or
the effects thereof pursuant to Article 9.1.2 hereof shall not be excused for any reason
whatsoever.
9.1.4 The Party who has received or is entitled to duly receive the notice of Events of Force
Majeure under Article 9.1.2 hereof may suspend performance of its obligations which
shall be due subsequent to such Events of Force Majeure, until the other Party has
effected such delayed performance to the full extent after and in view of such Events
of Force Majeure.
9.2 Non-Excusable Delay
9.2.1 In the event that, unless otherwise excused by virtue of this Contract or the governing
or Applicable law, Contractor delays the provision or delivery of Deliverable items as
stipulated in this Contract, or performance of its other obligations under this Contract,
Contractor shall be responsible for damages incurred by KARI as a result of such
delay.
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Korea Aerospace Research Institute CONTRACT COMPANY
9.2.2
Non-Excusable Delay, Liquidated damages, shall be applied for late performance or
non-performance at the rate of zero point fifteen (0.15) percent of total Contract price
per calendar day, up to ten (10) percent of total price.
9.2.3 For the purpose of this Article, any action or omission of Contractor’s Subcontractor,
agent, or servant, de facto or de jure, shall be deemed to be Contractor’s own.
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Korea Aerospace Research Institute CONTRACT COMPANY
Article 10. Taxes and Duties
10.1
In the event taxes are charged in Korea, KARI shall be fully responsible for payment
of such taxes. Contractor shall be fully responsible for the payment of all applicable
taxes imposed outside Korea including any customs duties and charges.
10.2
Neither Party shall be responsible for paying the customs duties, and related taxes,
fees, or charges for the personnel and the personal belongings of the other Party.
10.3
The Contractor shall further comply with instructions KARI may issue from time to
time in order to facilitate any exemptions or reductions from customs duties and other
taxes that might be levied on KARI and shall impose the same obligations on its
Subcontractors.
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Korea Aerospace Research Institute CONTRACT COMPANY
Article 11. Intellectual Property
11.1
KARI shall own and have a right to use, without any obligation, all the Deliverable
Items or Data provided by Contractor in its performing this Contract. Contractor
shall take all necessary precautions so that all the Deliverable Items or Data supplied
hereunder shall be free from infringement of any patent, design patent, trademark,
utility model or any other industrial property right, copyright, license or any other
right thereunder of any third party or parties.
11.2 In the event that any party other than Contractor claims or threatens to claim
infringement by KARI with respect to such use of the Deliverable Items or Data,
Contractor shall defend, hold harmless, and indemnify KARI from such infringement
claims.
11.3 This Article will survive the completion of the Contract, any termination, cancellation
or expiration of the Contract in any manner whatsoever.
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Korea Aerospace Research Institute CONTRACT COMPANY
Article 12. Factory Acceptance
12.1
KARI, at all times during the performance of this Contract, shall have the right to do
the following activities at the Contractor’s facilities, Subcontractor’s facilities,
supplier’s facilities, or other relevant facilities under this Contract;
(a) Factory acceptance tests and inspections in accordance with in Appendix B-1
“Statement of Works”
(b) Monitor the Contract performance of Contractor,
(c) Access the Items in progress, and any design, manufacturing, and testing activities
and data, including development and engineering model testing, related to, used
for, prepared or generated in connection with this Contract, and
(d) Witness all qualification and acceptance testing of all Items to be delivered or
provided under this Contract including all tests used for the purpose of
demonstrating qualification.
12.2 Contractor shall make such data and documentation, equipment and facilities
available to KARI upon KARI’s request and KARI’s selection for such purposes.
Contractor shall deliver copies of design and test data and other Technical Data,
excluding financial data, required to evaluate technical problems or non-performance
that may occur during the performance of this Contract. Such documentation and data
shall also be available for KARI to make copies thereof. For a period of six (6) years
after termination or expiration of this Contract, to the extent that such documentation
and data are of a type normally retained by the Contractor and its Subcontractors, it
shall continue to be available under the same terms and conditions.
12.3
Contractor shall obtain from any of its Associates access by KARI, upon reasonable
advance notice to Contractor, to any pertinent facilities, Work in progress and
Technical Data of any of Contractor’s Associates to inspect Work in progress under
this Contract. Contractor shall dispatch its representative or a technical manager
authorized to act on behalf of its representative to accompany KARI’s access
hereunder.
12.4
KARI shall have access to all Technical Data in the Contractor’s control that are
required for this Contract.
12.5
If, during the performance of this Contract, the KARI representative or any person
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Korea Aerospace Research Institute CONTRACT COMPANY
designated by KARI reasonably determines that any of the provisions or delivery of
any Items or Contractor’s performance of its other obligations under this Contract
does not conform to the requirements of this Contract, the KARI representative shall
promptly notify the Contractor, and confirm such notification in writing within ten
(10) days, of the particulars in which such provision, delivery or performance does
not meet the requirements of the Contract. The Contractor, upon receipt of such
notice, shall promptly make the corrections of such non-conformity and notify KARI
of the result of such corrections, or, if such prompt corrections are not possible, notify
KARI of the reason why such prompt corrections are not possible and the period
required for the corrections.
Article 13. Final Acceptance and Inspection
13.1
The Final Acceptance of installation, Deliverable Items or Data shall occur only after:
(a) installation, Deliverable Items or Data to be performed by the Contractor under
the Contract for Works have been completed in accordance with the Contract;
and
(b) the Contractor has demonstrated to KARI that the installation, Deliverable Items
or Data meet the specifications and requirements in this Contract; and
(c) all Works and conditions under the Contract to be fulfilled by the Contractor
prior to the Final Acceptance have been met, in which case KARI shall finally
accept, in writing, installation, Deliverable Items or Data subject to the
provisions set forth below.
13.2
Subject to the conditions as set forth in Article 13.1 above, The Final Acceptance of
installation, Deliverable Items or Data shall be deemed to have occurred only when
the inspection and test of installation, Deliverable Items or Data have successfully
completed at KARI site and KARI’s authorized representative has accepted
installation, Deliverable Items or Data in writing. If KARI determines that any
installation, Deliverable Item or Data is unacceptable, it shall justify such refusal to
the Contractor, in writing. If such written Final Acceptance letter is not given to
Contractor, within thirty (30) days after the inspection and test regarding such
installation, Deliverable Item or Data or if such installation, Deliverable Items or
Data are taken into use, such installation, Deliverable Items or Data shall be deemed
to have been accepted by KARI.
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Korea Aerospace Research Institute CONTRACT COMPANY
13.3
If any installation, Deliverable Item or Data is determined to be unacceptable, it
shall be considered as non-delivery and the Contractor shall, at its expense,
promptly repair or replace such Items so that it shall comply with the Contract
specifications and requirements, and shall submit such repaired or replaced Items for
its confirmation. The repaired or replaced Items shall be accepted in accordance
with the requirements of Article 13.1.
13.4
The Parties agree that the acceptance of any installation, Deliverable Item or Data
under this Article shall not be interpreted or construed to mean that such installation,
Deliverable Items or Data are free of all defects and conform in all respects with the
requirements of this Contract, and Contractor shall not be entitled to any additional
costs incurred or to recover any damages suffered due to defects in the Items or
KARI’s rejection of the Items.
Article 14. Spare Parts and Erection Tools
14.1
Contractor shall provide KARI with all list and delivery time of spare parts/erection
tools for KARI's use for consumable and five (5) years of operation as per the Scope
of supplies specified in Contract Specifications.
14.2
Contractor shall guarantee that spare parts/erection tools can be made available for
fifteen (15) years.
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Korea Aerospace Research Institute CONTRACT COMPANY
Article 15. Defect and Non-conformity
15.1
In the event that KARI discovers that any Deliverable Item provided or delivered
pursuant to Article 8 “Deliveries” are defective or non-conformity, KARI shall
promptly notify Contractor thereof. Until KARI has made the Final Acceptance,
without charge to KARI, provided that such defect or non-conformity is not
attributable to KARI, Contractor shall promptly remedy such defect or non-
conformity and retest in the presence of KARI's authorized representative. In
addition, if remedying such defect or non-conformity would substantially delay as
compared to the period required to complete such substitution, Contractor shall
promptly provide substitute Items. Upon the remedy of such defect or non-
conformity that the requirements of this Contract are satisfied in all respects or upon
the provision of substitute Items, Contractor shall notify KARI of the details of the
remedy undertaken by Contractor.
15.2
The Parties hereby agree that acceptance under this Article shall not be interpreted
or construed to mean that the Deliverable Items provided or delivered are free of all
defects and conform in all respects with the requirements of this Contract.
15.3
If, at any time, during the performance of its obligations under this Contract
Contractor becomes aware of such defects or non-conformity as provided for in this
Article, Contractor shall promptly take appropriate corrective measures at its own
expense to remedy any such defects or non-conformity in the same manner as
stipulated in this Article, and notify KARI of the details of such defects or non-
conformity and the remedy thereof.
15.4
With regard to the Items after the remedy of such defect or non-conformity, or the
substitute Items provided or delivered, or the performance of Contractor’s
obligations under this Contract after the remedy of such defect or non-conformity,
under Articles 15.1, 15.2 and 15.3 hereof, this Article 15 shall apply as appropriate.
15.5
For the purpose of this Article, any act or omission of a Party's Subcontractor, agent,
or servant, de facto or de jure, shall be deemed to be that Party's own.
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Korea Aerospace Research Institute CONTRACT COMPANY
Article 16. Indemnification
Contractor shall indemnify and hold KARI, its officers, agents, servants, employees,
subsidiaries, successors, and assignees, or any of them, harmless from any and all loss,
damage, liability or expense resulting from damage to all tangible property and injuries
including death, to all persons, in the circumstances caused by its act or omission in the
performance of the Work, and shall pay all expenses, including reasonable attorneys’ fees, and
satisfy all judgments as may be incurred by or rendered against them, or any of them.
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Korea Aerospace Research Institute CONTRACT COMPANY
Article 17. Licenses, Clearances and Permits
17.1
Unless otherwise specified in this Contract, each Party is responsible for obtaining all
government approvals from any government authority which has jurisdiction and
authority to require such approvals, including, but not limited to, licenses, visas, and
permits necessary to carry out such Party’s obligations in accordance with this
Contract. KARI is responsible for obtaining any necessary Korean government
approvals, and Contractor is responsible for all other government approvals.
17.2
The Parties shall cooperate and provide each other, upon request of and without cost
to the other Party, all reasonable and necessary assistance in obtaining any and all
governmental approvals, which they respectively are required to obtain pursuant to
this Contract.
17.3
Each Party shall be solely responsible for any expenses incurred in obtaining the
approvals, which are required under this Article. The Parties shall provide to each
other, upon request of and without cost to the other Party, suitable documents or other
reasonable evidence to show that they have obtained any and all governmental
approvals, which they respectively are required to obtain pursuant to this Contract.
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Korea Aerospace Research Institute CONTRACT COMPANY
Article 18. Confidentiality
18.1
Each party shall confidentially treat all documents, data, materials and information
supplied by one to the other, and shall not disclose the above to any third party, and
shall not use the above for any other purpose than for the performance of this Contract
without prior written consent from the other party. However this Confidentiality
obligation shall not be apply to the information which is made available to the general
public.
18.2
If specified by written consent, both parties agree to enter into Non-Disclosure
Agreement.
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Korea Aerospace Research Institute CONTRACT COMPANY
Article 19. Warranty
19.1
The installation, Deliverable Items or Data supplied by Contractor or its
Subcontractors hereunder shall be in good working order and free from all defects in
workmanship and materials and shall comply with the requirements of this Contract.
Warranty period for the installation, Deliverable Items or Data shall be one (1) year
from on the date of Final Acceptance letter.
19.2
Warranty covers the replacement of faulty parts, the labor required for repair,
traveling cost, living fees and all associated necessary costs.
19.3
For the upgrading of three shakers used in quad-shakers, Contract shall take the
responsibility for the normal operation especially in amplifiers system for five (5)
years. In case of new shakers including amplifiers supplied, it shall be applied to
Articles 19.1.
19.4
Contractor or A/S teams shall submit the written plan for repair within 48 hours after
the reception of the notification of fault. The Contractor or A/S teams shall
completely finish the repair within thirty (30) days after the reception of the written
notification of fault.
19.5
For an urgent service during important testing period, The deadline for action is five
(5) days from the reception of the written notification of service. To meet the
deadline of the urgent service, KARI will notify Contractor of the test start date and
the period two (2) weeks before the test start date. Contractor shall stand by the A/S
crews at Contractor's convenient place during the test period (up to four (4) weeks).
Contractor shall include a plan for these requirements in the proposal.
19.6
To meet these requirements, Contractor shall propose a detailed plan for the prompt
repair in the proposal. The detailed information (location, number of crews, resume,
phone and FAX numbers, e-mail address, etc.) of the A/S teams shall be shown in the
proposal and shall be approved by KARI.
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Korea Aerospace Research Institute CONTRACT COMPANY
Article 20. Termination
20.1
Termination for Events of Force Majeure
20.1.1 In the event that the excusable delay under Article 9 “Delay” exceeds six (6) months
for any single Events of Force Majeure or nine (9) months in the aggregate for all
Events of Force Majeure, KARI, at its sole discretion, may declare frustration of this
Contract, and terminate the whole or any part of this Contract by sending a three (3)
days prior notice to the Contractor.
20.1.2 In the event that Contract is terminated for Events of Force Majeure, Contractor shall
return one hundred percent (100%) of the amount paid by KARI under this Contract.
KARI shall return all Deliverable Items to Contractor, in the manner of “AS IS”.
20.2
Termination for Breach
20.2.1 KARI may, by written notice to the Contractor, terminate the whole or any part of the
Contract, if any of the following circumstances occurs;
(a) Contractor fails to deliver any Deliverable Item under Contract in accordance with
the delivery schedule; or
(b) Contractor fails to perform any Work under this Contract or fails to progress with
the Work in a manner which satisfies KARI that Contractor will perform the
Contract within the time specified and in accordance with the terms of the
Contract; or
(c) Contractor fails to remedy any or all defects and non-conformity on the
Deliverable Item in accordance with Article 20.2.
20.2.2 In the event of the circumstances in Article 20.2.1, KARI may notify the Contractor
and may suspend any further performance of its obligation under this Contract. If the
Contractor fails, within ten (10) days from the dispatch of the notice, to produce and
notify KARI of reasonable evidence of its intent and ability to effect due performance
of the obligation in breach within sixty (60) days from due dispatch of written notice,
then KARI may terminate this Contract with three (3) days’ prior notice of
termination.
20.2.3 In the event this Contract is terminated for Contractor’s breach, the Contractor shall
return all the amounts paid by KARI under the Contract and also pay the termination
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Korea Aerospace Research Institute CONTRACT COMPANY
charge of ten percent (10%) of the total Contract Price. KARI shall return the
Deliverable Item to Contractor, if any.
20.3
Termination for Special Circumstances
20.3.1 Either Party may terminate this Contract anytime upon or after due dispatch of notice
of such effect, without any other conditions, in the event that the other Party falls
within any of the following categories:
(a) the other Party has fallen bankrupt or insolvent;
(b) the other Party passed a resolution for its reorganization (bankruptcy related),
dissolution, liquidation or winding-up; or
(c) a court order for proceedings for the bankruptcy, reorganization (bankruptcy
related), dissolution or winding-up of the other Party has been applied for by any
person and such application has not been dismissed within sixty (60) days.
20.3.2 In the event this Contract is terminated by Article 20.3.1 above, each Party shall
effect the restitution to the other Party of whatever is provided, delivered, or paid to it
in the same manner and types as such provision, delivery or payment was made.
However, both Parties may also agree otherwise and if KARI wants to retain the
results of the Works or any Deliverable Item, then corresponding payment shall
remain with Contractor or be made by KARI.
20.4
Termination for Convenience
20.4.1 KARI may terminate this Contract, in whole or in part, ONLY IF GOVERNMENT
TERMINATES THE PROGRAM WHICH IS DIRECTLY RELATED TO THIS
CONTRACT for its convenience, with sixty (60) days’ prior written notice to
Contractor. In case of such termination for convenience, Contractor is entitled to
receive payment due which Contractor has already done in accordance with Article
6.1.2 within thirty (30) days from the date of termination and KARI shall release
performance bond at the same time.
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Korea Aerospace Research Institute CONTRACT COMPANY
Article 21. Resolution of Disputes and Governing Law
21.1
In cases any controversy or claim arises out of or in relation to this Contract or with
respect to a breach hereof, the Parties shall seek to resolve the matter amicably
through discussions between themselves. In the event of any disagreement between
KARI and Contractor about the interpretation of the provisions or definitions used in
this Contract, the interpretation of KARI shall govern until and unless otherwise
decided by arbitration conducted pursuant to the following provisions.
21.2
If the Parties cannot resolve such controversy or claim in accordance with Article
21.1 above, it shall be finally settled by arbitration in Seoul, Korea, before the Korean
Commercial Arbitration Board in accordance with its rules. The proceedings shall be
conducted in English. The award rendered by the board shall be final and binding on
the Parties and may be entered in any court of competent jurisdiction for execution.
21.3
The validity, performance, construction, and effect of this Contract shall be governed
by the laws of Korea.
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Korea Aerospace Research Institute CONTRACT COMPANY
Article 22. Language and Units
22.1
This Contract shall be executed in English.
22.2
All documents, drawings, plans and other writings as well as communications
between both Parties shall be in English.
22.3
Measurements and quantities for deliverable documentation shall be recorded in units
of Système Internationale.
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Korea Aerospace Research Institute CONTRACT COMPANY
Article 23. Effective Date of Contract
23.1
The effective date of this Contract ("EDC") is the date on which all of the
following conditions have been satisfied:
(a) The duly authorized representatives of both Parties have signed this Contract, and
(b) The appropriate governmental authorities of the Republic of Korea and
Contractor’s country have duly approved this Contract, if required.
23.2
Any amendment to this Contract shall be effective upon signature by the authorized
representatives of both Parties.
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Korea Aerospace Research Institute CONTRACT COMPANY
Article 24. Changes
24.1
Changes Requested by KARI
24.1.1 Any changes requested by KARI during the performance of this Contract, within the
general scope of this Contract, which would add or delete Work, affect the design of
Work, change the method of shipment or packing, place or time of delivery, duration
of Contract, or would affect any other requirement of this Contract, shall be submitted
in writing to Contractor. Contractor shall respond to any changes KARI requested in
writing within thirty (30) days after receipt of such request. If such change requested
by KARI causes an increase or decrease in the Contract Price and/or an impact of
schedule, Contractor shall submit to KARI at the time the response to the requested
change is submitted, the details of such increase or decrease.
24.1.2 KARI shall notify Contractor in writing, within thirty (30) days after receipt of
Contractor’s response, whether it agrees with and accepts Contractor’s response. If
KARI agrees with and accepts Contractor’s response, an amendment to the Contract
reflecting such change, Contract Price and/or schedule adjustment, if any, shall be
issued, and Contractor shall proceed with the performance of the Contract as changed.
Contractor shall provide updated information that reflects the final agreed price of the
change, if KARI requests. In the event the Parties are unable to agree on a change
requested by KARI or price adjustment, if any, or both, Contractor shall proceed with
the performance of the Contract as unchanged.
24.2
Changes Requested by Contractor
24.2.1 Any changes requested by Contractor during the performance of this Contract, within
the general scope of this Contract, that would add or delete Work, affect the design of
Work, change the method of shipment or packing, place or time of delivery, duration
of Contract, or would affect any other requirement of this Contract, shall be submitted
in writing to KARI thirty (30) days prior to the proposed date of the change. If such
change requested by Contractor causes an increase or decrease in the Contract Price,
Contractor shall submit to KARI at the time the requested change is submitted, the
details of such increase or decrease.
24.2.2 KARI shall notify Contractor in writing within thirty (30) days after receipt of the
requested change and Contract Price adjustment, if any, whether or not it agrees with
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Korea Aerospace Research Institute CONTRACT COMPANY
and accepts such change. If KARI agrees with and accepts change requested by
Contractor, an amendment to the Contract reflecting such change, and Contract Price
adjustment, if any, shall be issued, and Contractor shall proceed with the performance
of the Contract as changed. Contractor shall provide updated information which
reflects the final agreed price of the change, if KARI requests. In the event the Parties
are unable to reach an agreement on a change requested by Contractor, or Contract
Price adjustment, if any, or both, Contractor shall proceed with the performance of
the Contract as unchanged.
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Korea Aerospace Research Institute CONTRACT COMPANY
Article 25. Notices
25.1
All notices, requests, demands, approvals, reports, invoices, and other correspondence
to be provided pursuant to this Contract shall be in writing and shall be deemed to
have been duly given to the Party to be notified: (i) on the date of delivery if
delivered in person, (ii) on the date of dispatch if by facsimile, telex or e-mail, or (iii)
on the date of receipt if by registered airmail or overnight courier.
All notices shall be addressed to the appropriate Party at its address as follows:
For KARI: Korea Aerospace Research Institute
169-84 Gwahakro, Yuseong-gu, Daejeon 305-806, Korea
Commercial matters
Technical matters
Mr. Jung-Nam Cho
Tel: +82-42-860-2613
Fax:+82-42-860-2666
E-mail: jncho@kari.re.kr
Mr. Jong-Min Im
Tel: +82-42-860-2562
Fax:+82-42-860-2234
E-mail: acoust@kari.re.kr
For Contractor: Company name
Adress
Commercial matters
Technical matters
Mr.
Tel: +
E-mail:
Mr.
Tel: +
E-mail:
25.2
Each Party may change its address for notice by notice given to the other Party in the
manner set forth above. And any notices given as provided herein shall be considered
effective seven (7) days after the registered postage pre-paid airmailing thereof or the
day of actual receipt thereof, whichever occurs first, or on the day of personal
delivery, or the day of sending if by facsimile, telex or e-mail.
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Korea Aerospace Research Institute CONTRACT COMPANY
Article 26. Miscellaneous
26.1
Assignability
This Contract and each and every covenant, term and condition hereof shall be
binding upon and inure to the benefit of the Parties and their respective successors,
and neither this Contract nor any rights and obligations hereunder shall be assignable
or delegable directly or indirectly by either Party without the prior written consent of
the other Party.
26.2
Entire Agreement
This Contract embodies the entire agreements of the Parties with respect to the
subject matter hereof and supersedes and cancels any and all prior understandings or
agreements, oral or written, in relation hereto, which may exist between the Parties.
No oral explanation or oral information by any of the Parties shall alter the meaning
or interpretation of this Contract.
26.3
Unenforceable Terms
If any term or provision of this Contract shall for any reason be invalid, illegal or
unenforceable in any respect, this Contract shall be interpreted and construed as if
such term or provision had never been included herein.
26.4
Non-waiver
The failure or delay of any Party to require performance by the other Party of any
provision of, or of any right or obligation under this Contract, shall not constitute a
waiver thereof, nor shall such affect that Party’s right to thereafter require
performance of such or any other provision, right or obligation.
26.5
Disclaimer of Agency
This Contract shall not be deemed to constitute any Party the agent of the other Party.
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Korea Aerospace Research Institute CONTRACT COMPANY
26.6
Headings
The headings in this Contract have been inserted for convenience of reference only
and are not to be used in consulting or interpreting this Contract.
26.7
Time Limits
Unless otherwise indicated, any time limits to which this Contract binds Contractor or
KARI shall be counted in calendar days from the day following that of the event
marking the start of the time limit, and shall end on the last day of the period
specified. When the last day of a time limit is a Saturday or Sunday, or a legal holiday
in the country in which the particular contractual performance is required, such time
limit shall be extended to the first working day following.
26.8
Subcontractors
Each Party shall be fully responsible for the work of its Subcontractors under this
Contract, and such subcontracting shall not relieve that Party of its obligation under
this Contract.
26.9
Limitation of Liability
Contractor shall not, under any circumstances, have any liability to KARI for any
indirect, special, consequential and/or incidental or punitive damages resulting from
the performance, non-performance or bad performance of this Contract, including
without limitation loss of profits, loss of revenues and any other similar loss.
However, in case of Contactor’s act of intentional, gross negligence or willful
misconduct, the foregoing provision shall not apply for. Contractor’s aggregate
liability under this Contract shall be limited to one hundred percent (100%) of the
Contract Price.
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Korea Aerospace Research Institute CONTRACT COMPANY
IN WITNESS WHEREOF this Contract has been issued in two (2) signed English originals
of equivalent validity, executed on behalf of KARI and the Contractor by their respective
persons authorized on that behalf.
Korea Aerospace Research Institute
Contract Company
By : ______________________
Name : Dr. Gwang-Rae Cho
Title : President
Date :
By : ______________________
Name :
Title :
Date :
KARI &
Korea Aerospace Research Institute CONTRACT COMPANY
Appendix B-1. Statement of Works
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Korea Aerospace Research Institute CONTRACT COMPANY
1. Work description
1.1 WP S1000 Shakers, Amplifiers and Interface Management
1.1.1 General
An effective and economical management of the Project shall be conducted. A Project Manager shall be
responsible for the management and execution of the work to be performed.
1.1.2 Access
The KARI shall be allowed free access to any plan, procedure, specification or other documentation relevant to
the work. Areas and equipment used during the development/testing activities shall also be available for
inspection and audit.
The KARI shall be notified at least three weeks before the start of any test program, or as mutually agreed, in
order to enable the KARI to select those tests that it wishes to witness. The KARI shall notify its visit at least
three week in advance.
1.2 WP S2000 Shakers, Amplifiers and Interface Design
1.2.1 Design
The design of the shakers, amplifiers, interface shall be carried out. Since the four shakers shall be integrated in
the seismic foundation to be designed and connected to the table under the Upgrading of the Multishaker Vertical
Configuration Contract, a complete mass-spring model of the shaker shall be provided.
1.2.2 Design Review (DR)
Upon successful completion of the Design Review (DR) meeting the KARI shall authorise manufacturing and
assembling of the relevant equipment. From that time on, a configuration control system for the documentation
and drawings shall be established. All changes to the design shall be processed via Contract Change Notice
(CCN) to be approved by KARI.
1.2.3 Deliverables: Design Review Data Package
The following documents shall be handed over to the KARI 2 weeks prior to the DR:
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Korea Aerospace Research Institute CONTRACT COMPANY
1.2.3.1 Exhaustive list of equipment to be delivered
1.2.3.2 Technical justification for the selected components
1.2.3.3 Functional description of the main and auxiliary equipment
1.2.3.4 Individual shaker performance specifications
1.2.3.5 Quad Vibration System performance specifications
1.2.3.6 Detailed internal and external interfaces document
1.2.3.7 Mass-spring model of one shaker used in quad-shaker
1.2.3.8 Measurements supporting the equipment performance specifications
1.2.3.9 Certificates supporting the compliance with EMC requirements
1.2.3.10 Electrical load list for equipment and auxiliary equipment
1.2.3.11 Calculation of reactive power and mains filters (if applicable)
1.2.3.12 Detailed description of the safety devices and interlocks
1.2.3.13 Design Specifications and FMECA report for the Interlock Supervisory Kit
1.2.3.14 Cable list with cable number, type, size, length and destination (cable length to be verified at KARI site)
1.2.3.15 Factory Acceptance Plan
1.3 WP S3000: Shakers, Amplifiers and interface Manufacturing
During this work package the following tasks shall be performed:
1.3.1 Manufacturing
The system hardware shall be manufactured according to the design accepted under WP S3000.
All manufacturing operations shall be planned in co-ordination with inspections and tests. This planning shall be
documented in a concise Manufacturing and Inspection Plan.
1.3.2 Factory acceptance
The Factory Acceptance objective is to verify that the requirements detailed in technical requirements are
fulfilled.
The factory acceptance tests and inspections shall be performed according to a Factory Acceptance Plan, which
shall identify all the activities to be performed and the requirements intended to be verified.
The Factory Acceptance Review meeting in order to review the results of the implementation of the Factory
Acceptance plan shall be organised.
A board composed of members to be agreed with the KARI’s representatives shall attend the Factory Acceptance
Review meeting and confirm that:
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Korea Aerospace Research Institute CONTRACT COMPANY
1.3.2.1 All the equipment to be delivered is ready to be shipped.
1.3.2.2 The functional requirements are fulfilled.
1.3.2.3 The shakers perform individually as specified
1.3.2.4 The Quad vibration system perform as specified
This task shall be completed upon a successful Factory Acceptance Review.
1.3.3 Deliverables:
1.3.3.1 Exhaustive list of the equipment to be shipped
1.3.3.2 Factory Acceptance test reports
1.3.3.3 Factory Acceptance Review minutes of meeting
1.3.3.4 KARI on site Acceptance Plan
1.4 WP S4000 Shakers, Amplifiers and Interface Installation and Testing
During this work package the following tasks shall be performed:
1.4.1 Mechanical installation.
The mechanical installation comprises the:
Connection of the cooling units to the interfaces with KARI supplies.
1.4.2 Amplifiers:
The amplifiers and cooling units shall be installed in KARI basement Room. The amplifier related equipment
shall be brought in the basement room through a loading bay by means of a cargo crane.
1.4.3 Shakers:
The shakers shall be installed in the seismic foundation procured under Part 2.
The shakers shall be transported at the ground floor level and lowered inside the seismic foundation using a
20,000 Kg [10,000kg x 2EA] crane supplied by KARI.
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Korea Aerospace Research Institute CONTRACT COMPANY
1.4.4 Electrical installation
The electrical installation comprises the:
1.4.4.1 Routing, installation and termination of input and output power cables and control cables.
1.4.4.2 Connection of power cables (feeder) of the amplifiers to KARI RFI filters.
1.4.4.3 Continuity and insulation testing according to the Contractor specifications.
1.4.4.4 Labeling and marking of installed cables and wires.
1.4.4.5 Connection of earthing cables to the existing KARI dedicated network
1.5 WP S5000: Shakers, Amplifiers and Interface Acceptance testing
Upon completion of the installation of the shakers and auxiliary equipment, the provisional acceptance of the
shakers, not connected to the table, shall take place according to the Acceptance Plan.
The acceptance tests shall be performed in accordance with formal test procedures and documented in test
reports.
The draft operation manual will be used during the acceptance test to confirm its suitability to support the
operation of the system. KARI staffs and other authorized persons will be trained on the operation of the system
during the acceptance test.
The Acceptance Plan shall cover all tests and verifications, which were already performed during Factory
Acceptance but are invalidated by the installation at KARI.
During this work package the following tasks shall be performed:
1.5.1 Interlock/ External trip acceptance
1.5.1.1 The proper functioning of the internal and external interlocks shall be verified individually; external trips
may be checked by simulation.
1.5.1.2 The individual shaker amplifiers behavior shall be recorded during a soft and hard shut down and
checked against specifications. To this end armature and vibrator body acceleration responses during
soft and hard shutdown of a typical sine vibration test run shall be measured.
1.5.1.3 The Multishaker amplifiers behavior, not connected to the table, shall be recorded during a soft and hard
shut down and checked against specifications. To this end each armature and vibrator body acceleration
responses during soft and hard shutdown of a typical sine vibration test run shall be measured.
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Korea Aerospace Research Institute CONTRACT COMPANY
1.5.2 Vibration acceptance test sequence
The vibration acceptance tests shall verify the capability of the amplifiers to drive the vibrators in compliance
with KARI specification. The following vibration tests have to be performed:
1.5.2.1 Individual shaker full performance tests
1.5.2.2 Quad Multishaker bare armatures, performance tests
1.5.2.3 Quad Multishaker loaded by interconnecting the four shaker armature with a KARI furnished plate,
performance tests
1.5.2.4 Abort sequence verification
During the test runs the following measurements shall be recorded:
1.5.2.5 Amplifier AC input voltage and current
1.5.2.6 Amplifier signal output voltage and current (amplitude and phase)
1.5.2.7 Matching transformer output voltage and current (if applicable)
1.5.2.8 Acceleration, amplitude and phase, for each armature
1.5.3 Cooling units acceptance test
The adequacy of the amplifier forced air-cooling as well as water and oil cooling has to be proven. Therefore
temperatures at essential locations shall be measured and recorded while performing a vibration test run at
maximum shaker performance (Multishaker configuration) over a period of time, relevant to the test duration.
1.5.4 Acceptance review and acceptance data package
An Acceptance Review (AR) shall be performed to review the results of the implementation of the Acceptance
Plan. A Board composed of KARI representatives, including PA Representatives and other member to be agreed
shall perform the Acceptance Review.
1.5.5 Deliverable
The AR shall be supported by an Acceptance Data Package (ADP). The ADP shall be provided two weeks prior
to the review in 2 paper copies and 5 electronic copies. The ADP shall comprise the following documents:
1.5.6 System Description Document
A system description document containing the Quad Multishaker and Lateral single shaker performance
specifications, the general functional description including block diagrams, layouts and principal schematics as
necessary.
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Korea Aerospace Research Institute CONTRACT COMPANY
1.5.6.1 For each component a document covering:
- Product Application: Details the product regarding type and serial number.
- Installation and Operation: Concise information on the installation, the adjustment and the operation of the
product
- Test Instructions: Manufacturer’s standard test procedure for the product
- Test reports: Results from the manufacturer’s standard test procedures for the product.
- CE Compliance Certification: Formal certification stating that the equipment provided complies with CE
requirements.
- Parts List and Drawings: Complete bill of materials listing including assembly drawings associated with the
product
1.5.6.2 Mechanical Drawings
- All mechanical drawings necessary for the installation and maintenance of the equipment, stating
dimensions, weights and attachment points
- All mechanical interface drawings for cable trays, cable entry and termination
- Electrical drawings comprising:
- Overall functional block diagram (with reference to the equipment by drawing, or equipment number)
- Block or simplified functional diagram of the individual equipment (amplifiers)
- Test points and test values
- Terminal lists
- Cable list comprising cable number, cross section and quality, length and destination
- Drawing list of the delivered drawings
1.5.6.3 Copies of all Non-conformance Reports and Requests for Waiver
1.5.6.4 Manufacturing Inspection Report
1.5.6.5 Acceptance test plans, test procedures and test reports
1.5.6.6 System Operation Manual
The system operation manual shall describe the aspects of the operation of the equipment in a
logical order, to ensure a safe and proper use. This manual shall contain the following chapters:
Pre-operational checks
Start-up and safe shut-down
Operation of equipment and auxiliaries
Inspections
Note: This document should be written such that it can be used as a stand-alone manual for the facility operator
without necessarily consulting the other documents.
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Korea Aerospace Research Institute CONTRACT COMPANY
1.5.6.7 Maintenance manual
The maintenance manual shall describe the aspects of preventive and corrective maintenance. This document
shall clearly distinguish between activities that require the special knowledge of the supplier and the activities
that can be done by trained KARI personnel.
In addition specific needs for tools or instrumentation shall be included in this section. The shakers’
Subcontractor shall identify parts with a limited lifetime.
1.5.6.8 Amplifier and shaker foot print manual
The amplifier and shaker footprint manual section shall describe activities, to be performed by trained KARI
personnel, to carry out periodic amplifier and shaker signature tests.
1.5.6.9 Repair manual
The repair manual section shall assist the maintenance engineer in case a malfunction has to be corrected. It shall
advise on the steps to be done to replace or repair, with references to the spare parts list and functional checks
required thereafter.
1.5.6.10 Spare part list
A recommendation concerning the spare-parts list covering a period of 5 years of operation shall be made and
the guarantee that spare-parts can be made available for another 10 years thereafter shall be given.
Delivery time shall be stated for all for spare parts.
1.5.6.11 Attached documents
The attached documents which compile information, data sheets, instruction for use, of those deliverable items,
which are not covered by the above manual sections (e.g. instruments, auxiliary equipment etc.)
1.5.6.12 Minutes of the Acceptance Review Board
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Korea Aerospace Research Institute CONTRACT COMPANY
1.6 WP S6000 Assistance to Installation and Commissioning of the Integrated System
Support shall be given during the installation of the integrated system and associated auxiliaries and to the
System Provisional Acceptance tests of the integrated system, as well as during the guarantee period leading to
the System Final Acceptance.
The work package shall include giving support for:
1.6.1 Fixing interfaces issues
1.6.2 Bolting the shakers inside the seismic foundation
1.6.3 Aligning the shakers with respect to the QHE
1.6.4 Attending integrated acceptance test campaign
1.6.5 Any other related activities necessary to ensure a successful Provisional and Final acceptance of
the integrated system.
KARI & Page 46
Korea Aerospace Research Institute CONTRACT COMPANY
2. Management reporting Meetings and Deliverables
The hardware deliveries shall include, as a minimum, the following:
Item
No.
Part name
Qty
Description
1
One shaker & amplifier system for Quad
Vibration System
1
- 160 kN Electrodynamic shaker
- Including amplifier and related auxiliaries
- Including matching transformer
-
All needed Cables for new installation place
2
Improvement of existing three shakers &
amplifiers of LDSV984(Quad Vibration
System)
3
-
160 kN Electrodynamic shaker
-
All needed Cables for new installation place
-
Same lifetime as new ones
3
One shaker & amplifier system for Large
Vibration System
1
-
More than 280kN Electrodynamic shaker
-
Including amplifier and related auxiliaries
-
Including matching transformer
-
All needed Cables for new installation place
4
Shaker Interface equipment
3
-
2.0m Head-expander
-
1.3 or 1.2m Head-expander
-
1.2m Slip table
-
Related auxiliaries for interface
Kick-off/PDR/CDR/MRR/TRR/FAR reviews shall be held.
Review
Purpose
Kick-off
-Review the requirements of the system
-Understand and agree the design baselines
Design Review
- Verify the compatibility of the design definition
and predicted performance with system requirements
- Verify the coherency of the equipment
specifications with the subsystem specification
Test Readiness
Review
- Review test plans, sequences and procedures
FAR (Factory
Acceptance Review)
Review test results (Checking key requirements’ performance consistency)
- Final acceptance of quad-shakers in Factory
FAR (Final
Acceptance Review)
-Review test results (Checking key requirements’ performance consistency)
- Final acceptance of quad-shakers in KARI
KARI & Page 47
Korea Aerospace Research Institute CONTRACT COMPANY
3. KARI’s undertakings related to the shakers
The following items are provided as KARI’s Undertakings:
1. PCU4 and MACU
2. Amplifier modules
3. Access to existing overhead cranes, lifting eyes and lifting slings
4. One office with 1 telephone and 1 PC connected to Internet + access to 1 FAX machine during the
installation and commissioning
5. Raw water cooling outlets in the amplifier room
6. Disposal facilities for water and consumables
7. Cable trays located as per system layout drawing
8. Compressed air outlets located close to the vibrators
9. Electrical mains supply at agreed outlets in the plant room and vibrator area
10. Dedicated earth star point located in the plant area close to equipment
11. Four shaker armature interconnecting plate (if required)
12. Qualified operators for instrumentation, operation and data acquisition during acceptance testing
13. On-site access to the existing vibration system data package if required
14. Access to building layout if required
15. Specialized equipment required to complete the agreed acceptance procedure
16. Access to on-site workshop for small mechanical correction work
17. On-site car parking for company vehicle
18. Finished final location to allow the installation of the shakers
KARI & Page 48
Korea Aerospace Research Institute CONTRACT COMPANY
4. Warranty
4.1
The system shall be warranted for a duration of 1 years from the date of definitive acceptance
on the site against any operational faults. The date of acceptance is the date when the whole
system is completely installed and its function is approved perfect in a written format by KARI
or its representative.
4.2
The warranty covers the replacement of faulty parts, the labor required for repair, traveling
cost, living fees and all associated necessary costs.
4.3 For the upgrading of three shakers used in quad-shakers, contract shall take the responsibility
for the normal operation especially in amplifiers system for 5 years. In case of new shakers
including amplifiers are supplied, it take Warranty 6.1.
4.4
The contractor or A/S teams shall submit the written plan for repair within 48 hours after the
reception of the notification of fault. The contractor or A/S teams shall completely finish the
repair within 30 days after the reception of the notification of fault.
4.5
For an urgent service during important testing period, the deadline for action is 5 days from
the reception of the notification of service. To meet the deadline of the urgent service, KARI
will notify the contractor of the test start date and the period 2 weeks before the test start date.
The contractor shall stand by the A/S crews at contractor's convenient place during the test
period (up to 4 weeks).The contractor shall include a plan for these requirements in the
proposal.
4.6
To meet these requirements, the contractor shall propose a detailed plan for the prompt repair
in the proposal. The detailed information (location, number of crews, resume, phone and FAX
numbers, e-mail address, etc.) of the A/S teams shall be shown in the proposal and shall be
approved by KARI.
KARI & Page 49
Korea Aerospace Research Institute CONTRACT COMPANY
5. Product supply schedule
The contractor shall meet the key points schedule as below;
Items
Key Points Schedule
Quad vibration
System
(Item #1 & #2)
-
Arrival at KARI : by January 31, 2016
-
Installation & Finish site acceptance : by February 29, 2016
-
Existing three shakers are available to contractor from November 2015
Large Vibration
System
(Item #3)
-
Arrival at KARI : by January 31, 2017
-
Installation & Finish site acceptance : by February 28, 2017
Interface equipment
(Item #4)
-
Arrival at KARI : by April 30, 2017
-
Installation & Finish site acceptance : by May 31, 2017
*For the detailed description for item #, refer to hardware deliveries in 2.Management reporting Meetings
and Deliverables
6. Payment Condition
6.1
KARI may terminate this Contract, in whole or in part, ONLY IF GOVERNMENT
TERMINATES THE PROGRAM WHICH IS DIRECTLY RELATED TO THIS CONTRACT for
its convenience, with sixty (60) days’ prior written notice to Contractor. In case of such
termination for convenience, Contractor is entitled to receive payment due which Contractor
has already done in accordance with this Contract within thirty (30) days from the date of
termination and KARI shall release performance bond at the same time.
6.2
KARI’s Payment Schedule for this Contract can be adjusted by Government budget profile.
