KARI & Contractor
KARI Proprietary
Korea Aerospace Research Institute
Contractor
Contract
for
the procurement of Aluminium Plates
for Propellant Tank Dome Manufacturing
Contract No. KARI-16-0058
Between
Korea Aerospace Research institute
and
Contractor
KARI & Contractor
KARI Proprietary
Korea Aerospace Research Institute
Contractor
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KARI & Contractor
KARI Proprietary
Korea Aerospace Research Institute
Contractor
Table of Contents
General Terms and Conditions
Preamble and Witnesseth .................................................................................................................... 1
Article 1. Definitions ........................................................................................................................... 1
Article 2. Contract Price and Payment Term .................................................................................... 2
Article 3. Delivery ............................................................................................................................... 2
Article 4. Extension of Delivery ......................................................................................................... 3
Article 5. Packing and Marking ......................................................................................................... 3
Article 6. Inspection and Acceptance ............................................................................................... 4
Article 7. Performance Guarantee .................................................................................................... 5
Article 8. Warranties ........................................................................................................................... 5
Article 9. Performance & Warranty Bond ......................................................................................... 6
Article 10. Liquidated Damages for Late Shipment ........................................................................ 6
Article 11. Permits .............................................................................................................................. 7
Article 12. Confidentiality .................................................................................................................. 7
Article 13. Industrial and/or Intellectual Property Rights ............................................................... 7
Article 14. Taxation ............................................................................................................................. 8
Article 15. Force Majeure ................................................................................................................... 8
Article 16. Termination ....................................................................................................................... 8
Article 17. Notice ................................................................................................................................ 9
Article 18. Effective Date.................................................................................................................. 10
Article19. Governing Law and Arbitration ..................................................................................... 10
Article 20. Miscellaneous ................................................................................................................. 10
Appendices
Appendix A. Offer
Appendix B. Technical Requirement
KARI & Contractor
KARI Proprietary
Korea Aerospace Research Institute
Contractor
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KARI & Contractor
KARI Proprietary
Korea Aerospace Research Institute
Contractor
General Terms and Conditions
KARI & Contractor
KARI Proprietary
Korea Aerospace Research Institute
Contractor
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KARI & Contractor Page 1
Korea Aerospace Research Institute
Contractor
Preamble
This Contract made on , 2016 by and between Korea Aerospace Research Institute
(“KARI”) established under the law of the Republic of Korea with its principal office at 169-84 Gwahak-
ro, Yuseong-Gu, Daejeon 34133 Korea, and (“Contractor”) established under
the law of with its principal office at .
Witnesseth
WHEREAS, KARI is desirous of acquiring Material defined hereinafter ;
WHEREAS, Contractor has a knowledge and an experience in the development and manufacturing of
the Material ;
WHEREAS, Contractor is willing to supply and deliver the Material to KARI ;
WHEREAS, KARI desires to procure and Contractor desires to supply Material in accordance with the
terms and conditions provided for hereinafter set forth ;
NOW THEREFORE, in consideration of the premises and the mutual agreements herein contained,
the Parties hereto have agreed to as follows:
Article 1. Definitions
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
Contract means this Contract for the procurement of Aluminium Plates for Propellant Tank
Dome Manufacturing including Appendices as attached hereto, and all amendments that may
be agreed to by the Parties in accordance with the terms and conditions of this Contract.
1.2 Contract Specifications means any and all specifications and requirements as set forth in
Appendix B [Technical Requirement], which shall be incorporated into and made binding as an
integral part of this Contract.
1.3
Final Shipment means the date of shipment at the time when Contractor has shipped the
final Material, in case of partial shipment, according to the Article 3 hereof, unless otherwise
mutually agreed upon.
1.4
Material means all items to be supplied by Contractor to KARI pursuant to this Contract.
1.5
Month, Week, and Day mean calendar month, calendar week and calendar day according to
the Gregorian calendar, respectively.
1.6
Party or Parties means KARI or Contractor, or both, according to the context.
1.7
Services mean technology transfer, technical consulting, inspection/acceptance, supervision,
technical training and other services with regard to this Contract .
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1.8
Technical Data means all data and information including, but not limited to, material
inspection sheet, technical writings, sound recordings, computer software, pictorial
reproductions, drawings, and any other data necessary for this Contract .
1.9
Third Party(ies) means any individual or legal entity other than the Parties.
Article 2. Contract Price and Payment Term
2.1
The Contract Price shall be the sum of TBD as referred to Appendix A [Offer] which covers
any and all costs for supply of the Material to the point of FCA Port of Export and also covers
all the scope of Services rendered by Contractor as specified in this Contract.
2.2 The Contract Price is a firm and fixed amount not subject to any escalation or to any
adjustment or revision for any reason whatsoever, including but not limited to the increase of
actual cost incurred by Contractor in the performance of the Contract.
2.3 The payment of Contract amount specified in Article 2.1 shall be made as per the following
payment schedule, unless otherwise agreed upon by the Parties;
No.
Milestone
Payment Due Date
Amount (EUR)
Percentage (%)
1 EDC
EDC+1M
70
2
Final Inspection
Final Inspection +1M
30
Total
100
2.4 All payment shall be made by wire transfer to the bank account as designated by Contractor
in its invoices within thirty (30) calendar days from the date of the invoice.
2.5 All banking charges incurred in Korea shall be borne by KARI, and those charges incurred
outside Korea shall be borne by Contractor.
2.6 The Contractor shall submit one (1) original and two (2) copies of the invoice to KARI and
each invoice shall clearly indicate the Milestone Event related to the respective payment and
shall accompany supporting document certifying the completion of the Milestone.
Article 3. Delivery
3.1
All delivery terms used in this Order and all deliveries made are to be in accordance with
Incoterms 2010
Such delivery shall be based on :
a) The Material shall be manufactured and tested.
b) The Material shall be witnessed or inspected by KARI as per Contract Article 6 “Inspection
and Acceptance”.
c) The Transshipment shall not be permitted.
3.2
Contractor shall send to KARI preliminary shipping documents for instance, pro forma invoice
and packing list by e-mail at least two (2) weeks prior to the delivery date of the respective
Material provided for in Appendix A [Offer]. The pro forma invoice shall describe the Material
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exactly in line with the description as shown in Appendix A [Offer].
3.3 Unless otherwise mutually agreed, Contractor shall make the Material ready for shipment and
the Material shall be hand over to the KARI's forwarding agent at the rule of FCA Port of
Export within the delivery date of August 31, 2016 after the Contract as stated in the delivery
schedule.
3.4 The date of each clean on board bill/or airway bill shall be construed as the date of each
shipment and delivery date.
3.5
As soon as each shipment as provided for in this Article is made, Contractor shall send two (2)
copies each of the following shipping documents to KARI.
a) Clean on board bill of lading/or Airway bill
b) Commercial invoice,
c) Packing list,
d) Certificate of Origin,
e) Manufacturer's Inspection Report, and
f) Quality Assurance Certificate.
3.6 Title and risk of the Material shall be passed to KARI by Contractor upon delivery of the
Material by Contractor to KARI.
Article 4. Extension of Delivery
4.1
KARI may have the right to extend the delivery schedule specified in Appendix A [Offer] for
the period of maximum six (6) months, if necessary, at its sole discretion, with the one (1)
month prior to written notice of extension to Contractor. Contractor shall, during the extension
period, properly protect and secure the Material for the avoidance of loss and damage on the
Material.
Article 5. Packing and Marking
5.1
The Material shall be packed in seaworthy packing conditions according to international
commercial and industrial practice. Contractor shall apply proper anti-erosion and/or anti-rust
compounds or coating, protective water proof wrapping and/or packing, as the case may be.
5.2
Each package of the Material delivered by Contractor shall be marked indicating the following
information in sequence on the frame commensurate with the size of package, and which
shall be painted with color to be designated by KARI prior to each shipment.
a)
b)
Shipper's
Mark,
c)
Package
Number,
d) Commodity Name,
Korea Aerospace Research Institute
(KARI CONTRACT NO:)
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e) Port of Discharge,
f) Caution Marks, if applicable,
g) Net weight, Gross weight and Cubic measurement,
h) Origin of Material, and
i) Part Name and Operation Number.
5.3
Upon consultation by the Parties, Contractor shall reimburse KARI for any and all expenses
incurred by KARI as a result of improper and/or faulty packing or marking.
5.4
Special Packing Requirements for Service/Spare Parts ; Contractor shall make separate
packing for service and spare parts from main Material.
Article 6. Inspection and Acceptance
6.1
KARI shall have the right to carry out by itself or to appoint another qualified inspector for
inspection of the Material and general progress during the manufacture, packing and
preparation for shipment of the Material.
6.2 In the event that KARI desires to dispatch its inspector or its authorized inspector for
inspection of Material, Contractor shall make due arrangement for free access of the inspector
to Contractor's workshops or sub-contractor's workshops at reasonable time. Each Party shall
bear its own costs related to these inspections.
6.3 KARI shall be entitled to refuse to accept Material partially or totally if the inspection or testing
as aforesaid in the Article 6.1 reveals that the Material is not in accordance with the Contract
specifications in Appendix B [Technical Requirement] or approved detailed descriptions,
drawings and/or Technical Data involved. In such case Contractor shall repair, replace or
modify free of charge the Material in question to bring it into conformity with the Contract
specifications and approved detailed descriptions, drawings and/or Technical Data, as
aforesaid, and shall notify KARI when the same are ready for new inspection or testing which
shall be carried out under the same terms and conditions as the original inspection and
testing. In this case, the costs incurred by KARI due to such a re-inspection including but not
limited to, travel expenses of KARI's inspector, any special re-inspection costs and so forth,
shall be borne by Contractor. Nevertheless, the failure of KARI to detect non-conformity with
the Contract specifications or detailed descriptions, drawings and/or Technical Data during
any such inspections or testing shall not relieve Contractor of any of its obligations under this
Contract.
6.4
KARI shall make the inspection upon the Material at KARI's site at its expense with the
presence of Contractor or Contractor's Korean Agent according to the requirements of the
Inspection and acceptance procedure in standard specifications. The detailed schedule of
such inspection shall be mutually agreed through mutual negotiation by the Parties.
6.5 In case of missing/shortage item or failure for the Materials to meet the Contract specification
or if the tests reveal defective or faulty Materials and/or workmanship attributable to
Contractor and/or its sub-contractors, Contractor shall, at Contractor's cost including airfreight,
insurance, duties and taxes for customs clearance in Korea, promptly supply the
missing/shortage item or at Contractor’s option, repair, reimburse or replace the non-
conforming Material with new one which conform to the Contract specification. Once the
defects have been corrected, the tests shall be repeated as many times as necessary until the
Material is conformed to the Contract specification. Costs incurred in connection with any
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repeated tests, whether direct or indirect, shall be borne by Contractor.
Article 7. Performance Guarantee
7.1
Contractor shall guarantee that the Services and Material shall have the performance
confirming to the requirements specified in the Appendix B. [Technical Requirements]. Such
performance shall be proved by means of the provisions set forth in Article 6 “Inspection and
Acceptance” hereof, under the additional condition that KARI shall be satisfied with all
documentation provided by Contractor, other than the Contract Specifications, and that
performance parameters based on such data or documentation are established by testing and
inspection.
7.2
Contractor shall be released from this guarantee by the Final Acceptance from KARI.
Contractor shall, at its option, either replace or reimburse the non-conforming Material or
provide its engineer at its own cost to correct all the defects and/or deficiencies of the Material,
if any, to fulfill the requirements of Inspection and acceptance procedure in accordance with
the requirements of the Contract specifications, if and when such defects and/or deficiencies
have been proven and admitted as not attributable to KARI.
7.3 In the event that Contractor does not commence correction of such proven and admitted
defects and/or deficiencies, or does not complete the said correction with reasonable
diligence, then KARI may, at its option, correct the defects and/or deficiencies at Contractor's
expense. In the latter case, Contractor shall reimburse KARI for all costs incurred in
connection with KARI's correction of the defects and/or deficiencies within thirty (30) days of
receipt of KARI's written invoice setting forth such costs.
Article 8. Warranties
8.1 All Services shall be performed according to the highest professional industrial standards and
shall conform to the requirements of this Contract and shall comply with all applicable laws
and regulations. Material and Services provided or delivered by Contractor to KARI or any
person designated by KARI shall be sufficient, correct, and complete to enable KARI or its
subcontractors to perform their work for this Contract. Contractor hereby warrants the
Services and Material shall comply with the Contract specifications when the Material is used
under normal operation and proper maintenance conditions. Contractor's obligation under this
warranty shall be discharged by furnishing, to KARI's site at Contractor's expense including
airfreight, insurance, duties, and taxes for customs clearance in Korea, a similar part to
replace any of Contractor's supply, or repairing the defective part which, within the warranty
period specified as under, proves to have been defective in manufacture. Contractor may at
its option inspect the defective part or request the return of defective part at Contractor's cost
in order to confirm KARI's claim.
8.2 Warranty Period hereof shall be twelve (12) months from the date of delivery in accordance
with the Article 3.3.
8.3
For the Material and any parts of Material as found defective and replaced or repaired during
the warranty period, the warranty period for those repaired or replaced Material and any parts
of Material shall be extended for such repair or replacement period.
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8.4
The warranty provided for in this Article shall not apply to ordinary wear and tear or
consequential damages during the Warranty Period.
8.5
In the event that Contractor does not commence immediately the correction on such proven
or admitted defects after receipt of notice from KARI, or does not complete the said correction
with reasonable diligence, KARI may, at its option, correct the defects at Contractor's expense.
In the latter case, Contractor shall reimburse KARI for all costs incurred in connection with
KARI's correction of the defects and/or deficiencies within thirty (30) days after receipt of
KARI's written invoice setting forth such costs.
8.6 Notwithstanding anything contained herein elsewhere, Contractor shall indemnify, defend and
hold harmless KARI, its officers, directors, agents and employees from and against any and
all property and/or personnel losses, injuries, deaths and/or damage arising from the defective
part or parts of Material.
8.7 Title passed by Contractor to KARI shall be free and clear of any lien, restriction, reservation,
security interest and/or encumbrance.
Article 9. Performance & Warranty Bond
9.1
Contractor shall furnish to KARI within three (3) weeks from the effective date of this Contract,
an unconditional and irrevocable standby letter of credit or bank guarantee available by
KARI’s draft at sight issued by first class international bank acceptable to KARI for a sum
equivalent to ten percent (10%) of Contract Price. Such standby letter of credit or bank
guarantee shall be drawn in favor of KARI and advised to KARI through Woori Bank (Daejeon
Branch at 29 Munye-ro, Seo-gu Daejeon, 35241 Korea, tel : +82-42-488-9704, ext. 312) and
shall be valid till the expiry date of warranty period provided for in the Article 8.2. In case
Contractor fails to furnish the standby letter of credit or bank guarantee, then KARI may have
the right to terminate this Contract for the Contractor’s breach of this Contract. Or, if it is
impossible for the Contractor to furnish the standby letter of credit or bank guarantee,
Contractor shall deposit the amount of ten percent (10%) of total Contract Price as a
guarantee amount to KARI until the expiry date of the warranty period. KARI shall
refund the deposit amount to the Contractor in case the warranty period is ended
without any critical claims.
9.2
KARI shall have an unqualified option under this guarantee to invoke the standby letter of
credit or bank guarantee and claim the amount thereunder in the event of Contractor's failing
to honour any of the commitments entered into under this Contract and/or in respect of any
amount due from Contractor to KARI.
9.3 After the Final Acceptance by KARI, the above standby letter of credit or bank guarantee shall
be considered to constitute Contractor's warranty for the Material and its due performance in
accordance with the terms and conditions hereof.
Article 10. Liquidated Damages for Late Shipment
10.1 If the delivery date set forth in Contract Article 3.3 is not met, KARI shall have the right to
apply a liquidated damages, not by way of penalty, of zero point one five percent (0.15%) of
the Contract Price per day of such delay unless such delay is an event of Force Majeure and
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such liquidated damages shall be deducted from the amount of the final payment as set forth
in Article 2.3. However, the amount of the liquidated damage shall not exceed ten percent
(10%) of the Contract Price.
10.2 In the event that the sum of liquidated damages for late shipment as set forth in the Article 3.3
exceeds ten percent (10%) of the Contract Price and the Material still has not been delivered,
KARI may terminate this Contract for Contractor’s breach of this Contract.
Article 11. Permits
11.1
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.
11.2
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.
11.3
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.
11.4 Any failure or delay of Shipment caused by any failure or delay of obtaining permits from all
the necessary Governmental authorization, other than Korean Governmental authorization,
shall not affect any clause of this Contract and Contractor shall take the responsibilities for
any results from the failure or delay of obtaining any relevant permits or licenses.
Article 12. Confidentiality
12.1
Each Party shall confidentially treat all documents, data, materials and information supplied
by one Party to the other Party, 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.
Article 13. Industrial and/or Intellectual Property Rights
13.1 KARI acknowledges and Contractor guarantees that all the Industrial and/or Intellectual
Property Rights related to the Services and Material provided are owned by Contractor.
13.2 Contractor shall indemnify KARI from and against any and all disputes or claims brought
forward by a Third Party on the ground that KARI's use of the Services and Material supplied
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by Contractor hereunder has infringed any Industrial and/or Intellectual Property Rights of the
Third Party.
Article 14. Taxation
14.1 Any and all duties and taxes including but not limited to customs duties, income taxes, sales
taxes, value added taxes and any other tax-like charges imposed, levied or charged to
Contractor outside of Korea shall be for account of Contractor. Any other duties and taxes
imposed, levied or charged in Korea shall be for account of KARI.
Article 15. Force Majeure
15.1 Force Majeure hereunder shall be constructed as follows :
War, preparation for war, blockade, revolution, insurrection, mobilization, civil commotions,
riots, earthquakes, tidal waves, typhoons, storms, floods, or any other conditions of similar
nature beyond reasonable control of the Parties.
15.2
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.
15.3
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.
15.4
Notwithstanding Article 15.2 hereof, any such delay that has not been notified to the other
Party pursuant to Article 15.3 hereof shall not be excused for any reason whatsoever.
Notwithstanding Article 15.2 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 15.3
hereof shall not be excused for any reason whatsoever.
15.5 Force Majeure shall be established by reasonable written evidence of the Chamber of
Commerce and Industry of the country of the Party claiming Force Majeure which shall
accompany the written notification of Force Majeure submitted pursuant to Article 15.3.
15.6
The Party who has received or is entitled to duly receive the notice of Events of Force
Majeure under Article 15.3 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.
Article 16. Termination
16.1 KARI may terminate this Contract upon written notice to Contractor:
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a) If Contractor commits a material breach of any of its obligations under this Contract which
shall not be remedied within thirty (30) days from the giving of written notice requiring such
breach to be remedied;
b) If Contractor becomes incapable for a period of ninety (90) consecutive days of performing
any of its obligations under this Contract because of Force Majeure; or
c) If Contractor or its creditors or any other eligible Party shall file for its liquidation,
bankruptcy, receivership, reorganization, dissolution or similar proceedings, or if
Contractor is unable to pay any debts as they became due (except debts contested in
good faith), or if Contractor’s creditors have taken over its management, or if the relevant
financial institutions have suspended Contractor’s clearing house privileges, and all such
events has not been terminated within thirty (30) days from occurrence.
d) If the aggregate number of days of delay should exceed sixty seven (67) days, excluding
days of delay excused by KARI in writing.
In the event of such termination, Contractor shall return to KARI all materials, data and
documentation provided by KARI, at no cost to KARI, and Contractor shall return one
hundred percent (100%) of the amount paid by KARI under this Contract. KARI shall return
the Material to Contractor, if any. And in the event of the termination pursuant to (a), (c) and
(d) above, Contractor shall also pay ten percent (10%) of the Contract Price as termination
charge.
16.2
KARI may terminate this Contract, in whole or in part, at any time for its convenience,
upon sixty (60) days prior written notice to Contractor. In case of such termination for
convenience, Contractor shall be entitled to the amount paid and payable up to the
date of termination and additional remuneration for all ‘work in process’, which in any
event shall not exceed the Contract Price.
Article 17. Notice
17.1
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.
For KARI : Korea Aerospace Research Institute
169-84 Gwahak-ro, Yuseong-gu, Daejeon,
34133, Korea
Commercial Item
Technical Item
Mr. Won-Suk LEE
Procurement Team
Tel: +82-42-860-2406
Fax: +82-42-860-2666
e-mail: wsl@kari.re.kr
Mr. SungTae Moon
Future Aerospace Technology Team
Tel: +82-42-870-3765
Fax: +82-42-TBD
e-mail: stmoon@kari.re.kr
For Contractor : TBD
Commercial Item
Technical Item
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TBD
Tel : TBD
Fax : TBD
e-mail : TBD
TBD
Tel : TBD
Fax : TBD TBD
e-mail : TBD
Article 18. Effective Date
18.1 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 the 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.
18.2 Any amendment to this Contract shall be effective upon signature by the duly authorized
representatives of both Parties and the approval of such amendment by the Government of
the Republic of Korea, if required.
Article19. Governing Law and Arbitration
19.1 This Contract shall be construed and governed by the laws of the Republic of Korea.
19.2 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. Notwithstanding the foregoing sentence, if the Parties cannot amicably
resolve such controversy or claim, it shall be finally settled by arbitration in Seoul, Korea in
accordance with the Commercial Arbitration Rules of The Korean Commercial Arbitration
Board and under the law of Korea, the award rendered by the arbitrator(s) shall be final and
binding upon both Parties concerned.
Article 20. Miscellaneous
20.1 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.
20.2 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.
20.3 Unenforceable
Terms
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If any term or provision of this Contract shall, for any reason whatsoever, 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. In such a case, the Parties shall amend, modify
or improve such an ineffective part or parts of this Contract immediately to make it effective.
Any remaining part of this Contract shall not be influenced by such ineffectiveness.
20.4 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.
20.5 Disclaimer
of
Agency
This Contract shall not be deemed to constitute any Party the agent of the other Party.
20.6 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.
20.7 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.
20.8 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.
20.9 Language
and
Units
This Contract shall be executed in English and all documents, drawings, plans and other
writings as well as communications between both Parties shall be in English. Measurements
and quantities for any deliverable documentation shall be recorded in units of System
International.
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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.
Signed for and on behalf of KARI
Signed for and on behalf of Contractor
By : ______________________
Name : Gwang-Rae CHO, Ph.D
Title : President
By : ______________________
Name : TBD
Title : TBD
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Korea Aerospace Research Institute
Contractor
Appendix A. Offer
KARI & Contractor
Korea Aerospace Research Institute
Contractor
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KARI & Contractor
Korea Aerospace Research Institute
Contractor
Appendix B. Technical Requirements
KARI & Contractor
Korea Aerospace Research Institute
Contractor
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KARI & Contractor
Korea Aerospace Research Institute
Contractor
A. Delivery Item :
- Aluminium Plates described in the above table
- Material Inspection Sheet (Chemical composition and strength evaluation)
B. Type and Quantity (ies) :
Alloy Temper
AMS Spec.
(Form Designation)
Size(mm) (T×W×L)
Q'ty
Al2219
O
AMS QQA 250/30
12.7 x 2,800 x 2,800
18
Al2050
T84
ABS5255.A
110 x 820 x 2,120
1
※ AMS : Aerospace Material Specification
C. Confirmation of Contractor’s Service in the field of belows ;
- Welding characteristics
- Material properties at room and cryogenic temperature
- Formability at room and elevated temperature
- Microstructural characteristics according to heat treatment conditions
