领域：垂类场景 · 法律

8. Travelling & Living:
Customer’s personnel shall be visiting at Supplier’s Site for training &Acceptance /reviews etc. and Supplier shall provide assistance in provisioning of invitation letter for obtaining visa. However, all sorts of expenses on account of travelling, boarding/lodging etc shall be borne by Supplier as per clause 5.d. This item will be Optional and Customer will inform Supplier later. If it is arranged by Supplier, Supplier will receive the payment as indicated in the contract at Appendix VI – Part IV (breakup of cost mentioned) without submitting any receipts.

9. Product Deliverables:
All the products and deliverables related to the Equipment are listed in Annex 1A/1B, Annex 2B.

10. Program Management:
The Program Management will be executed in accordance with the Program Management Plan detailed in the Management Proposal attached in Annex 2B.

11. Training:
11.1. SUPPLIER will provide training to 12x Customer trainees for 22x working days at SUPPLIER’s site and 04x working days training at CUSTOMER site. The purpose of the training is to provide CUSTOMER with necessary information related to the operation of the Equipment, its functionalities and analysis of first level issues as provided in Annex 2B. Several training sessions are foreseen. They shall be performed according to the Delivery Schedule.
11.2. For sake of clarity, SUPPLIER shall bear all costs and expenses of its trainers such as salaries and social security contributions.
11.3. All courses, lectures, practical work exercises and technical demonstrations shall be conducted in English.
11.4. The trainees shall have sufficient knowledge in the field in which they are to be trained. CUSTOMER will provide a full-time interpreter for all sessions to support the trainees who do not have sufficient working knowledge of the English language.
11.5. SUPPLIER shall perform the trainings in accordance with its customary and usual standards. Notwithstanding the here above, in no case shall SUPPLIER be liable in case the trainees have not reached the objectives of the training.

12. Delivery Schedule:
SUPPLIER shall make all reasonable efforts to perform the Works according to the Delivery Schedule. The installation, On Site Acceptance Tests and Support Services shall begin at latest two (2) Week after notification by CUSTOMER of availability of the Equipment at the Site. It shall be performed without interruption.
CUSTOMER hereby acknowledges that performance by SUPPLIER of the Works depends on the proper and timely performance by CUSTOMER of its obligations under the Contract.
Therefore, in case of any delay in the performance by CUSTOMER of any of its obligations under the Contract which affects or causes delay in the performance of the Works by SUPPLIER and/or its subcontractor, SUPPLIER shall be authorized to extend the time period for performance of any part of the Works by the same duration of the delay and/or consequences of that delay on SUPPLIER and /or subcontractor’s performance of Work. CUSTOMER shall not be entitled to claim any liquidated damages to SUPPLIER in such event.

13. Coming into force – Duration
The Effective date of the Contract – EDC - (T0) is the date on which all the conditions below are fulfilled:
a. Both the parties have signed the Contract.
b. Receipt of sample imagery to CUSTOMER from SUPPLIER for quality assessment & successful qualification of imagery and the acceptance of sample imagery on the basis of quality assessment & successful qualification of imagery by Customer shall be a pre-requisite for declaration of EDC.
c. The Supplier has obtained all the authorizations, licenses and Export Permits from respective Governments. However, if the Export Permits, Authorizations and Licenses are not required from the respective Government, The SUPPLIER shall submit a declaration certificate duly signed and stamped which is attached at Appendix XIV.
d. Each Party shall inform the other Party without undue delay about reception of any necessary approvals and authorizations. If any of the conditions precedent is not satisfied within 6 (six) months from the date of signature of the Contract or such later date as the Parties may agree, any of the Parties may rescind the Contract by written notice to the other without any liability to the other.

14. Acceptance/ Factory Readiness Review:
The CUSTOMER shall visit SELLER/SUPPLIER site at the Factory Readiness Review as an observer. The Factory Readiness Review shall be performed in the SUPPLIER’s subcontractor premises. The Factory Readiness Review Certificate (Appendix-I/B) shall be signed by the CUSTOMER and SUPPLIER after successful completion of tests mentioned in Appendix-I/A.
Once the Factory Readiness Review Certificate is signed by both parties, it shall constitute the SUPPLIER’s determination that the Equipment has been manufactured in accordance with Annex 2B and can be delivered. SUPPLIER will not ship non-conforming Equipment or an Equipment different from the Equipment as accepted in the Factory Readiness Review. Supplier shall provide Acceptance Test Parameters (Appendix-I/A) at EDC+1 month for customer’s review.

15. Delivery and Transfer of Title and Risks:
15.1 Delivery terms
Once the conditions required to deliver the Equipment are met, as provided in Annex 2B, the Equipment shall be delivered according to ICC Incoterms 2020 DAP to Customer ISLAMABAD FINAL INSTALLATION SITE.
All transportation, shipping and Insurance shall be conducted under the provisions of such Inco terms. SUPPLIER shall utilize standard packing to ship the Equipment.
As soon as the Equipment is delivered for dispatch, fax / e-mail information shall be sent to CUSTOMER by SUPPLIER immediately, giving following details:
1) Name of airline indicating AWB number and date.
2) Name of city from where the consignment is being dispatched.
3) Date of shipment.
4) Expected date of arrival at airport of Destination Country.
5) Name of shipping agents at destination (if any).
6) Total number of packages being dispatched with gross weight and volume of each package.
In accordance of the DAP (ICC Incoterms 2020), any penalty levied on CUSTOMER by the Custom authorities etc during clearance of the consignments, due to wrong/incomplete documentation or supplied quantity which is caused by Supplier, will be recovered from Supplier.
15.2 Dispatch of Documents:
The soft copies of following documents shall be provided by the Supplier immediately after the customs clearance in China, and two hard copies shall be delivered by courier against the payment remittance
1) Duly signed invoice showing value of the items actually dispatched.
2) Packing list.
3) Duly signed Airway Bill indicating actual freight paid.
4) Original Warranty/Guarantee/Mill Certificate (if applicable).
5) Guarantee certificate that correct goods as per order have been dispatched
6) Duly signed and stamped Insurance Policy/Cover Note covering all risks up to Final Installation Customer Site at Islamabad, Pakistan The Shipment of the complete system(s) shall be done through AIR. Preferably, the consignment should be dispatched through Pakistani Flag Carrier or otherwise with the consent of Customer.
15.3 Transfer of Risk
Risk of loss with respect to the Equipment shall be transferred from Supplier to Customer upon Equipment delivery at Customer Islamabad Final Installation Site.
As from the transfer of risks, all losses sustained by the Equipment, as well as injury to people or damage to belongings, are at the CUSTOMER’s expense and its sole liability. Upon delivery, CUSTOMER undertakes to ensure that the Equipment is transported and stored in a secured environment and in accordance with usual requirements of transport and storage requirements.
15.4 Title to goods
Without prejudice to the provisions of Article “Intellectual Property Rights”, the title to the Equipment is acquired upon complete payment of the Equipment.
Notwithstanding the foregoing, it is prohibited to sell, transfer, loan Equipment to any third parties, without prior written consent of Supplier.

16. Shipment and Insurance:
Supplier is responsible for the costs of shipping (including Insurance) and transport of the Equipment until Customer Islamabad Final Installation Site according to Incoterm DAP 2020.The charges of transportation (including of insurance) shall be paid at the price as indicated in the contract Appendix-VI and Appendix-VII.
Customer is responsible for all Pakistani import taxes, value added tax, customs duties, fees, or duty charges or the cost of incoming handling by Pakistani customs or import agents and any other associated costs for securing release of the shipment from customs.

17. On-Site Acceptance
The On Site Acceptance Tests shall be performed on Site after installation of the Equipment, according to the Delivery Schedule. SUPPLIER shall provide detailed procedures of FRR and OSAT to CUSTOMER for approval, two weeks prior to start of these activities.
SUPPLIER shall confirm to CUSTOMER the date for commencement of the On Site Acceptance Tests, with a Seven (7) Days prior notice in writing (by mail, fax or email). CUSTOMER shall have an authorized representative present for the entire duration of the On Site Acceptance Tests.
The On Site Acceptance Certificate shall be issued by SUPPLIER and signed by CUSTOMER within ten working (10) Days upon demonstration that the Equipment is operating without Anomaly. This timeframe passed, the OSAC is deemed signed and the OSAT is deemed passed.
In case the On Site Acceptance Certificate could not be issued because of a Anomaly, SUPPLIER shall, at its own cost, correct the defect according to a time schedule to be agreed upon in writing by the Parties, and SUPPLIER shall perform again the On Site Acceptance Tests.
The signature of the On Site Acceptance Certificate shall constitute the authorization for CUSTOMER to use the Equipment, and shall be the starting point of the Equipment warranty. Once the On Site Acceptance Certificate is signed by both parties, payment will be made within 60 calendar days by CUSTOMER to SUPPLIER as per Appendix-VII.

18. Warranty Service:
Supplier, at its sole cost and expense shall provide to CUSTOMER the warranty service of two (2) Years on the Equipment (Ground Segment) starting on the date of signing the On Site Acceptance Certificate and also provide duly sign and stamped Supplier’s Standard Warranty as per Appendix-VIII.
The warranty service shall be provided by Supplier free of cost to ensure the Equipment/System (Ground Segment) operates without Anomaly, and Supplier shall exercise the skill, care and diligence in the said services that is customary and standard in the industry for such services and equipment.
The warranty service defined in Annex 2B constitute the sole and entire liability incurred by the SUPPLIER in event of any Anomaly of the Equipment. For Space Segment, Supplier shall provide the free of cost warranty of imagery services for 3 years i.e. T0+3 years. Furthermore, in space segment Supplier shall also provide the In-Orbit Test Services and 5 years calibration and after sales technical support starting from T0 and lasts till T0+ 5 years.

翻译考点：
考点1：liquidated damages 必须译为违约金
考点2：claim 建议翻译为请求赔偿/索赔
考点3：a pre-requisite 建议翻译为先决条件/前提条件
考点4：authorizations、 licenses建议翻译为核准文件、执照
考点5：a declaration certificate建议翻译为声明书/确认书
考点6：transfer of Title and Risks 必须译为所有权和风险转移
考点7：DAP建议翻译为目的地交货，不能保留原文不译
考点8：clearance of the consignments 建议翻译为货物清关
考点9：Original Warranty/Guarantee/Mill Certificate建议翻译为原始保修/质保/出厂检验证书
考点10：cover note 必须译为承保条
考点11：Pakistani Flag Carrier必须译为巴基斯坦国家航空公司或巴基斯坦载旗航空公司
考点12：duty charges 建议翻译为对货物征收的税
考点13：Factory Readiness Tests 建议翻译为出厂准备就绪评审
考点14：Factory Readiness Review Certificate 建议翻译为出厂准备就绪证明/确认
考点15：care and diligence 建议翻译为谨慎及勤勉