Procurement of Multifunctional Port Vessel

Просимо розглянути та прийняти до уваги нижчевикладені пропозиції щодо змін умов в запиті на Технічні характеристики (тендерних умов), а саме: Підрозділ (Н) «Клас, положення, сертифікати» розділ «Класифікація» пропонуємо замінити фразу «Судно буде спроектовано та побудовано відповідно до Правил класифікаційного товариства IACS» на фразу «Судно буде спроектовано та побудовано відповідно до Правил класифікаційного товариства IACS або РСУ (РЕГІСТР СУДНОПЛАВСТВА УКРАЇНИ) ЗВАЖАЮЧИ НА МОЖЛИВІСТЬ БУДУВАННЯ СУДНА НА ТЕРИТОРІЇ УКРАЇНИ ТА ЗА ПРАВИЛАМИ УКРАЇНСЬКОГО РЕГІСТРА! . Враховуючи вищевикладене та з метою надання можливості приймати участь в даному тендері вітчизняному підприємству. ПРОСИМО: Відкоригувати умови Запиту на цінову пропозицію.

Dear madam/sir, Please, see below our questions for clarifications concerning the conditions of the contract: 1. Conditions of Contract: page 85, 88 (clause 7.1). Do you accept the laws of The Netherlands as the exclusive governing law for this Agreement? The rationale behind this question is that the core manufacturing activities will take place in The Netherlands. Applying Dutch law ensures legal consistency with local regulations, labor laws, environmental standards and safety compliance, all of which are essential to the performance of the obligations under this Agreement. 2. Conditions of Contract: page 92 (clause 11.3). It is our understanding that under the Direct Payment disbursement method (as defined in the World Bank’s Disbursement Guidelines for Investment Project Financing) payments will be made by the World Bank directly to Supplier. We suggest adding the following clause: “Notwithstanding the agreed payment method via the World Bank’s Direct Payment procedure, the Purchaser acknowledges and agrees that it shall remain fully liable to make payment to the Supplier for all amounts due under this Contract. If the World Bank fails to make any payment in accordance with the payment terms mentioned in Clause 11.3, or if such payment is delayed due to the Purchaser’s failure to fulfill conditions precedent to disbursement (including submission of supporting documentation, compliance with procurement requirements, or provision of guarantees), the Purchaser shall, upon written demand by the Supplier, make direct payment of such amount within 10 days. Such payment shall be made without deduction or setoff and in accordance with the banking instructions provided by the Supplier. This clause shall survive completion or termination of the Contract.” 3. Conditions of Contract: page 93 (clause 11.6). It is customary in shipbuilding contracts to include a clause pursuant to which Supplier is entitled to sell the Goods (whether or not in complete state), in the event Purchaser continues to fail paying the amounts owed. Subsequently, the proceeds of such sale received by the Supplier shall be applied to all expenses, costs, interests and loss of profits. If the proceeds are insufficient to pay such total amounts payable, Purchaser shall pay to Supplier the amount of such deficiency. Can you accept the aforementioned clause which is customary in shipbuilding contracts? 4. Conditions of Contract: page 93 (clause 14.1). We respectfully request you to consider revising or removing Clause 14.1. As part of modern manufacturing, especially in technically complex or large-scale contracts, Supplier often work with a network of prequalified and specialized subcontractors, particularly for raw materials, machining, electronics, or surface treatments. We acknowledge and fully accept that the use of subcontractors does not relieve the Supplier of its contractual responsibilities, as clearly stated. However, a requirement to notify the Purchaser of all subcontracts may become administratively burdensome and impractical, especially when such subcontracts are low in value or peripheral in nature. This requirement would add unnecessary complexity and may inadvertently cause delays. 5. Conditions of Contract: page 95(clause 17.3). Loss payee is not possible during construction/manufacturing only transportation if deliver on CIP conditions. Please, confirm. 6. Conditions of Contract: page 95 (clause 17.6). Can you please confirm that the Purchaser shall pay the full Contract Price, if the Multifunctional Port Vessel is damaged due to the war during transport from the border of Ukraine to the Final Destination in Ukraine, irrespective of whether the vessel can be repaired? In addition, can you please confirm that this provision prevails in the event of inconsistency with other provisions of the Contract Agreement or Conditions of Contract (e.g. clauses 18.1 and 18.2)? 7. Conditions of Contract: page 95(clause 17.7). Can you please confirm that Supplier is not obliged to start the repair, until the costs to be paid by the Purchaser and timelines are agreed between the Purchaser and the Supplier. In addition, can you please confirm that this provision prevails in the event of inconsistency with other provisions of the Contract Agreement or Conditions of Contract (e.g. clauses 18.1 and 18.2)? 8. Conditions of Contract: page 95(clause 17.8). Can you please confirm that Purchaser shall pay the full Contract Price to Supplier even if the Multifunctional Port Vessel is damaged beyond repair due to the war. In addition, can you please confirm that this provision prevails in the event of inconsistency with other provisions of the Contract Agreement or Conditions of Contract (e.g. clauses 18.1 and 18.2)? 9. Conditions of Contract: page 95 (clause 18.1). At first sight, this clause seems to contradict clause 17.6. In order to ensure full understanding and to avoid ambiguity, can you please explain how to interpret these clauses together (and confirm that clause 17.6 prevails)? Please see our request above regarding the hierarchy of these provisions in the event of inconsistency. Also, is it possible to deliver the vessel to another delivery place (ex-yard in Romania which is approx 15 km from Izmail, Ukraine)? 10. Conditions of Contract: page 969 (clause 18.2). At first sight, this clause seems to contradict clause 17.6. In order to ensure full understanding and to avoid ambiguity, can you please explain how to interpret these clauses together (and confirm that clause 17.6 prevails? Please see our request above regarding the hierarchy of these provisions in the event of inconsistency. 11. Conditions of Contract: page 97 ( clause 21). It is customary in ship building contracts to include a provision pursuant to which Purchaser shall not be entitled to liquidated damages, if it chooses to terminate the Contract. Can you accept such customary clause, as one remedy should be chosen, not both? 12. Conditions of Contract: page 97 (clause 22.7). Can you accept the following wording: "For purposes of the warranty, the place(s) of final destination(s) shall be: Port of Izmail, Ukraine or Shipyard in Romania"? 13. Conditions of Contract: page 99 (clause 27). For Force Majeure, it is customary to include specific events and circumstances that qualify as Force Majeure. Can you accept he following definition of Force Majeure: “Acts of God; acts of princes or rulers; civil commotions; acts of military authorities, war, warlike circumstances, blockades; export restrictions; immigration or import restrictions in the Purchaser’s country, epidemics; strikes; lockouts and labour disturbances, floods; extreme weather conditions; prolonged failure of electric current; explosions or fires; accidents; damage to the Goods and time taken to repair such damage; general shortage of qualified labour; inability to obtain delivery of materials and equipment provided that the same were ordered in time; rejection of and defects in materials and equipment which could not have been anticipated by Supplier or its suppliers or subcontractors; casting or machining rejects; delays to Supplier’s other commitments resulting from any causes herein described which in turn delay the construction of the Goods or Supplier’s performance under this Contract; delays caused by or contributed by the fault of the Purchaser or otherwise attributable to the Purchaser; or any other causes of delay whether or not of a kind previously specified in this clause beyond the control of Supplier or its suppliers or subcontractors, whether or not indicated by the foregoing words; all the foregoing irrespective of whether or not these events occur before or after the date hereinbefore specified as the date at which the Goods are to be delivered; then and in any such case the delivery date shall be postponed by the number of working days of delay incurred by Supplier in completing or delivering the Goods in consequence of any of these causes.” 14. Conditions of Contract: page 100 (clause 27.4). Can you accept the replacement of 60 days with 360 days in order to align with our conditions? 15. Conditions of Contract: page 100 (clause 27.5). The term “War Risks” is not defined. Please, provide a definition for this term. In addition, can you please confirm that this provision prevails in the event of inconsistency with other provisions of the Contract Agreement or Conditions of Contract (e.g. Clauses 18.1 and 18.2)? In addition, can you please add Clause 10 and Schedule 4 as these specify the amounts to be paid to Supplier. 16. Conditions of Contract: page 100 (clause 27.6). Please clarify the purpose of this clause. If no documents are issued by the Ukrainian Chamber of Commerce et cetera, does this mean no Force Majeure exists? 17. Conditions of Contract: page 101 (clause 29). Can you please confirm that upon termination of the Contract for whatever reasons, the right to claim liquidated damages shall lapse, including any liquidated damages that have been already incurred. 18. Conditions of Contract: page 101 (clause 29.1 (a) (i)). It is customary to grant Supplier a reasonable period in which Supplier is allowed to rectify the default. Can you please confirm your acceptance of the addition of such period to this clause? 19. Conditions of Contract: page 101 (clause 29.1 (a) (ii)). Clarification question: It is customary to add “material” before “obligations” as minor defaults should not be a reason for termination. Can you please accept this amendment? 20. Conditions of Contract: page 101 (clause 29.1 (b)). Can you please remove this clause or add a cap in line with the contractual total liabilities cap of 10% of the contract price? 21. Conditions of Contract: page 102 (clause 29.3). We propose to remove this clause as it is not in balance between rights of the Purchaser and rights of the Supplier. 22. Conditions of Contract: page 106 (clause 38.1). Can you please add "reasonable" before the word "satisfaction". Also, can you please confirm that termination on this basis will lead to full compensation of the costs, expenses and loss of profit as incurred by Supplier as termination based on this clause is not due to any default on the side of Supplier. THANKS!

Dear madam/sir, Please, clarify/confirm the below: 1. Contract: page 93 (clause 12 Taxes and Duties) We propose the following wording to this clause in accordance with standard shipbuilding practice: Any duties, fees, charges or taxes imposed by authorities, and other than those of the Netherlands and Romania, are not included in the Price and shall be paid by the Customer and in the event Damen is required to pay any such duties, fees, charges or taxes, the Customer shall reimburse Damen in respect thereof or the Price shall be modified accordingly. Please, confirm. 2. Please, regard the possibility for the delivery DAP Port Izmail, Ukraine instead of CIP. Please, confirm. Thanks!

Dear Madam/Sir, Please, be so kind to clarify/confirm the following questions: 1. Article 9 of the Contract. Shipping and other documents to be provided: Packing list indicating weight, size, content with the name and address of the Supplier and the Purchaser, contract number. It is not applicable for the vessel. Please confirm? 2. Aticle 11 Terms of payment: Payment of Goods on acceptance. We suggest that the payment should be done ex-yard (Romania), which is approx. 15 km from Ismail, before the departure of the vessel to Port Izmail, Ukraine. The training will be also done at the same shipbuilding yard in Romania. Please, confirm? 3. By the form Financial Capability the supplier should submit audited financial statements (2020-2024). In our company audit report for 2024 is not yet available. Can we submit financial statements for the period 2019 - 2023?

Dear Sirs, Please find bellow the questions for technical aspects: 1. Item - 52 INTERIOR DECK COVERING, STAIR AND LADDERS, Stairs „For ER access an inclined stair will be provided in the aft part of the superstructure with entrance from main deck. ”. Our question: is acceptabe to position the inclined stair from main deck to engine room in the fore part of superstructure? We are asking this because we have not found interdictions from classification society rules for this matter and the arrangement of superstructure on main deck will result much simplier. 2. Item – 581 SANITARY SUPPLY SYSTEM, „One (1) dedicated transfer pump will be provided (capacity abt. 15m3/h; 2 bar) ”. Because the capacity of fresh water tank is min. 2.0 m3, can be accepted a pump with capacity 4m3/h? 3. Item - 65 MAIN ELECTRIC POWER GENERATION, „Main electrical power is generated by two (2) diesel generators, air pollution norm IMO Tier 2.... 2 x Diesel generator of 36 kW, 45 kVA, 400V, 50Hz will be provided.” Based on MARPOL, Annex VI, Regulation 13, air polution norm Tier II applies to engines of more than 130 kW. If diesel engines for generators will be smaller than 130 kW, then will be accepted engines not compliant with IMO Tier 2 air pollution?

We kindly ask you to consider and take into account the following proposals regarding amendments to the conditions stated in the Request for Technical Specifications (tender conditions), namely: Section (H) “CLASS, REGULATIONS, CERTIFICATES”, subsection “Classification” — we propose replacing the phrase: “The vessel will be designed and built under an IACS Classification Society Rules” with the phrase: “The vessel will be designed and built under an IACS Classification Society Rules or the Shipping Register of Ukraine (SRU), considering the possibility of building the vessel on the territory of Ukraine and in accordance with the Rules of the Ukrainian Register.” In view of the above, and in order to enable a domestic enterprise to participate in this tender, WE KINDLY REQUEST: To revise the conditions of the Request for Quotation accordingly.

Dear madam/sir, Please, see below our questions for clarifications: Code B: Localization of fires on ships: Only localization or also external fire fighting? Garbage collection: there is nothing mentioned in the tender specification. Should it be added? Code D: Beam over all max 9.00 m. Is Beam over all = 9,6 m acceptable? Depth mouled max 2.9 m. Is Depth moulded = 3.2 m acceptable? Code H: Is classification I  HULL • MACH TUG [17 ton] Unrestricted Navigation • AUT UMS acceptable? Code 1: Ship in general: air temperature +45 degrees to minus 25 degree. Our standard is -10 degrees. Will it impact on deck equipment, heated windows etc? Is this acceptable? Code 214: Skeg of a strong box construction. Is no skeg acceptable? Code 255: Anchor pocket: Is anchor fitted against hull acceptable? Code 259: Hatch engine room: Are stairs for access engine room acceptable? Code 259: Manholes 400*600. Is diameter 450 acceptable? Code 277: Fenders D-type. Are tyre fenders acceptable? Code 32: Deck flush hatch to store, entrance by hatch. Is entrance by a door, raised hatch on a coaming acceptable? Code 33: Lifting crane Heila HLRM80-3S (12m-5.3 t). Is HS Marine AKC185HE4 (15m-7.6 ) acceptable? Code 533: Railings 1100 mm high. Is 1000 mm acceptable? Code 75: Oil recovery system. What is the expected vessel speed during operation? Code 815: Noved fire extinguishing system. Is C02 fire extinguishing system acceptable? Thanks!

Шановний замовнику! Зважаючи на те, що замовником є Державне Підприємство "Адміністрація морських портів України", а серед учасників є Українські підприємства, Просимо Вас внести зміни та викласти документи на ДЕРЖАВНІЙ МОВІ для більш зручного опрацювання ТД. Дякуємо за розуміння.