The contract to provide services for the design of automation systems
Contract number 2015_IspD1
January 17, 2015.
Open Joint Stock Company (OJSC) “Customer”, hereinafter referred to as “Customer”, represented by General Director of JSC “Customer” FO Director, acting under the Charter, on the one hand, and the Closed Joint Stock Company “Artist” (JSC ” Contractor “), hereinafter referred to as” Contractor “, represented by the Director of the Technical Director respected citizen, acting under the Power of Attorney № 444 from 22.03.2014, the, on the other hand, collectively referred to as the” parties “, have concluded this agreement as follows:
1. The Subject of the Agreement
1.1. Client requests, and the Contractor shall perform in accordance with the Calendar Plan (Appendix № 1 to this Agreement) as follows: “Creation of software for bench testing units AU production of” Customer “(abbreviation hereinafter -” Software development stand “) . The customer is obliged to accept the work and pay for it.
1.2. Scope of the work by the Contractor, the composition and the volume of documentation produced is determined by the terms of reference for performance of work (Appendix № 3 hereto). Ongoing work under the present contract applies only to work on the creation of software for test stand units AU production of “Customer”.
1.3. The Contractor undertakes to immediately inform the Customer of the circumstances arising in the course of the work, which may adversely affect the timing, quality and cost of the work.
2. Performance time
2.1. Term of performance of works under the Contract determined the Calendar Plan (Appendix № 1 to this Agreement), subject to timely receipt of payments on account of the Contractor in accordance with Section 3 of this agreement.
2.2. Artist proceeds to perform work under this contract in accordance with the Calendar Plan (Appendix № 1 to the present contract), but not before the receipt of the advance payment in accordance with para. 3.2. actual agreement.
2.3. The date of performance of obligations by the Contractor under the Contract shall be the date of signing by the Customer of the Act of Acceptance of work performed (taking into account the requirements of paragraph. 4.6. Of this contract).
2.4. The date of implementation of the Customer obligations under the Agreement is the date of receipt of the corresponding funds to the account of the Contractor.
2.5. The duration of work under this Agreement may be changed if in the process of implementation of the Party come to the need of such change agreement. Changes in the duration of work, as well as any changes in this contract an additional agreement to the present contract.
2.6. Upon completion (performance) of work, the expiration of the present contract or cancellation of this agreement, the Parties shall make mutual settlement, including payment for work performed, provided at the time of termination of the Agreement.
2.7. In case of early implementation of the work by the Contractor under this contract, the customer has the right to prematurely accept and pay for the work performed.
3. The cost of the work and payment
3.1. For the work performed as specified in Clause 1.1 of the Agreement, the Customer shall pay the Contractor, in accordance with the Protocol annexed to the contract agreement on the contract price (Appendix № 2 to this Agreement), the amount of 2 000 000,00 RUB (two million rubles and 00 kopecks) including VAT – 05 rubles (RUR 05 kopecks).
3.2. The customer, after the signing of this contract, shall pay an advance of 30% of the value of this contract, which amounts to 00 rubles (00 rubles. 00 kopecks.), Including 18% VAT in the amount of 14.92 rubles (fourteen rubles 92 kopecks) .
3.3. Payment for work performed under this contract shall be received by transferring money to the account of the Contractor in ruble terms no later than twenty (20) business days from the date of signing of the Customer Acceptance Certificate of Completion under the Agreement and on the basis of the invoice issued by the Contractor and executed Russian Federation.
3.4. Customer’s payment obligations shall be deemed fulfilled on the day of crediting the respective amounts of cash on the account of the Contractor.
3.5. Contractor’s obligations shall be deemed fulfilled from the moment of signing the Act of Acceptance of work performed.
3.6. If during the performance of work under the Agreement or at acceptance of work performed under the Contract identified the need for additional work beyond the scope of this agreement, the execution of these works is made by the Customer on the basis of the supplementary agreement of the Parties, with the list, deadlines, cost and scope of work . The Supplementary Agreement shall be made in writing not later than fifteen (15) days from the date when it was discovered the need for implementation of the relevant works.
3.7. Contractor is entitled to suspend the provision of services (a work of informing
6. Rights on the result of work
6.1 Ownership of all created in the course of fulfillment of obligations under the Treaty tangible results (copies of the report, scientific, technical and other documentation, and other material objects) belongs to the customer.
6.2 The Contractor shall be entitled to obtain a patent and the exclusive right to by the Contractor and / or third parties, intellectual property, which enjoy legal protection.
6.3 The exclusive right to use all created by the contract of copyright (computer programs, databases, reports on the work performed, etc.) belong to the Contractor.
6.4 The exclusive right to use the object of copyright belonging to the Contractor, acting on the territory of the Russian Federation and any foreign country.
6.5 The right to register the relevant computer programs and databases owned by the Contractor.
6.6 Customer provides a non-exclusive right to use the results of the work produced in the course of fulfillment of obligations under the Treaty, including by the Contractor the results of intellectual activity, which provides legal protection for their own needs on the conditions of (non-exclusive) license during the term of the exclusive right, without the right to transfer these rights to third parties.
7. Liability of the Parties
7.1 The Contractor undertakes to:
– In writing to notify the Customer of the completion of the provision of services under the Contract (phase of the Treaty) and the direction of the Certificate of Acceptance of work performed;
– Designate of your organization and inform the customer authorized person responsible for the performance of work under this contract;
– And in time to perform the work assigned to it in accordance with the requirements of this contract.
7.2 The Customer undertakes to:
– Accept and pay for the work under this contract in accordance with the terms of this contract;
– Provide the Contractor in full and as soon as possible the required raw data, documents and information necessary for the performance of work under this contract and to provide the necessary clarifications on any issues related to the execution of this contract;
– Appoint from their organization and notify the Contractor authorized by the person responsible for the provision of services under this contract.
7.3 The Party has violated the obligation accepted under the Agreement, shall be liable to the other Party, unless it is proved that the violation occurred not her fault.
7.4 The Contractor is obliged to reimburse the customer losses caused by the failure or improper fulfillment of the obligations undertaken by the Contractor, in accordance with sections 5 and 6 of this Agreement.
8. Settlement of Disputes
8.1. Disputes and disagreements that may arise out of this Agreement or in connection with it will be, if possible, be settled by negotiation between the Parties. The term of consideration of the claim – 15 calendar days calculated from the date of receipt of the claim.
8.2. In the event of failure to reach agreement by negotiation any dispute, controversy or claim arising out of this contract or in connection with it, including those relating to its performance, breach, termination or invalidity thereof, shall be settled by the Arbitration Court at the location of the defendant, in order, prescribed by law.
9. The procedure and the consequences of termination of the Agreement
9.1. The Agreement may be terminated at any time by written agreement of the Parties.
9.2. The customer has the right at any time to unilaterally withdraw from the contract before delivery of the work actually paying the Contractor the cost of work performed. In the event of termination of the Agreement by the Customer’s contract is terminated within 20 (twenty) calendar days, counted from the date of receipt of the notice by the Contractor, if different, a longer period is established in the notice. At the same parties before the date of termination of the Agreement shall draw up an act of reconciliation, under which produce all settlements. The Parties shall make every effort to minimize the loss of each of them.
10. Final Provisions
10.1. This Agreement shall enter into force upon signature by the Parties and is valid until June 2015, in any case, until the complete fulfillment by the Parties adopted commitments.
10.2. This Agreement is made and signed in duplicate – one copy for each Party.
10.3. By this Agreement are attached and are an integral part thereof:
Appendix 1 – The planned schedule of works.
Appendix 2 – Protocol on the contract price agreement.
Appendix 3 – Terms of Reference for the execution of works.
11. The addresses, bank details and signatures of the Parties
Of the “Customer”
Of the “Customer”
Acting Director ____________________
Technical specifications for execution of works on the theme: “Development of software for test stand AU production units of the” Customer “
The basis for the implementation of this work is a contract 2015_IspD1 from 17.01.2015, the
The aim is to:
3. The composition of the work
4. Software Requirements
5. Basic requirements for the software functions of the stand
6. Ongoing work
In accordance with the requirements of this contract the following works must be carried out:
Stage of work Result
Development and approval of TOR Terms of Reference Software
Production and processing
The mathematical description of sequences
testing. Creation and coordination of video album.
Development and Debugging
software controller code
Application controller software
Development and Debugging
ARM software code
Application software workstation software
The development of operational
2. Operator’s Manual
3. Programmer’s Guide
territory stand manufacturer
Commissioning of an Act into operation
7. The procedure of the work on the operation of the facility
7.1. Contractor is obliged to perform work under this contract through its trained and certified personnel in strict accordance with the regulations PEI speaker, TRB, PPB, NSP, PGGTN, PUBEAEU, health and vnutriobektnogo mode, intra-instructions for the production of specific services. Introducing the Contractor’s personnel at the facility with the existing rules work shefnaladochnyh provides Customer or its authorized body.
7.2. The customer is obliged to provide familiarization and training process control of the Contractor with the regulations listed in Sec. 7.1. the present Terms of Reference.
7.3. To fulfill the Contractor’s personnel shefnaladochnyh actually works at the power plant customer must ensure the creation of teams for shefnaladochnyh work on the project operation of the stand with the obligatory participation of representatives of commissioning and operating electric power services. Responsibility for the organization and management of this brigade is on the customer or the person (organization) authorized by him.
7.4. Customer must provide a takeaway and was applied to the place of shefnaladochnyh work required to do the work of instruments and equipment, documentation, accessories, supplies, tools and equipment.
7.5. Conducting supervision commissioning is carried out only after the completion of installation and commissioning work with the provision of relevant documents (acts) of the completion of installation and commissioning (with validation connecting all equipment) and of the trial starts.
7.6. Calling representatives of the Contractor to carry out supervision and adjustment works at the power plant only after receiving copies of all listed in Sec. 7.5 TK documents.
7.7. Shefnaladochnye work should be organized (if possible), including on weekends.
8. Documentation Requirements
8.1. Program documentation is available in accordance with GOST 19.101-77 and includes the following documents:
8.2. Program documentation is delivered in one (1) copy on paper (recorded copy).
9. The procedure for the acceptance of the results
9.1. Tests on the stand carried out in two stages:
– First step: test at the Contractor’s site;
– Second stage: acceptance test on the equipment stand at the power plant.
9.2. Tests carried out on the first stage of ________________________________
9.3. Acceptance tests on _________________________________________
10. The performance dates
Start and end dates of work are determined by the schedule of the plan contract (Appendix № 2 to this Agreement).
Of the “Customer”
From the artist:
Head of APCS