Instructions, T&Cs For Procurement of Materials

Pakistan Petroleum Limited Instructions, Standard Terms & Conditions for Materials
PPL’s INSTRUCTIONS, STANDARD TERMS &

CONDITIONS
FOR
PROCUREMENT OF MATERIALS (SUPPLIES)
INDEX
Sr. # Description Page
i. Instructions to Bidder for Submission of Bid / Quotation 2
ii. Special Instructions / Terms & Conditions 7
iv. Annexure-A Format for Bid Bond 19
v. Annexure-B Format for Performance Guarantee 20
vi. Annexure-C Format for Parent Company Guarantee 21
vii. Annexure-D Format for Integrity Pact Certificate 23
viii. Annexure-E Format for Advance Payment Guarantee 24
ix. Annexure-F Bidder’s Acceptance Certificate 25
x. Annexure-G List of PPL’s Approved Banks in Pakistan 26
xi. Annexure-H Format for Submission of Bidder’s Exceptions 27
xii. Annexure-I Standard Taxation Clauses 28
xiii. Annexure-J Additional Clauses for Letter of Credit 30
xiv. Annexure-K Special Shipping Instructions 32

xv. Annexure-L General Shipping Instructions 34
Page 1 of 34
i. INSTRUCTIONS TO BIDDER FOR SUBMISSION OF BID

/ QUOTATION
DISCLAIMER:
Pakistan Petroleum Limited (PPL) shall not have or accept any liability, obligation or
responsibility if a bid is rejected for failure on the part of the bidder to submit an online
bid through our PPL e-Procurement portal, as stated above. It is mandatory to submit
online bid on PPL’s e-procurement portal.
1. GENERAL INSTRUCTIONS
1.1) It is advised to go through the terms & conditions of this bidding document
and comply to all the instructions.
1.2) Incomplete information in the Bid may lead to non-compliance and may
result in rejection of bid.
1.3) Please do contact us during working hours for any clarification.

Contact Details:
Procurement Department
Tel. No. 021-111-568-568
1.4) Bidders may request for the technical clarification provided that request
is received 7 days before the bid closing date.
1.5) The unit rate / price quoted by the bidder shall be irrevocable and treated
as final. Any calculation / mathematical error (s) (if found) shall be
rectified by the Company at its discretion and communicated to the bidder
accordingly. In case of discrepancy/ error between the unit rate/ price and
net amount, the unit rate / price shall be treated as final. Also, if unit rate/
price is found missing against any of the item then cost of same shall be
considered to be included in the total bid value.
1.6) PPL may seek un-conditional percentage discount from bidders in their
quoted price or bids, before opening of commercial bids.
The discounted bid price shall be considered as original bid for
commercial evaluation. In case, no response is received from the bidder
in due time, the already quoted rates shall be considered for commercial
evaluation. No offer of discount shall be considered after the bids are
opened.
NOTE: Only percentage discount on quoted price shall be considered.
Any price escalation, whatsoever the reason, shall not be accepted.
1.7) At the time of Commercial Bid opening, the prices will be read out with
the clarification that the BID PROPOSALS are subject to detailed
evaluation.
Page 2 of 34
1.8) For comparison of bids, quoted in different currencies, the price shall be
converted into a single currency in Pak Rupees. The rate of exchange
shall be the selling rate, prevailing on the date of tender opening, as
notified by the State Bank of Pakistan.
1.9) In case the bidder is unable to quote for any reasons, a regret along with
reason shall be submitted. A non-response may be interpreted as if the
bidder is not interested to be considered for the bidding.
1.10) If bid/quotation value is more than PKR 2,000,000/- OR equivalent

(including taxes), then Company’s standard Liquidated Damages (LD)
and Performance Guarantee (PG) clauses shall be applicable (as
mentioned in this document).
It is imperative that the bidder states in its quotation that terms of LD and
PG as stated are acceptable to the bidder. In case bidder’s quote does
not stipulate acceptance of LD & PG clauses, it will be construed as
accepted.
1.11) Exceptions/ deviations from required specification/ terms and condition,

if any, should be separately attached within bidder’s technical envelope
along with reference of the deviated item / clause as per format specified
in Annexure-H. Additional financial terms not addressed in tender must
also be specified in Exceptions with clear references as per Annexure-H.
1.12) Unpriced Commercial Bid should be attached with bidder’s technical

envelope.
1.13) PPL reserves the right to award a partial/ itemized split order, increase/
decrease the quantity. The bidder should clearly specify if this condition
is not acceptable. Otherwise, we will presume that partial/ split order is
acceptable to the bidder.
1.14) With regard to taxes, please note that Withholding Tax would be
applicable on the Bidder’s/Contractor’s (in case of award) invoices as
defined in Annexure-I. Withholding Tax would not be applicable on
reimbursable, provided that the Bidder/Contractor supplies necessary
documentation of such reimbursable cost.
1.15) PPL reserves the right to accept or reject any/all bids.
1.16) Bidders must ensure submission of technical literature / drawings /

supporting documents etc. along with their bid. In case of non-
compliance, PPL reserves the right to reject the bid.
1.17) Material/ Equipment Compliance Sheet (if provided) shall be duly filled
and is to be submitted along with the bidder’s quotation. It is mandatory
for the bidder to submit the Material / Equipment Compliance Sheet
without which the quotation is liable to be disqualified.
Page 3 of 34
1.18) Tenders from manufacturer, dealers, distributors and agents should be

supported with the following information along with their tender:
a) Printed Catalogue/ Brochures of Manufacturing Mill.
b) List of Manufacturer’s customers in Pakistan and abroad.
c) A Certificate from the manufacturer authorizing the agent to submit
the tender (if applicable).
d) Seller to provide copies of valid, relevant API certificate OR quality
certificate as specified in material specification sheet.
e) Local agents/ representatives are advised to submit quotation only
on principal’s letterhead with a covering letter stating that they are
submitting the bid on their principal’s behalf.
1.19) Local agents submitting bids on behalf of their foreign Principals shall hold
equal responsibility of the bid submitted on the e-procurement portal.
1.20) Tender submitted jointly by more than one seller or their sole agent will
not be considered.
1.21) Bidders are requested to also go through with our standard terms &
conditions of purchase order (which forms an integral part of resultant
purchase order). Any deviation and non-compliance with the terms may
kindly be highlighted while submitting the bid.
1.22) In case of Local bidder/vendor quoting on FOR basis, the registration with
Sales Tax Department as per Finance Act 1998 is mandatory. Bidder
must mention registration number on its quotation and attach copy of
Registration Certificate with the quotation (both technical, commercial
bid). The Sales Tax amount to be shown separately on your quotation.
1.23) Domestic/ local manufacturers need to submit all supporting documents

mentioning local value additions, foreign exchange components etc. as
per the SRO 827(I)/2001, with complete justification along with the bid to
claim the benefit of SRO 827(I)/2001. The request for price preference
should be clearly mentioned in bold words.
1.24) If Documents/Literature submitted by you is found tempered with, the

offer will be rejected and PPL will take appropriate penalizing action
accordingly.
1.25) If offer is rejected or not considered favorably on any ground, any sample
if submitted by bidder, should be collected by you within 15 days of such
intimation from PPL, failing which PPL shall not be responsible for any
damage and loss caused to the same.
1.26) In case of award, the successful bidder/seller/vendor must ensure
to submit Order Acknowledgement (OA) and Performance
Guarantee (PG), if applicable, within ten (10) days from issuance of
Purchase Order (PO). In case of non-compliance, PPL shall be at
liberty to cancel PO awarded and no claims whatsoever shall be
entertained in this regard.
Page 4 of 34
1.27) This invitation to bid request shall not create any duty, obligation,
responsibility or liability of any kind or character upon the Company or its
co-ventures or the Government of the Islamic Republic of Pakistan.
1.28) Bidders are requested to submit bids in compliance with Scope of Work
(SOW) and technical and financial criteria of the tender. Non-compliance
will lead to rejection/disqualification of bidder.
2. BID / QUOTATION SUBMISSION

2.1) It is mandatory for the bidder to follow bid submission procedure as to
submit online proposal using single stage two envelope bidding through
our e-Procurement Portal System (Tejari) as per attached “Supplier User
Guide – Responding to Online Tenders” on or before closing date & time
as advertised in national or international daily newspapers, and PPL
(www.ppl.com.pk) / PPRA (www.ppra.org.pk) and PPL’s e-procurement
(https://eprocurement.ppl.com.pk) websites.
Quotation must be submitted only through internet-based e-Procurement
System “Tejari” through web link: URL: https://eprocurement.ppl.com.pk
In case of discrepancy between scanned copy of bid (if
submitted/attached) and rates entered in commercial envelope on e-
Procurement portal, information/rates submitted in commercial envelope
on the portal shall be taken as final.
2.2) All clarifications/ queries must be addressed in writing by using ‘Message’

tab thru eProcurement portal as per attached “Supplier User Guide –
Using the Messaging Tool”.
2.3) Necessary assistance for online bid submission will be available at the
following offices at least one working day before the final submission date.
a) PPL eProcurement (Tejari), PIDC House, Karachi,
9am to 4pm, Telephone # 021-111-568-568 EXT; 2584, Cell # 0302-
8580452
b) PPL eProcurement (Tejari), I.I Chundrigar Road, Karachi,
9am to 6pm, Telephone # 021-32271841-4, Cell # 0345-8598967
c) PPL eProcurement (Tejari), Murree Road, Rawalpindi,
9am to 6pm, Telephone # 051-4573238-41, Cell # 0300-8582161
d) PPL eProcurement (Tejari), PC Hotel, Lahore,
9am to 6pm, Telephone # 042-36311848, Cell # 0300-8449573
e) PPL eProcurement (Tejari), Peshawar,
9am to 6pm, Cell # 0302-8265272
2.4) Manually submitted bids (through Fax/ Telex/ email) will not be
considered.
2.5) Scanned copies of unpriced Bid Bond/ Bank Guarantee, Affidavits etc. (if
applicable) should be attached as part of the Technical Bid, however,
original (hardcopies) of these documents are required to be submitted to
following address (if required) before the closing date & time in a separate
sealed envelope (clearly marked Tender No., Brief description of
envelope contents):
Page 5 of 34
Attn.: Mr./Mrs. (Procurement Officer Name)

PROCUREMENT DEPARTMENT
PAKISTAN PETROLEUM LIMITED
P.O. BOX 3942,
PIDC HOUSE, 4th FLOOR
DR. ZIAUDDIN AHMED ROAD,
KARACHI - 75530,
PAKISTAN.
UAN: 92-021-111-568-568
Fax Nos. 92-021-5680005, 5683467
2.6) Items quoted must indicate the following

▪ Country of Origin
▪ Make/ Model accompanied by Technical Literature/ Leaflets/
brochures (where applicable)
3. BID OPENING
3.1) Bids will be opened in presence of the bidders (who may wish to
participate in this public opening) at Bid Opening Room, PIDC House, 2nd
Floor. Interested bidders can attend the opening of bids on presentation
of authority letter on the letterhead.
3.2) Technical bid(s) will only be opened on the closing date/time.

Commercial/Financial bid(s) will be opened after completion of technical
evaluation and technically compliant bidder(s) will be invited.
3.3) In case of Public / Government holidays/ Optional holidays falling on the

tender due date, the tender shall close and be opened on the next
working day at the same tender opening and closing times.
3.4) PPL shall be free from any obligation of opening bids in presence of
bidders and reserves the right to reject any or all Bids. PPL shall not be
responsible for any costs / expenses incurred by the bidders in
connection with preparation / delivery of bid.
4. SELECTION CRITERIA
4.1) Non-compliance to mandatory and technical requirements may lead to
technical disqualification.
4.2) Technically responsive as per the technical specifications provided in ITB/

RFQ, compliance sheet (if provided), financially compliant and lowest
evaluated bidder will be awarded the purchase order.
4.3) The Work Contract/ Purchase Order will be awarded to the lowest
evaluated bidder declared based on quoted rates on net cost basis i.e.
exclusive of any cost recoverable to the Company.
Page 6 of 34
ii. SPECIAL INSTRUCTIONS / TERMS & CONDITIONS
1. BID BOND
Each tender (if bid value exceeds PKR 2,000,000/- OR equivalent, including
taxes) must be accompanied with 2% bid money by Pay Order, Bank Draft or Bid
Bond (Annexure-A) from PPL’s approved banks operating in Pakistan (list
attached) in favor of Pakistan Petroleum Limited. Bid submitted without bid
money will not be entertained. Bid money of the successful bidder will be retained
until receipt of the ordered material or Performance Guarantee (if called for). Bid
money will be forfeited in case of an inability to execute purchase order.
2. LIQUIDATED DAMAGES (LD)

The Seller is required to undertake to effect shipment or delivery by land of the
equipment as specified in the order and otherwise in conformity with the provision
of the contract resulting from this order. Should the seller fail to affect any
shipment or delivery by land, due to any reason other than force majeure, PPL
shall be entitled to recover 1% of CFR/FOR value of the delayed shipment or 1%
value of delivery by land as the case may be for each week of delay by way of
Liquidated Damages (LD) subject to maximum of 5% of the total value of order.
A part of a week shall be treated as a complete week for determining the number
of weeks under the above clause. For avoidance of doubt, it is agreed by the
bidder that the aforesaid LD amount is the minimum loss to be sustained by the
Company in case of such delays.
The payment of such LD shall not relieve the Seller from performing and fulfilling
all its obligations under the contract nor will be corresponding rights and
entitlements of PPL be affected or reduced in any manner.
Whenever any LD become payable hereunder, PPL shall recover the said LD
from sums due and payable through Letter of Credit, if applicable or invoice
submitted as per terms of Purchase Order.
It is imperative for the tenderer/bidder to state that the terms and text of LD stated
in the Tender is acceptable, failure to do this may be taken as non-acceptance
of the said Guarantees and Bid will not be entertained.
3. PERFORMANCE GUARANTEE (PG)

The Bidder / Seller is required to provide at its own cost, a Performance
Guarantee (as per attached Annexure-B) in the form of a Bank Guarantee issued
by a PPL’s approved bank equivalent to 10% of Purchase Order value within ten
(10) days of receipt of the Purchase Order (PO).
The Bidder / Seller shall extend the validity of the Bid Bond accordingly as
required till submission of Performance Guarantee. This will serve to guarantee
that the material is delivered as per schedule of requirement and the performance
of the equipment ordered. The Performance Guarantee must remain valid for at
least 18 months after the date of last shipment or 12 months after the
commissioning of the equipment whichever is earlier. If Seller is unable to meet
its obligations as per the tender / RFQ / PO, the Performance Guarantee may be
required to be extended or otherwise encashed as per Company’s discretion.
Page 7 of 34
4. FORCE MAJEURE
Notwithstanding any provisions to the contrary contained elsewhere herein, the
Seller shall not be liable for damages or be deemed in default of the provisions
of the contract for failure to perform or delay in the performance of obligations
assumed by them pursuant hereto insofar as they clearly establish that their
performance has been prevented or delayed by an occurrence beyond their
control including but not necessarily restricted to war hostilities (whether war be
declared or not) military or police action, invasion, acts of foreign enemies,
rebellion, revolution, insurrection or military usurping power, civil wars, riots,
floods, civil commotion or strikes, unavoidable accidents or breakdown/
disruption of transportation facilities, acts of government and state or any
representative thereof, act of God or operation of the force of nature. In the event
of Force Majeure occurrence, the Seller so affected shall immediately notify PPL
in writing whereby the two parties shall consult each other and agree upon the
measures to be taken. At the end of the period of Force Majeure the affected
Seller shall promptly resume performance of its obligations under the contract.
If the period of Force Majeure does not exceed 12 months, the relevant periods/
schedules involved shall be proportionately increased by the established period
of Force Majeure for which the performance had ceased. Where the period of
Force Majeure exceeds 12 months, the parties shall mutually consult with a view
to termination of the contract.
5. PARENT COMPANY GUARANTEE

If the Seller/Bidder is a subsidiary of another company or is quoting on other’s
behalf the same will provide a Parent Company Guarantee as per “Annexure-C”.
6. BID VALIDITY
The bid must be valid for a period of at least Ninety (90) Days from the last date
of submission of bids. No price escalation will be permitted for any reason during
the validity of the bid. In case bidder does not provide bid validity as per
instructions, bid may be rejected.
7. ADVANCE PAYMENT
PPL does not encourage advance payment and advance payments are made
only against advance payment guarantee from PPL’s approved banks
(Annexure-E).
8. PAYMENT TERMS
FOR BASIS: Payment will be made by PPL within 30 days from the date of
delivery of material upon submission of clean Sales Tax Invoice.
CFR/CPT BASIS: Payment is to be made by PPL within 30 days from the date
of delivery of material received at our KBS-West Wharf Stores and clean invoice
submission
OR
Page 8 of 34
Payment will be made through unconfirmed Irrevocable letter of credit (L/C) at

sight unless specified otherwise. Banking charges inside Pakistan (except
discrepancy charges and direct deduction from beneficiary’s bank) will be on
PPL’s account; no banking expenses are to be included in quotation. Quotation
should show the Bank name and its complete address for advising L/C.
Confirmation of Letter of Credit, if required, will be on beneficiary’s account. Any
amendment to L/C requested by bidder, if agreed by PPL, will be on beneficiary’s
account. Please refer to Additional clauses for all L/Cs mentioned in Annexure-
J.
9. DISCLOSURE CLAUSE (INTEGRITY PACT)

The Disclosure Clause (Integrity Pact, if applicable) shall be applicable for
purchase over PKR 10 Million or equivalent. The draft format of integrity pact can
be found in Annexure-D.
Page 9 of 34
APPENDIX-I
ADDITIONAL DETAILS REQUIRED FOR BID EVALUATION
1. PLEASE FURNISH THE FOLLOWING IN CASE OF BIDDING ON F.O.R.

INCOTERMS:
a) Item wise material value. Rates shall preferably be quoted in Pak Rupees.
b) Total material value along-with all the applicable taxes (should be
mentioned separately in the bid). The quoted FOR price would be for free
delivery at PPL’s West Wharf Stores (unless rates are asked for delivery
at any of our field locations).
c) Country of origin of each item.
NOTE:
i) In case of placement of order delivery will be started on receipt of P.O.
through fax/email.
ii) Payment will be subject to the deduction of withholding tax (where
applicable) under section 50 (IV) of Income Tax Ordinance 1979, bidders
claiming exemption must submit copy of Tax Exemption Certificate
(under Section 153(4) of the Income Tax Ordinance 2001.
2. PLEASE FURNISH THE FOLLOWING IN CASE OF BIDDING ON CFR/CPT

INCOTERMS:
a) The Currency in which the prices are quoted
b) Item wise material value (unit price)
c) Handling/ Packaging & Inland Freight, if any.
d) Air and Sea freight charges. PPL will decide the mode of shipment at the
bid evaluation stage.
e) Port of Shipment
f) Country of Origin for each item. Only single country of origin for each item
is acceptable and is mandatorily required.
g) Minimum FOB delivery period OR as mentioned in the material
specification sheet.
h) Total CPT (Air) and CFR (Sea) value of the bid.
i) Undertaking to ship the goods on a vessel owned and operated by a
company of repute and sound financial standing so that the goods are not
abandoned in transit on account of either the insolvency or financial
default of the owners, charters and/ or operators of the vessel. The
bidder/seller agrees to be principally liable (in damages to the buyer) in
the event of such insolvency of financial default.
Page 10 of 34
APPENDIX-II
STANDARD TERMS & CONDITIONS OF PURCHASE ORDER
(IN CASE OF AWARD)
A) FOR LOCAL PURCHASE
1. CONFIDENTIAL INFORMATION
The Seller shall treat as confidential all design, drawings, data or information,
written or verbal supplied by the Purchaser hereunder and shall use its best
endeavors to ensure that such information is not divulged to any third party
except with the consent of the Purchaser where necessary for the purpose of
performance of its obligations hereunder and subject to similar undertakings
being obtained from such third parties to treat such design, drawings, data or
information in like confidence, other than designs, drawings, data or information
which at the time of proposed disclosure are within the public knowledge or in
the Seller’s possession.
2. GUARANTEE
Any goods, materials or plant, to be supplied hereunder shall be of the best
quality and workmanship and fit for any purpose held out by the Seller or made
known to the Seller in writing at the time the order is placed and will be free from
defects in design, material and workmanship and will correspond with any
relevant specification or sample and shall be guaranteed by the Seller for a period
of twelve (12) months from delivery to the Purchaser, or from commissioning, as
the case may be.
Without limiting any other remedy, if any goods or materials are not supplied or
performed in accordance with the Contract, then the Purchaser shall be entitled:
i. To require the Seller to repair the goods, materials or to supply
replacement goods, or materials in accordance with the Contract within
seven days; or
ii. At the Purchaser’s sole option, and whether or not the Purchaser has
previously required the Seller to repair the goods, materials or to supply any
replacement goods, or materials, to treat the Contract as discharged by the
Seller’s breach and require the repayment of any part of the price which has
been paid.
3. PROPERTY AND RISK

Property in the goods or materials to be supplied by the Seller hereunder shall
pass to the Purchaser on duly made delivery or, where appropriate and without
prejudice to the Purchaser’s right of rejection, when such materials have been
appropriated.
4. INDEMNITY AND INSURANCE

The Seller shall indemnify the Purchaser in full against all claims, liability, loss,
damages, costs and expenses (including legal expenses) incurred by the
Purchaser due to the Seller in performance of this Purchase Order.
Page 11 of 34
5. TERMINATION
The Purchaser shall have the right to terminate the Contract at any time on
reasonable notice and in this event, shall pay to the Seller such sum as shall fully
compensate the Seller for work carried out by it in performance hereof prior to
such termination and for work arising from such termination necessary to give
effect thereto. Any terms of this Contract which by their nature extend beyond its
termination remain in effect until fulfilled and apply to respective successors and
assignees.
6. FORCE MAJEURE.
representative thereof, acts of God or operation of the force of nature. In the
event of Force Majeure occurrence, the Seller so affected shall immediately
notify the Purchaser in writing whereby the two parties shall consult each other
and agree upon the measures to be taken. At the end of the period of Force
Majeure the effected Seller shall promptly resume performance of its obligations
under the contract.
If the period of Force Majeure does not exceed 12 months, the relevant periods/
schedules involved shall be proportionately increased by the established period
of Force Majeure for which the performance had ceased. Where the period of
Force Majeure exceeds 12 months, the parties shall mutually consult with a view
to termination of the contract
7. GOVERNING LAW
This Purchase Order (PO)/Contract shall be construed and take effect in
accordance with the laws of Pakistan
8. ASSIGNMENT
The Seller shall not transfer, assign or sub-let this Contract or any part thereof
without the prior written consent of the Purchaser. Any permitted transfer,
assignment or sub-letting shall not relieve the Seller of its obligation under the
PO/Contract.
9. GENERAL
a) Acceptance of this PO is to be confirmed by the Supplier, within 24 hours
of receipt, failing which it will be assumed that order has been accepted.
b) The PO number must appear on all invoices/bills, delivery challans and
correspondence etc.
Page 12 of 34
c) Delivery challan, in triplicate, must accompany the goods when delivered.

PPL will return two copies.
d) Bill/Invoice should be submitted in duplicate and sent to PPL’s Finance
Department.
e) The Seller/Supplier shall be responsible to expedite all matters relating to
the purchase order.
10. PAYMENTS
Payments will be made within 30 days of supplies, upon submission of Sales Tax
Invoice. The payment will be subject to deduction of applicable taxes including
withholding tax under Income Tax Ordinance.
11. DELIVERY
The time of delivery specified hereunder shall be of the essence of the
PO/contract and goods or materials shall be delivered in accordance therewith if
at any time it should appear the goods or materials will not be so delivered, the
seller shall promptly advise the purchaser thereof with particulars of the
prospective period of delay in which event the purchaser shall have a right at its
sole option without prejudice to any other rights it may have in this event to cancel
this PO/contract or part thereof, and make such other arrangements as it may in
its discretion consider or appropriate and any additional expenditure to the
purchaser arising there from shall be reimbursed to it by the seller.
Unless otherwise advised / specified, all deliveries of goods will be made at our
West Wharf Stores Depot, 6-West Wharf Road, opposite KPT Mohiuddin Gate,
during following timings:
WEEKDAYS : 0830 HRS TO 1230 HRS
1400 HRS TO 1530 HRS
SATURDAY : 0830 HRS TO 1130 HRS:
12. PRICES
The prices agreed by the Seller/Supplier as stated in the PO shall be final. No
variation / change in price shall be allowed.
13. DEFAULT
a) In case Purchase Order (PO) is not executed within the stipulated period
wholly or partly, PPL reserves the right to cancel the Purchase Order, or
part thereof, and procure the material in whole or in part, from an alternate
source at Seller/Supplier’s risk & costs. The excess cost incurred, if any,
will be recovered from Supplier’s bills pending or presented for payment
against any of PPL’s Purchase Orders.
b) Suppliers shall give a notice in writing immediately in case any delay is
foreseen, including the resultant effect on delivery date and execution of the
Order. Request for extension in delivery date or any other amendment
proposed will be decided by PPL on the merits of the case.
Page 13 of 34
14. CHANGES
PPL reserves the right at any time to make change in PO. If such changes cause
an increase or decrease in supplier’s price(s) or a change in the delivery time(s),
an equitable variation shall be made. Any claim by seller/supplier for a variation
shall be made in writing to PPL within 7 days from the date of receipt of Purchase
Order (PO) or its amendments and, in default, shall not be admissible.
15. REJECTED MATERIAL

PPL will have the right to return to supplier any goods delivered in error or
rejected at supplier’s sole cost and risk.
16. INSPECTION/ TEST

a) All material to be supplied hereunder shall be subject to inspection and / or
test by the Purchaser at its discretion during manufacture and before
dispatch by mutual arrangement or by notice given by the Purchaser.
b) All material and any work involved shall be produced or laid out by supplier
for inspection and/or test purposes by the Purchaser’s representative.
17. SEVERABILITY
If any provision of these Terms is held by any court or other competent authority
to be invalid or unenforceable in whole or in part, the validity of the other
provisions of these Terms and the reminder of the provision in question shall not
be affected.
Page 14 of 34
B) FOR IMPORT (CFR/CPT BASIS)

1. EXTENT OF CONTRACT
(a) This Purchase Order (PO)/Contract includes the supply, protection, painting,
packing, marking and delivery, as specified, of the whole of the material
described in the Purchase Order relating hereto and detailed in the Specifications
and for Drawings (if any) the provisions of such Order and the terms of this
PO/Contract.
(b) This Contract shall not include erection/installation unless expressly provided.
2. DRAWINGS
Drawings, designs and technical data provided by the Purchaser to the Seller
shall be treated as confidential and shall be used only for this Agreement or Order
and shall not be reproduced in whole or in part of any other purpose, but shall be
returnable to the Purchaser on request.
The Seller may be requested to supply drawings, designs and technical data for
approval or confirmation thereof so as to make the Purchaser responsible
therefore, if any details shown on the drawings are omitted from the specification,
or vice versa, the Seller shall, notwithstanding any such omission, supply in
accordance with or taking into account such details and will be deemed to have
included or made provision for such details in its price.
All deviations from or modifications to the Purchaser’s designs or drawings are
subject to the Purchaser’s approval.
3. PATENT & OTHER RIGHTS

The Seller shall fully indemnify the Purchaser against any action, claim or
demand, costs and expenses, including but not limited to legal costs arising from,
or incurred because of any infringement or alleged infringement of any patters
patents, design, trade mark or name, copyright or other protected rights in
respect of any plant, work, material supplied or any arrangement, system or
method of using, fixing or working employed by the Seller.
In the event of any claim or demand being made or action brought against the
Purchaser in respect of any of the aforesaid the purchaser shall notify the Seller
thereof as soon as possible and the Seller shall conduct with the assistance of
the Purchaser if necessary, but at his own expense, all negotiations for the
settlement of such matter and/or any litigation involved or which may arise
therefrom.
4. CONFIDENTIAL INFORMATION
The Seller shall treat as confidential all design, drawings, data or information,
written or verbal supplied by the Purchaser hereunder and shall use its best
endeavors to ensure that such information is not divulged to any third party
except with the consent of the Purchaser where necessary for the purpose of
performance of its obligations hereunder and subject to similar undertakings
being obtained from such third parties to teat such design, drawings, data or
information in like confidence, other than designs, drawings, data or information
Page 15 of 34
which at the time of proposed disclosure are within the public knowledge or in
the Seller’s possession.
5. INSPECTION & TEST

All materials to be supplied hereunder shall be subject to inspection and/or test
by the Purchaser at its discretion during manufacture and before dispatch by
mutual arrangement or by notice given by the Purchaser.
All material and any work involved shall be produced or laid out for inspection
and/or test purposes by the Purchaser’s representative.
Inspection and/or test by the Purchaser, or failure to inspect and/or test, shall not
relieve the Seller of its responsibility or liability with regard to the supply of
materials or work hereunder and shall not imply acceptance thereof by the
Purchaser.
6. GUARANTEE
Any goods, materials or plant, to be supplied hereunder shall be of the best
quality and workmanship and fit for any purpose held out by the Seller or made
known to the Seller in writing at the time the order is place and will be free from
defects in design, material and workmanship and will correspond with any
relevant specification or sample and shall be guaranteed by the Seller for a period
of twelve (12) months from delivery to the Purchaser, or from commissioning, as
the case may be.
Without limiting any other remedy, if any goods or materials are not supplied or
performed in accordance with the Contract, then the Purchaser shall be entitled:
a) to require the Seller to repair the goods, materials or to supply
replacement goods, or materials in accordance with the Contract within
seven days; or
b) at the Purchaser’s sole option, and whether the Purchaser has previously
required the Seller to repair the goods, materials or to supply any
replacement goods, or materials, to treat the Contract as discharged by
the Seller’s breach and require the repayment of any part of the price
which has been paid.
7. PROPERTY AND RISK

Property in the goods or materials to be supplied by the Seller hereunder shall
pass to the Purchaser on duly made delivery or, where appropriate and without
prejudice to the Purchaser’s right of rejection, when such materials have been
appropriated.
8. DELIVERY
The time of delivery specified hereunder shall be of the essence of the
PO/Contract and goods or materials shall be delivered in accordance therewith
if at any time it should appear the goods or materials will not be so delivered, the
seller shall promptly advise the purchaser thereof with particulars of the
prospective period of delay in which event the purchaser shall have a right at his
option without prejudice to any rights he may have in this event to cancel this
contract or part thereof, and make such other arrangements as he may in his
Page 16 of 34
discretion consider or appropriate and any additional expenditure to the

purchaser arising there from shall be reimbursed to it by the seller. Attention is
drawn to the fact that the Government of Pakistan provides industries in Pakistan
with an allocation of foreign exchange for a very specific period and no delay
outside the purview of force majeure is considered as valid reason for extension.
It is therefore imperative that seller takes every precaution to ensure shipment
within the specified time against respective POs/letters of credit/bank contracts.
9. INDEMNITY
The Seller shall indemnify the Purchaser in full against all claims, liability, loss,
damages, costs and expenses (including legal expenses) incurred by the
Purchaser due to the Seller in regard to the performance of this Purchase Order.
10. DEFAULT
If the Seller shall contravene any of the provisions hereof or neglect to carry out
its obligations hereunder the Purchaser may give notice in writing thereof
requiring the Seller to remedy the breach within seven days, or within such period
as the Purchaser may give notice in writing thereof requiring the Seller to remedy
the breach within seven days, or within such period as the Purchaser may agree
to be reasonable, and in the event of the Seller failing to do so, the Purchaser
will be at liberty to purchase the goods elsewhere or have the work which the
Seller has failed to perform, be carried out by some other entity at the Seller’s
sole expense and/or may terminate the PO/Contract.
11. TERMINATION
The Purchaser shall have the right to terminate the PO/Contract at any time on
reasonable notice and in this event, shall pay to the Seller such sum as shall
compensate the Seller for work carried out by it in performance hereof prior to
such termination and for work arising from such termination necessary to give
effect thereto. Any terms of this PO/Contract which by their nature extend beyond
its termination remain in effect until fulfilled, and apply to respective successors
and assignees.
12. FORCE MAJEURE

representative thereof, acts of God or operation of the force of nature. In the
event of Force Majeure occurrence, the Seller so affected shall immediately
notify the Purchaser in writing whereby the two parties shall consult each other
and agree upon the measures to be taken. At the end of the period of Force
Page 17 of 34
Majeure the effected Seller shall promptly resume performance of its obligations
under the contract.
If the period of Force Majeure does not exceed 12 months the relevant
periods/schedules involved shall be proportionately increased by the established
period of Force Majeure for which the performance had ceased. Where the period
of Force Majeure exceeds 12 months, the parties shall mutually consult with a
view to termination of the contract.
13. GOVERNING CONDITIONS
No terms or conditions contained in any letter, quotation, tender or other
communication or document of the Seller shall annul or vary any of these
standard conditions of the Purchase Order (PO)/Contract unless agreed by the
Purchaser in writing.
14. ASSIGNMENT
The Seller shall not transfer, assign or sub-let this Contract or any part thereof
without the prior written consent of the Purchaser.
15. ARBITRATION
If any dispute or difference shall arise between the parties hereto concerning the
terms or performance hereof the same shall be referred to arbitration in
accordance with the provisions of the Arbitration Act, 1940, or any statutory
modification or re-enactment thereof. The Arbitration aforesaid, shall be
conducted by Three arbitrators, one to be appointed by each party, while the so
appointed two arbitrators shall mutually select an umpire. The venue for
arbitration shall be Karachi, Pakistan. Arbitration shall be conducted in English
language.
16. GOVERNING LAW

This contract shall be construed and take effect in accordance with the laws of
Pakistan.
17. SEVERABILITY
If any provision of these Terms is held by any court or other competent authority
to be invalid or unenforceable in whole or in part the validity of the other
provisions of these Terms and the reminder of the provision in question shall not
be affected.
Page 18 of 34
ANNEXURE-A
FORMAT FOR BID BOND
BANK GUARANTEE NO._________________

DATED: ______________________________
AMOUNT:_____________________________
EXPIRY:______________________________
Pakistan Petroleum Limited,

P.O. Box 3942,
PIDC House, Dr. Ziauddin Ahmed Road,
Karachi – 75530, Pakistan.
BEING 2% BID BOND AS PER

TENDER _________________
CLOSING ON ________________
FOR SUPPLY OF _____________
Whereas M/s. _____________________________________________ have requested

through (Bank Name) to issue a Bank Guarantee in your favour for the sum of being
earnest money against Tender due on (date).
In consideration of aforesaid, we (Bank Name & Address) hereby GUARANTEE
irrevocable and unconditionally to make payment of ______________________ to you
against your statement that applicant failed to enter into contract despite success in Bid
except failure due to Force Majeure.
Notwithstanding anything mentioned herein before our liability under this guarantee shall
not be effected by any dispute or difference between you and the bidder and is restricted
to (*____________) (* in
words_________________________________________________) and shall not
exceed beyond (date). This guarantee shall be valid for a period of __________ days
after the validity date of Bid i.e., (date). The claim under this Guarantee should be lodged
by Pakistan Petroleum Limited, within 30 days of the happening of the event i.e. failure of
the Bidder. Unless claims are so presented, all rights and benefits under this guarantee
shall be forfeited and the (Name and address of Bank) shall be released of all claims,
demands or liabilities of any kind or character whatsoever.
*currency in which the bid is made.
Page 19 of 34
ANNEXURE-B
FORMAT FOR PERFORMANCE GUARANTEE
Pakistan Petroleum Limited,

P.O. Box 3942,
PIDC House,
Dr. Ziauddin Ahmed Road,
Karachi – 75530
Pakistan.
Dear Sir,
PERFORMANCE GUARANTEE
Whereas, we understand that you have placed a Purchase Order No.
___________________ dated ____________ with __________________________ (The
Seller) for the supply of goods specified in the said Purchase Order and that in accordance
with the terms of the Purchase Order, the Seller is required to furnish a Bank Guarantee
in respect of its obligations under the said Purchase Order for an amount equal to 10% of
the Purchase Order viz (*_______________________________________).
Now, therefore, in consideration of the above, we, (Name and address of Bank) hereby
GUARANTEE irrevocably and unconditionally the due payment to you upon demand of
such sum or sums not exceeding (* ) in the event that the Seller fails to perform or
fulfill any of the terms and conditions of the Purchase Order at the time or during the period
specified therefore in the Purchase Order, provided that any demand hereunder is
received in writing at this office within the validity of this guarantee accompanied by your
written declaration to us that the Seller has failed to comply with the terms of the Purchase
Order, and such declaration shall be accepted by us as conclusive proof that the amount
claimed is due to you, and we shall forthwith pay you the amount claimed.
Our liability under this guarantee shall not be affected by any dispute or difference between
you and the Seller or by any forbearance or indulgence granted by you to the Seller or by
any other security held by you from the Seller relating to the performance of the said goods
or any variation in the Purchase Order or any other matter or thing which might otherwise
affect our liability hereunder.
This guarantee will remain valid until 18 months after shipment of last item of goods or 12
months after commissioning whichever is earlier and any claims hereunder must be
received by that date, after which this guarantee will become null & void, and must be
returned to us for cancellation.
This guarantee shall be construed in accordance with the laws of Pakistan.
Yours faithfully,
For and on behalf of
(Name of Bank)
_________________
Authorized Signature
*currency Purchase Order is placed.
Page 20 of 34
ANNEXURE-C
FORMAT FOR PARENT COMPANY GUARANTEE
PARENT COMPANY GUARANTEE
This GUARANTEE is given the ________________ day of __________ 20__ by

__________________________________________________________ having its main
or registered office at:
__________________________________
__________________________________
(hereinafter called “the GUARANTOR”)
To
having its registered office at:
__________________________________
__________________________________
(hereinafter called “the BUYER”)
WHEREAS
A. BUYER has agreed to enter into a contract (such contract, subject to such
alterations and / or additions as may from time to time be agreed by BUYER and
the SELLER being hereinafter called “the CONTRACT”) for the supply of
_________________________________ under Purchase Order No.
_________________ with SELLER
__________________________________________________ whose registered
office is at::
__________________________________
__________________________________
(hereinafter called “the SELLER”)
on the basis that the GUARANTOR shall execute this GUARANTEE.
B. The GUARANTOR has agreed that it will to the extent hereinafter set forth
guarantee the due performance by the SELLER of its obligations under the
CONTRACT.
Now, therefore, in consideration of the foregoing and in particular in consideration of
BUYER at the request of the GUARANTOR agreeing to enter into the CONTRACT it is
hereby agreed.
1. The GUARANTOR guarantees the punctual true and faithful performance and
observance by the SELLER of its obligations under or in accordance with the
CONTRACT and in the event of any alleged breach of the obligations of the
SELLER under the CONTRACT then:
a) The GUARANTOR shall indemnify BUYER forthwith on demand against all
losses, damage costs and expenses which BUYER may incur by reason of
Page 21 of 34
Contd...
such breach. Buyer’s statement as to the amount of such losses, damage,

cost and expenses shall be binding and accepted by the Guarantor, and in
addition
b) Upon being required so to do by BUYER by notice in writing the GUARANTOR
shall at his own expense perform or take whatever steps may be necessary to
procure performance of the obligations of the SELLER under the CONTRACT
and shall from the date of such notice assume jointly and severally with the
SELLER all the rights and obligations of the CONTRACT in every ways if the
GUARANTOR were a party thereto.
2. The GUARANTOR shall not be discharged or released from this GUARANTEE by
any arrangement made between the SELLER and BUYER or by and any alteration
in the obligations undertaken by the SELLER under the CONTRACT or by any
forbearance whether as to payment time performance or otherwise even although
such arrangement alteration or forbearance may be without the assent of the
GUARANTOR.
3. In the event of Clause 1(b) hereof being invoked than any notice, direction or other
instruction given by BUYER to either the GUARANTOR or the SELLER shall be
deemed to have been given to both parties and any payment made by BUYER
whether to the GUARANTOR or the SELLER shall be deemed to be in accordance
with the CONTRACT.
4. This GUARANTEE shall be construed and governed in accordance with Pakistan
Law and the parties agree to submit to the jurisdiction of the competent Pakistan
Courts.
5. This GUARANTEE shall be executed under the official seal of parent Company and
the evidence of authority of the signatories to sign the GUARANTEE are to be
supplied to BUYER.
Singed ______________________
(GUARANTOR)
In the presence of _________________

Now in consideration of the foregoing it is hereby agreed that effect be given to this
GUARANTEE so far as it may relate to the rights and obligations under the CONTRACT
of the SELLER and that any payment made to the GUARANTOR hereunder shall be in full
and final satisfaction of BUYER’s obligation to make such a payment under the
CONTRACT.
Singed on behalf of _____________________

(SELLER)
In the presence of _________________
Page 22 of 34
ANNEXURE-D
FORMAT FOR INTEGRITY PACT CERTIFICATE
INTEGRITY PACT CERTIFICATE
________________________[the Seller/Supplier] hereby declares its intention not to

obtain or induce the procurement of any contract, right, interest, privilege or other
obligation or benefit from Government of Pakistan or any administrative subdivision or
agency thereof or any other entity owned or controlled by it (GoP) through any corrupt
business practice.
Without limiting tile generality of the foregoing, [the Seller /Supplier] represents and
warrants that it has fully declared the brokerage, commission, fees etc. paid or payable to
anyone and not given or agreed to give and shall not give or agree to give to anyone within
or outside Pakistan either directly or indirectly through any natural or juridical person,
including its affiliate, agent, associate, broker, consultant, director, promoter, shareholder,
sponsor or subsidiary, any commission, gratification, bribe, finder's fee or kickback,
whether described as consultation fee or otherwise, with the object of obtaining or inducing
the procurement of a contract, right, interest, privilege or other obligation or benefit in
whatsoever form from GoP, except that which has been expressly declared pursuant
hereto.
[The Seller/Supplier] certifies that it has made and will make full disclosure of all
agreements and arrangements with all persons in respect of or related to the transaction
with GoP and has not taken any action or will not take any action to circumvent the above
declaration, representation or warranty.
[The Seller/Supplier] accepts full responsibility and strict liability for making any false
declaration, not making full disclosure, misrepresenting facts or taking any action likely to
defeat the purpose of this declaration, representation and warranty. It agrees that any
contract, right, interest, privilege or other obligation or benefit obtained or procured as
aforesaid shall, without prejudice to any other rights and remedies available to GoP under
any law, contract or other instrument, be voidable al the option of GoP.
Notwithstanding any rights and remedies exercised by GoP in this regard, [the
Seller/Supplier] agrees to indemnify GoP for any loss or damage incurred by it on account
of its corrupt business practices and further pay compensation to GoP in all amount
equivalent to ten times the sum of any commission, gratification, bribe, finder's fee or
kickback given by [the Seller/Supplier] as aforesaid for [the purpose of obtaining or
including the procurement of any contract, right, interest, privilege or other obligation or
benefit in whatsoever form from GoP.
Note:-
The beneficiary is required to submit this certificate on their letterhead signed by a
competent authority with official seal for any bid value over Pak Rs. 10.0M or equivalent.
Page 23 of 34
ANNEXURE-E
FORMAT FOR ADVANCE PAYMENT GUARANTEE
BANK GUARANTEE NO.________________

DATED: ____________________________
AMOUNT: __________________________
EXPIRY: ____________________________
Pakistan Petroleum Limited
P.O. Box No. 3942,
PIDC House,
Dr. Ziauddin Ahmed Road,
Karachi – 75530,
Pakistan.
Dear Sir,
ADVANCE PAYMENT GUARANTEE
WHEREAS, we understand that you (PURCHASER) have placed a Purchase Order No.
____________________ dated __________________ with M/s.
________________________________ (THE SELLER) for the supply of goods as
specified in the said Purchase Order, and that in accordance with the terms of the said
Purchase Order, the sum of Rs. ________________ being % of the total value is payable
in advance against an irrevocable Bank Guarantee.
Now therefore, in consideration of the above you are making advance payment of Rs.
___________ to the SELLER, we, (name and address of the Bank) hereby Guarantee
irrevocably and unconditionally to refund to you on demand upto Rs. _________________
(Rupees __________________________________________________ only) in the
event the SELLER fails to fulfill any of the terms and conditions of the Purchase Order at
the time or during the period specified in the Purchase Order, provided that any demand
hereunder is received in writing at this office within the validity of this Guarantee
accompanied by your written declaration to us that the SELLER has failed to comply with
the terms of the Purchase Order and such declaration shall be accepted by us as
conclusive proof that the amount claimed is due to you and we shall forth with pay you the
amount claimed.
This Guarantee shall initially remain valid until delivery of all the items.
Upon expiry, this Guarantee shall become null and void, whether returned to us for
cancellation or not.
This Guarantee shall be construed in accordance with the laws of Pakistan.
Yours faithfully,
For and on behalf of
(Name of Bank)
___________________________
(__________________________)
Authorized Signature with Name
Page 24 of 34
ANNEXURE-F
BIDDER’S ACCEPTANCE CERTIFICATE
(To be printed on supplier’s letter head)
WE CONFIRM THE ACCEPTANCE OF ALL TERMS & CONDITIONS, INCLUDING

FOLLOWING, OF TENDER NO.__________________:-
• LD TERM
• PG TERM
• PAYMENT TERM
QUOTED PRICE WILL NOT BE CHANGED/ INCREASED DURING THE VALIDITY OF

BID AND AFTER PLACEMENT OF ORDER DUE TO ANY REASONS INCLUDING
FLUCTUATION IN CURRENCY. HOWEVER, IF THERE ARE ANY STATUTORY
CHANGES / GOVT. REGULATIONS, THESE MAY BE LOOKED INTO.
SUPPLIER OFFICIAL STAMP

AND SIGNATURE
Page 25 of 34
ANNEXURE-G
LIST OF PPL’s APPROVED BANKS IN PAKISTAN
Bank Guarantees i.e. Bid Bond, Performance Guarantee and Advance Payment
Guarantee issued only by following banks, as per the format included in this ITB, shall be
accepted.
1. National Bank of Pakistan

2. Samba Bank Limited
3. Soneri Bank Limited
4. Standard Chartered Bank (Pakistan) Limited
5. Allied Bank Limited
6. Askari bank Limited
7. Bank Alfalah Limited
8. Bank Al-Habib Limited
9. Faysal Bank Limited
10. Habib Bank Limited
11. United Bank Limited
12. Dubai Islamic Bank Pakistan Limited
13. Meezan Bank Limited
14. Industrial and Commercial Bank of China
15. Habib Metropolitan Bank Limited
16. JS Bank Limited
17. MCB Bank Limited
Page 26 of 34
ANNEXURE-H
FORMAT FOR SUBMISSION OF BIDDER’S EXCEPTIONS
Exceptions to terms and conditions of this ITB if any must be submitted in following format.
S# PPL’s ITB Original Clause Bidder’s Exception Justification for

Exception
RELEVANT SECTION OF THE ITB AND TITLE
1. PPL’s ITB Article Reference Exceptions raised: Rationale for raising
ITB Article Original wording e.g. Addition, exception.
deletions or
modification
Complete amended
clause with changes
clearly highlighted
2.
3.
4.
Different sections e.g. Technical, Financial, Additional Financial, and Draft Contract etc.
must be clearly highlighted in above table. This list must be exhaustive list of exceptions
to all terms and conditions of the ITB. Additional terms which though not covered in the
ITB but are necessary for providing the services must also be included in this section.
Bidders are requested submit soft copies of their exceptions along with their technical bids.
Page 27 of 34
ANNEXURE-I
STANDARD TAXATION CLAUSES
CONTRACT'S TAXES
The Contractor assumes full and exclusive liability for payment of all taxes, including by way of
illustration and not limitation, turnover, value added, capital gain, corporate and income taxes
whether arising in Pakistan or anywhere else, now or hereafter levied or imposed by any local
and/or national fiscal authority of Pakistan or any other country relating to or assessed upon the
profits or assumed profits or gains of Contractor arising directly or indirectly out of the performance
of this Agreement.
Contractor agrees, covenants and undertakes to defend, indemnify and hold harmless the
Company from claims, suits, costs, liabilities, judgments, fines, penalties and demands for loss or
damages including any and all expenses, disbursements, costs, legal fees and sums and amount
as may be incurred in the investigations, handling and defense thereof resulting from or any way
connected with any such tax assessment or imposition both on its own behalf and on behalf of any
Sub-Contractor and any person employed by or providing services to Contractor or any Sub-
Contractor.
Contractor undertakes to file tax returns in Pakistan in accordance with the tax laws of Pakistan
and in filing such returns and furnishing requisite information as may be required by the tax
authorities during the course of assessment proceedings shall exercise due care and diligence
with a view to full compliance with relevant provisions of the said tax laws, Contractor undertakes
to pay Income-tax, Super-tax, Surcharge or any other tax livable on income arising directly or
indirectly under this Agreement.
Where Contractor is not resident within Pakistan and if the income of Contractor is exempted under
any provision of Pakistan Income Tax Ordinance then Contractor shall be responsible for obtaining
a tax exemption certificate from Pakistan Income Tax authorities.
If no tax exemption certificate is obtained and provided by Contractor to Company with the invoice
before payment is due or a certificate obtained is subsequently withdrawn the Company shall have
the right to deduct from payment due to Contractor the withholding tax, at the rate prevailing from
time to time of the invoiced amounts and pay such amounts to appropriate authorities. However,
if a reduced rate certificate is obtained by Contractor and provided to Company before payment is
due, Company shall deduct from payments due to the contractor the withholding tax at the reduced
rate specified in such certificate and pay such amounts to the appropriate authorities. Any
withholding tax paid by the Company for Contractor during the terms of this Agreement shall be
subject to final assessment by Pakistan Income Tax authorities.
Company shall deliver to Contractor within thirty (30) days after it has made any payments from
which it has deducted any withholding tax a receipt evidencing the deposit of such withholding tax
into the Government Treasury.
Contractor agrees to register with all requisite authorities under the laws of Pakistan including the
tax authorities prior to commencing operations in Pakistan.
Contractor agrees to protect, indemnify and hold Company harmless from and against any income
tax, additional interest and penalties leviable by the Pakistan tax authorities; on Contractor's
employees and which the Company may be required to pay in the first instance.
Contractor shall also be responsible for any income tax leviable on Contractor's expatriate
personnel, under the laws of Pakistan and for any and all social security insurance and other
contributions for Contractor expatriate personnel regardless of whether such contributions are
levied on employer or employee or both in Pakistan.
The Contractors fees shall be deemed fixed for the duration of this Agreement so long as there
are no changes to the tax laws of Pakistan.
Page 28 of 34
TAXATION CLAUSE
1) The contract/Purchase Order (PO) price is inclusive of all Federal, Provincial and / or Local
taxes including but not limited to income tax, turnover, capital gains tax, federal sales tax, provincial
sales tax, whether arising in Pakistan or anywhere else, imposed by any national, provincial and /
or local tax authority of Pakistan or any other country relating to or assessed upon the profits or
gains or assumed profits or gains of the Contractor/Seller and / or any sub-contractor, agent,
representative and / or any person employed for providing services to the Contractor/Seller or any
sub-contractor arising directly or indirectly out of performance of the Contract/PO.
2) The Company/Purchaser shall have the right to deduct from the payments due to the
Contractor/Seller, the withholding tax including but not limited to withholdings relating to income
tax, federal sales tax, provincial sales tax from the invoice amount at the applicable rate prevailing
on the prescribed date of withholding and shall pay the amount so deducted to the relevant Federal
and / or Provincial tax authority. The withholding tax shall not be deducted and / or deducted at a
reduced rate by the Company/Purchaser provided the Contractor/Seller produces / submits the nil
and / or reduced rate withholding rate certificate, as the case may be, to the Company/Purchaser
issued by the relevant Federal and / or Provincial tax authority of Pakistan. The
Company/Purchaser shall provide a certificate to the Contractor/Seller, on request, indicating that
the amount of tax withheld has been deposited with the relevant Federal, Provincial and / or Local
tax authority in accordance with the applicable tax laws relating to issuance of such certificates.
3) Any increase and / or decrease in sales tax due to changes in the Federal / Provincial Sales
Tax Laws or in judicial or official governmental interpretation in respect of such laws, made after
the issuance of Letter of Award, may be adjusted by the Company/Purchaser, at its discretion. In
order to give effect to the change, the Company/Purchaser and / or Contractor/Seller will be bound
to fulfill all the procedural requirements which includes obtaining registration of the governmental
authority, necessary approvals from the governmental authority etc. All other taxes, levies and
duties shall not be subject to adjustment due to any change in law.
4) The Contractor/Seller hereby undertakes to discharge the tax liabilities including but not
limited to income tax, turnover, capital gains tax, federal sales tax, provincial sales tax, filing
of declarations relating to tax liabilities in accordance with the applicable tax laws of Pakistan or
any other country. Upon the request by the Company/Purchaser; the Contractor/Seller shall
provide all the documents, information or details required by the Company/Purchaser in connection
with / relating to audit or any other proceedings initiated by the Federal, Provincial and / or Local
tax authority of Pakistan or any other concerned country.
5) If the Company/Purchaser, on behalf of the Contractor/Seller or any of its employee or sub-

contractor, may be required to pay any taxes including but not limited to income tax, turnover,
capital gains tax, federal sales tax, provincial sales tax, default surcharge, penalty levied and / or
any other costs incidental thereto, arising in Pakistan or any other country, the Contractor/Seller
agrees to protect, indemnify and hold the Company/Purchaser harmless from and against any
such tax liabilities including incidental costs relating thereto.
Page 29 of 34
ANNEXURE-J
ADDITIONAL CLAUSES FOR LETTER OF CREDIT
CLAUSES MARKED (X) IS APPLICABLE ONLY
INTEGRAL PART OF THE LETTER OF CREDIT
Delivery Date:
Country of Origin: only “,” allow
Port of Shipment: only “,” allow
ORDER NO.: (45000--------) .
THIS CREDIT IS SUBJECT TO THE UNIFORM CUSTOMS AND PRACTICE FOR

DOCUMENTARY CREDITS (1993 REVISION) INTERNATIONAL CHAMBER OF
COMMERCE PUBLICATION NO. 600
( ) (1.) ADD CONFIRMATION
( ) (1.) BENEFICIARY WILL FAX / E-MAIL NON-NEGOTIABLE DOCUMENTS

INCLUDING BILL OF LADING OR AIRWAY BILL WITH FLIGHT NO. DATE,
INVOICE AND PACKING LIST TO THE APPLICANT FAX NO.92-21-5680005
92-21-5684938, E-MAIL: M(underscore)riaz(at)ppl.com.pk,
Sy(underscore)Farrukh(at)ppl.com.pk, S(underscore)Junaid(at)ppl.com.pk,
INSURANCE DECLARATION / INTIMATION COPY MUST BE INFOMRED TO
AY(underscore)asad@ppl.com.pk, sh(underscore)iqbal@ppl.com.pk,
k(underscore)faiza@ppl.com.pk WITHIN 24 HOURS FOR AIR / SEA
SHIPMENTS RESPECTIVELY. A COMPLIANCE CERTIFICATE IS
REQUIRED.
( ) (2.) BENEFICARY INVOICE SHOULD BE AS PER PURCHASE ORDER SHOWING

ITEMIZE FOB VALUE, FREIGHT VALUE AND TOTAL CPT VALUE.
( ) (3.) BENEFICARY SHOULD PLACE PROPER INVOICE AND PACKING LIST IN

THE PACKAGE OF CONSIGNMENT IT IS MANDATORY REQUIREMENT OF
PAKISTAN CUSTOMS.
( ) (4.) THE TRANSPORTATION SHOULD BE EFFECTED BY

COMPANIES OPERATING IN ACCORDANCE WITH PAKISTAN LAWS AND
REGULATIONS REGARDING VESSEL FLAGS, AIRPORT, SEAPORT,
SHIPMENT AND TRANSSHIPMENT. A CERTIFICATE TO THIS EFFECT
MUST ACCOMPANY THE ORIGINAL DOCUMENTS.
( ) (5.) LIQUIDATED DAMAGES

IF SHIPMENT IS NOT EFFECTED BY THE PROMISED DELIVERY DATE (i.e.
) THE VALUE OF THE EACH DRAWING UNDER THIS CREDIT WILL
AUTOMATICALLY STAND REDUCED AT THE RATE OF 1% OF THE
ORIGINAL VALUE PER WEEK TO A MAXIMUM PERIOD ALLOWED FOR
Page 30 of 34
DELAYED SHIPMENT IS RESTRICTED TO FIVE WEEKS ONLY (OR AS

SPECIFIED IN TENDER / PURCHASE ORDER). THE NEGOTIATING BANK’S
COVERING SCHEDULE MUST SHOW A DEDUCTION OF THIS AMOUNT
FROM THE INVOICE VALUE.
( ) (7.) PERFORMANCE GUARANTEE
LETTER OF CREDIT WILL BECOME OPERATIVE FROM THE DATE OF
PERFORMANCE GUARANTEE (PG) WHICH WILL BE SUBMITTED BY THE
BENEFICIARY FROM A FIRST CLASS BANK WHICH HAS CORRESPONDING
BANK IN PAKISTAN. TEXT OF (PG) WILL BE AS PER TEXT OF ANNEXURE-
C GIVEN IN THIS DOCUMENT. THIS CONDITION WILL BE DELETED FROM
THE TEXT OF LETTER OF CREDIT UPON ACCEPTANCE OF
PERFORMANCE GUARANTEE BY THE OPENER.
( ) (8.) INSURANCE CLAUSE:

SHIPMENT PREFERABLY BE MADE ON NEWER VESSEL, HOWEVER NOT
EXCEEDING 15 YEARS OF AGE. A CERTIFICATE FROM THE SHIPPING
COMPANY OR AGENT OR MASTER OF THE VESSEL IS REQUIRED
CONFIRMING THE AGE OF VESSEL.
( ) (9.) SPECIAL CONDITIONS

THE FOLLOWING DOCUMENTS ARE NOT ACCEPTABLE:
A) DOCUMENTS BEARING A DATE OF ISSUANCE PRIOR TO THAT OF
THE CREDIT.
B) SHORT FORM / BLANK TRANSPORT DOCUMENTS.
C) INVOICE DRAWN IN EXCESS OF LETTER CREDIT VALUE.
( ) (10.) BANKS CHARGES
➢ ALL BANK CHARGES INSIDE PAKISTAN INCLUDING REIMBURSEMENT

CHARGES ARE ON APPLICANT’S ACCOUNT EXCEPT ANY DIRECT
AMENDMENT MADE BY BENEFICIARY OR ITS BANK AND OUTSIDE
PAKISTAN CHARGES ARE ON BENEFICARY’S ACCOUNT.
➢ CONFIRMATION CHARGES ARE ON BENEFICIARY’S ACCOUNT.
➢ DISCREPANCY CHARGES ARE ON BENEFICIARY’S ACCOUNT.
➢ TOLERANCE IN QUANTITIES FOR PIPES MINUS 3%, PLUS 0%
Page 31 of 34
ANNEXURE-K
SPECIAL SHIPING INSTRUCTIONS

LETTER OF CREDIT (L/C) CASES
L/C charges within Pakistan shall be borne by PPL whereas L/C charges outside
Pakistan will be on Beneficiary account.
• Shipment to be made after establishment of L/C.
• Draft shipping documents to be shared prior to final shipment.
• Shipping documents (Commercial Invoice, Packing list & BL / AWB) are email to
(m(underscore)riaz@ppl.com.pk), Sy(underscore)Farrukh@ppl.com.pk,
S(underscore)Junaid@ppl.com.pk immediately upon shipment before arrival of
vessel or flight.
• Original 3 sets of Shipping documents (Commercial Invoice, Packing list & BL /
AWB) are to be sent through banking channel for release of goods and payment,
its courier way bill to be shared to trace the documents (Due to late intimation of
Non-Negotiable shipping documents and delay in submission of Original
documents by vendor or its bank Demurrage/ Detention/ Godown rent if
incurred should be deduct from invoice value).
• LD clause shall be applicable as stated clearly in Purchase Order (PO) / Tender.
(Percentage/rate of LD also as per PO/tender).
NET-30 CONTRACT
Net -30 mode of payment is also just like CAD after SBP requirement that Open account
cases will not be processed.
• After Order Acknowledgement (OA) from seller/vendor, request will be sent to bank
for registration of contract by PPL.
• Shipment will only be made by vendor after contract no. confirmation from
PPL.
• Documents (Commercial invoice, packing list and BL/AWB) to be send as draft for
checking before shipment to PPL.
• After confirmation of contract no. by PPL and scrutiny of documents shipment to be
made by seller/vendor and share scan copies of shipping documents via email to
Ayaz Mohammad Riaz [SPO] m_riaz@ppl.com.pk, Farrukh Aftab Syed [SPO]
sy_farrukh@ppl.com.pk, Junaid Siddiqui [PO] s_junaid@ppl.com.pk.
• One set of original documents is to be send to bank and one set of original sent to
PPL immediately upon shipment before arrival of vessel or flight.
RESPONSIBILITY FOR SUBMISSION OF SHIPPING DOCUMENTS:

• If shipment arrives at consignee's port (sea/air) but could not get cleared from
Customs due to non-compliance/submission of original shipping documents, the
demurrage charges/ amount incurred will be on seller's account and will be
recovered from seller's invoice.
FREE TIME ON SHIPMENT AT DESTINATION
• Pipes / Casing / Tubing & Pup joints – 14 days free time at destination port to be
provided.
• Wellhead / Downhole - 07 days free time at destination port to be provided.
• Plant Spares - 05 days free time at destination port to be provided.
Page 32 of 34
INCOTERM
Below standard Incoterm will be used for PPL shipments:
CFR for Sea shipments
CPT for Air shipments
FOB for Sea shipments (Freight Forwarder will be arranged by PPL)
FCA for Air shipments (Freight Forwarder will be arranged by PPL)
PPL does not work on *DAT /CIF / Ex works incoterms. These are not accepted by
SBP therefore not considered by PPL for issuance of PO either.
HARMONISED CODES:
It is imperative that you indicate International Harmonized System Heading and Sub-
Heading codes of the above item in your shipping invoice, meanwhile, shall appreciate if
you will please advise Harmonized Code Number, Sub-heading by sharing draft shipping
documents (Commercial Invoice, Packing list & BL / AWB) prior to shipment so I could be
check well in advance the certain HS code not falls under prohibited item list.
*Beneficiary should accept the H.S. of 04 digits main heading and 04-digit sub
heading instead of 10-digit request to us.
Pakistan custom’s tariff will not allow us.
INSURANCE CLAUSE
Shipment preferably be made on newer vessel, however not exceeding 15 years of age.
A Certificate from the shipping company or agent or master of the vessel is required
confirming the age of vessel.
PAKISTAN CUSTOMS RULES

All import cargo entering Pakistan’s Customs are for clearance and shall be accompanied
with a copy of Invoice & Packing Lists in the following manner:
FCL Shipments:
The documents shall be placed on the inner side of the door of container. In case of
multiple containers in a shipment, each container shall have such document pertaining to
the goods inside.
LCL Shipments:
The documents shall be attached to the goods or package at an obvious place.
Consolidated Container:
The documents shall be attached to the goods or package at an obvious place of each
shipment. Such container shall also have a consolidated Packing List pertaining to goods
inside on the inner side of the door of container.
COUNTRY OF ORIGIN (COO)

Only single country of origin of items must be mentioned in bid which shall be made part
of the Purchase Order (PO). Multiple COOs for same item shall not be entertained.
PORT OF SHIPMENT
Port of shipment must clearly be mentioned in bid which shall be made part of Purchase
Order.
NOTE: IMPORT OF ITEMS WITH COO AND PORT OF SHIPMENT NOT ALLOWED BY
THE GOVERNMENT OF PAKISTAN SHALL NOT BE ALLOWED. PLEASE ENSURE
TO GO THROUGH APPLICABLE CUSTOMS RULES BEFORE SUBMITTING BID.
Page 33 of 34
ANNEXURE-L
GENERAL SHIPPING INSTRUCTIONS 5. Shipping Specification
Shipping specifications must clearly indicate the contents,
gross weight, net weight and measurements of each package.
1. Import Licenses 6. Marking of goods
No shipment is to be effected until order is covered by a valid letter All goods should bear an identification mark or serial
of credit. In view of the stringent foreign exchange position number or other marking by which that particular article can
obtaining in Pakistan, it is extremely difficult and in fact impossible be identified in the event of packages being landed damaged;
to obtain revalidation and hence it is of the utmost importance that please show these clearly on your invoice and shipping
shipment is effected within the validity of the letter of credit specification. If any article of other than UK manufacture
established. bears any wording in English the country of origin must be
clearly indicated thereon.
2. Discounts 7. Identification of spare parts
Prices quoted should be net including all discounts to which the All spare part items to be labelled with our order number and
purchaser is entitled. item number in addition to your part number.
3. Packing Protection 8. Paints
a. Packing must be sufficiently robust to withstand rough handling All invoices must clearly indicate the brand name and flash
during ocean shipment and up-country journey. Protection of the point of paints, gross and net weights and gallonage are to
plant and equipment against corrosion/ deterioration must be given be stenciled on the containers.
special attention.
b. Machined steel and iron parts are to be heavily greased/varnished 9. Electrical
as a preventative against rust. Grease, where used must be such that
it retains its consistency, does not melt at tropical temperatures and All electrical equipment must be suitable for use in a humid.
is acid free. Tropical climate and be specially treated/finished to prevent
and deterioration/corrosion. Insulation is to be non-
c. In the case of internal combustion engines, compressors similar hygroscopic and preferably vacuum dried and pressure
equipment, internal parts are to be sprayed with an inhibitor or impregnated. Substances such as bakelite, etc. which are
water splitting preservative, and all openings covered with masking impervious to moisture and attack by insects must be used
tape to prevent ingress of water. instead of fiber.
d. Box(es) packing case(s) containing electrical equipment to be 10. Instruments

waterproof lined.
All instruments are to be provided with plain glass and not
plastic windows.
e. All items are to have their respective identification letters or
numbers painted on them and they must be suitably packed to
provide ease of handling and storage, and maximum protection Shipments to Pakistan
during transport and storage periods.
f. Crates or boxes should have a list of items contained therein 1. Invoices and Certificates of Origin
secured to the exterior by means of an enveloping piece of tin sheet
nailed to the wood. A duplicate list should also be included inside We require three copies of your invoice alongwith three
with the contents. copies of the non-negotiable bill of lading to be airmailed
direct to us so as to enable preliminary arrangements to be
g. Items of a pilferable nature, particularly pipe fittings, should be made for the clearance of the goods through Customs way in
packed in casks, not bags. advance of the receipt of negotiable documents sent through
banking channels. In addition We require ten sets of invoices
4. Bundling and marking of iron and steel with certificates of origin and one negotiable copy of the bill
a. Bundles must be secured with strong wire or bands near each and of lading to be airmailed through banking channels in
to prevent splaying and at regular Intervals of at least every three accordance with the terms and conditions set out against
fee (1 meter), along the length of bundle to ensure rigidity. letters of credit.
b. Bundles or prices must be adequately paint-marked with distinctive 2. Shipping marks

oil paint around each end in bands in widths of not less than 4
inches (10 cm.) In addition to the undernoted shipping marks, we require
gross weight to be stenciled on the outside of each package.
To facilitate identification in cases of shipping marks
c. Bundles must be tagged in three places with metal labels, each becoming obliterated, all packages where possible should
securely fastened by two ties and clearly stenciled with mark, have a label. inside the box bearing a clear impression of
number and port mark. external marks.
PPL
ORDER NO. __________
KARACHI PAKISTAN
FOR
VIA
Page 34 of 34

Instructions, T&Cs For Procurement of Materials

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Instructions, T&Cs For Procurement of Materials

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Pakistan Petroleum Limited Instructions, Standard Terms & Conditions for Materials

PPL’s INSTRUCTIONS, STANDARD TERMS &

xiii. Annexure-J Additional Clauses for Letter of Credit 30

xiv. Annexure-K Special Shipping Instructions 32

i. INSTRUCTIONS TO BIDDER FOR SUBMISSION OF BID

1.3) Please do contact us during working hours for any clarification.

1.10) If bid/quotation value is more than PKR 2,000,000/- OR equivalent

1.11) Exceptions/ deviations from required specification/ terms and condition,

1.12) Unpriced Commercial Bid should be attached with bidder’s technical

1.15) PPL reserves the right to accept or reject any/all bids.

1.16) Bidders must ensure submission of technical literature / drawings /

1.18) Tenders from manufacturer, dealers, distributors and agents should be

1.23) Domestic/ local manufacturers need to submit all supporting documents

1.24) If Documents/Literature submitted by you is found tempered with, the

2. BID / QUOTATION SUBMISSION

2.2) All clarifications/ queries must be addressed in writing by using ‘Message’

Attn.: Mr./Mrs. (Procurement Officer Name)

2.6) Items quoted must indicate the following

3.2) Technical bid(s) will only be opened on the closing date/time.

3.3) In case of Public / Government holidays/ Optional holidays falling on the

4.2) Technically responsive as per the technical specifications provided in ITB/

ii. SPECIAL INSTRUCTIONS / TERMS & CONDITIONS

2. LIQUIDATED DAMAGES (LD)

3. PERFORMANCE GUARANTEE (PG)

5. PARENT COMPANY GUARANTEE

Payment will be made through unconfirmed Irrevocable letter of credit (L/C) at

9. DISCLOSURE CLAUSE (INTEGRITY PACT)

1. PLEASE FURNISH THE FOLLOWING IN CASE OF BIDDING ON F.O.R.

2. PLEASE FURNISH THE FOLLOWING IN CASE OF BIDDING ON CFR/CPT

A) FOR LOCAL PURCHASE

3. PROPERTY AND RISK

4. INDEMNITY AND INSURANCE

c) Delivery challan, in triplicate, must accompany the goods when delivered.

15. REJECTED MATERIAL

16. INSPECTION/ TEST

B) FOR IMPORT (CFR/CPT BASIS)

3. PATENT & OTHER RIGHTS

5. INSPECTION & TEST

7. PROPERTY AND RISK

discretion consider or appropriate and any additional expenditure to the

12. FORCE MAJEURE

16. GOVERNING LAW

BANK GUARANTEE NO._________________

Pakistan Petroleum Limited,

BEING 2% BID BOND AS PER

Whereas M/s. _____________________________________________ have requested

*currency in which the bid is made.

Pakistan Petroleum Limited,

*currency Purchase Order is placed.

PARENT COMPANY GUARANTEE

This GUARANTEE is given the ________________ day of __________ 20__ by

such breach. Buyer’s statement as to the amount of such losses, damage,

In the presence of _________________

Singed on behalf of _____________________

In the presence of _________________

INTEGRITY PACT CERTIFICATE

________________________[the Seller/Supplier] hereby declares its intention not to

BANK GUARANTEE NO.________________

BIDDER’S ACCEPTANCE CERTIFICATE

(To be printed on supplier’s letter head)

WE CONFIRM THE ACCEPTANCE OF ALL TERMS & CONDITIONS, INCLUDING

QUOTED PRICE WILL NOT BE CHANGED/ INCREASED DURING THE VALIDITY OF

SUPPLIER OFFICIAL STAMP

This GUARANTEE is given the ________ day of 20 by