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Form No: 91-2- 612 Page 1 of 17 Copies: 1-Releted Dept. 2-Project Manager Public Tender Subject EXHAUST SYSTEM DESIGN To Request for Proposal Project name: SP0-HB Project code: 39193026 Prepared by: M. Rafinejad Date: 2017/12/09 Confirmed by: Sh. Shahriari Date: 2017/12/09 Approved by: Date: Ref: 19 Issue Date: Doc. No.: Doc. Rev: 0 Rev. Date: 0

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Page 1: EXHAUST SYSTEM DESIGN - airic-ir.com · Subject EXHAUST SYSTEM DESIGN . To Request for Proposal Project name: SP0-HB . Project code: 39193026 ... AIRIC Request for Proposal Doc. No.:

Form No: 91-2- 612 Page 1 of 17 Copies: 1-Releted Dept. 2-Project Manager

Public Tender

Subject EXHAUST SYSTEM DESIGN

To Request for Proposal

Project name: SP0-HB Project code: 39193026

Prepared by: M. Rafinejad Date: 2017/12/09

Confirmed by: Sh. Shahriari Date: 2017/12/09

Approved by: Date:

Ref: 19 Issue Date: Doc. No.:

Doc. Rev: 0 Rev. Date: 0

Page 2: EXHAUST SYSTEM DESIGN - airic-ir.com · Subject EXHAUST SYSTEM DESIGN . To Request for Proposal Project name: SP0-HB . Project code: 39193026 ... AIRIC Request for Proposal Doc. No.:

AIRIC

Request for Proposal

Doc. No.: Doc. Rev.: 0 Rev. Date: 0 Page 2 of 17

RFP Subject : EXHAUST SYSTEM Project Code : 39193026 Project Name : SP0-HB

Form No: 91-2- 612 Copies: 1-Releted Dept. 2-Project Manager

Contents

Section Subject Page No.

1 Invitation to proposal 3

2 Required response date 3

3 Methods of response 3

4 Information requests (Including contact points) 3

5 Background (Including AIRIC’S mission , capability , experience , …) 3

6 Scope of project 3

7 Scope of work / deliverables outline 4

8 Roles & responsibilities 4

9 Timing 4

10 AIRIC strategy/technical assumptions

& requirements 4

11 Commercial issues 4

12 Consultant Proposal format/content 5

13 Contract schedule (proposed) 5

14 Appendix I 5

15 Appendix 2 ( confidentiality agreement )

Page 3: EXHAUST SYSTEM DESIGN - airic-ir.com · Subject EXHAUST SYSTEM DESIGN . To Request for Proposal Project name: SP0-HB . Project code: 39193026 ... AIRIC Request for Proposal Doc. No.:

AIRIC

Request for Proposal

Doc. No.: Doc. Rev.: Rev. Date: Page 3 of 11 RFP Subject : EXHASUT SYSTEM

Project Code : 39193026 Project Name :SP0-HB

Description Items No.

Form No: 91-2- 612 Copies: 1-Releted Dept. 2-Project Manager

We invite a professional consultant company to provide a proposal for the scope of work / deliverables detailed in this RFP. The aim of this RFP is to involve a partner in the project to execute the scope of work.

Invitation to proposal

1

Your Proposals should deliver to our company up to end of 24.Jan.2018. Required response date

2

Page 4: EXHAUST SYSTEM DESIGN - airic-ir.com · Subject EXHAUST SYSTEM DESIGN . To Request for Proposal Project name: SP0-HB . Project code: 39193026 ... AIRIC Request for Proposal Doc. No.:

AIRIC

Request for Proposal

Doc. No.: Doc. Rev.: Rev. Date: Page 4 of 11 RFP Subject : EXHASUT SYSTEM

Project Code : 39193026 Project Name :SP0-HB

Description Items No.

Form No: 91-2- 612 Copies: 1-Releted Dept. 2-Project Manager

Automotive Industries Research and Innovation Center of SAIPA (AIRIC) Km 15, Karaj Makhsoos Road, Tehran, IRAN ZIP Code: 1386133311 PO Box: 13445/965. 1. Your Proposals should arrive in our company up to end of 24.Jan.2018 in two separate

Closed & Sealed Envelopes. Received Proposals after closing date won’t be taken into

consideration.

2. The technical offer and commercial & financial offer shall be wrapped in two separate

Closed & Sealed Envelopes. Envelope A will contain technical Proposal and envelope B

will contain commercial & financial Proposal.

3. The signed and stamped RFP and confidentiality agreement should be put in envelop A.

4. Signed and stamped Confidentiality agreement (Article 15) should be sent to Mr. Hamid

Reza Marzooghi by Email: [email protected] also.

5. The seller should provide AIRIC an official letter on its letterhead (in envelope A) to the

effect that all of the appendixes was surveyed by seller.

6. The seller should provide AIRIC related tracking number of DHL or … once the

proposal is sent.

7. Your Bank Account information should be mentioned in your commercial proposal (

Envelop B )

8. Sending any proposal by the representative, agent and … of foreign companies in Iran is

required to deliver the deposit with the amount of 200.000.000 IRR to financial

department of AIRIC. The receipt of deposit should be included in envelope A.

9. Below documents of your company + all of the required documents in article no 6 should

be included in envelope A :

. Company statute, Company financial balance sheet, Turnover (should be signed and

stamped by your bank) and Good standing ( should be signed and stamped by your bank)

U*** Important note:U If the above requirements are not respected in your offer, our

company will not consider the proposal and your offer will be rejected.

By Post

Methods of

response 3

**********

By E-Mail

********** By Fax

Page 5: EXHAUST SYSTEM DESIGN - airic-ir.com · Subject EXHAUST SYSTEM DESIGN . To Request for Proposal Project name: SP0-HB . Project code: 39193026 ... AIRIC Request for Proposal Doc. No.:

AIRIC

Request for Proposal

Doc. No.: Doc. Rev.: Rev. Date: Page 5 of 11 RFP Subject : EXHASUT SYSTEM

Project Code : 39193026 Project Name :SP0-HB

Description Items No.

Form No: 91-2- 612 Copies: 1-Releted Dept. 2-Project Manager

For further technical information please contact the following person: Mr. Shahram Shahriari Manager, Chassis Design Department Phone: 0098 21 44198075 E-Mail: [email protected] Fax: 0098 21 44196796 For further commercial information please contact the following person: Mr. Hamidreza Marzooghi – Foreign Purchasing Section Manager. Tel: +98 21 44182126 Fax:+98 21 4419 6796 Email: [email protected] Note: request any further information is subject to submitting confidentiality agreement to AIRIC

Information requests (Including contact points)

4

1- SAIPA is the largest automotive manufacturer in the Middle East with a good reputation, located in Iran, Tehran. The company manufactures a range of passenger cars, pickups & commercial vehicles; Some of these include the KIA products. SAIPA also develops / manufactures its own brand of passenger cars, focused on the various vehicle classes. See WWW.Saipacorp.com 2- AIRIC is abbreviation for Automotive Industries Research & Innovation Center, which is responsible for new product development for SAIPA (See appendix I). See also WWW.airic-ir.com

Background (Including AIRIC’S mission , capability , experience , …)

5

SP0-HB project aim is to develop B class vehicle for SAIPA. AIRIC will be responsible of project design development and some parts will be designed by consultants. AIRIC prefers to have a long-term cooperation for other projects, too.

Scope of project 6

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AIRIC

Request for Proposal

Doc. No.: Doc. Rev.: Rev. Date: Page 6 of 11 RFP Subject : EXHASUT SYSTEM

Project Code : 39193026 Project Name :SP0-HB

Description Items No.

Form No: 91-2- 612 Copies: 1-Releted Dept. 2-Project Manager

AIRIC requests to have a consultant and intend to do design investigation and analysis of exhaust system. It is expected to design exhaust system with at least following works:

1- Benchmarking: It needs to benchmark at least 3 same class vehicles with similar engine specifications. Benchmarking should include the detail specifications of all parts of exhaust system (for instance, the number and size of mufflers chambers, holes, etc.) We can have an agreement for chosen vehicles based on your proposed vehicles. It is acceptable to choose cars from your country market but they must have NVH level above average cars in the same class.

2- Providing SDS and Target Setting:

Targets of exhaust system (mufflers and tail pipe noise, and …) should be proposed according to relevant parameters and specifications (engine, & ….) and Benchmarks. These targets will be finalized by agreement after consultant proposed targets. There are some targets and specifications (such as Back Pressure, Noise level, GT-Power Engine Model, Flow entry, Gas temperature, Outside thermal conditions, etc.) that are required for design process. We want to receive your proposal (include solutions and requirement) based on two concepts: a) Availability of required information (provided by AIRIC) b) Required information is not available (provided by Consultant)

3- Analysis:

Consultant should do at least the following analysis and evaluate results: - Modal analysis (location and specification of hangers, etc.) - Static analysis - Fatigue analysis - Hanger analysis (dynamic stiffness, etc.) - Muffler analysis (such as transmission loss validation, muffler volume

optimization, etc.). - Frequency response analysis - CFD analysis - Rubber stiffness design and evaluation - Acoustic and Backpressure analysis - NVH analysis - ….

CAE reports contain assumptions, results, analysis models, and complement report of reasons for choosing interior design of mufflers, flex joints and so on.

Given that consultant is responsible for design, it is required to list detail analysis in the proposal.

Consultant should use software be accessible by AIRIC.

Scope of work / deliverables outline

7

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AIRIC

Request for Proposal

Doc. No.: Doc. Rev.: Rev. Date: Page 7 of 11 RFP Subject : EXHASUT SYSTEM

Project Code : 39193026 Project Name :SP0-HB

Description Items No.

Form No: 91-2- 612 Copies: 1-Releted Dept. 2-Project Manager

4- Detail design: Final proposal for packaging, final 3D CAD data and 2D drawings (with detail specifications) is required.

5- Prototyping: Consultant constructs a prototype after analysis approved by AIRIC. 6- Construction and experimental tests:

Procedures should be verified and then perform relevant experimental tests. It needs to list required tests in the proposal.

All of these phases would be signed off by AIRIC if the contents and quality of the deliverable items approved. A review meeting should be held at least for each phase.

Consultant should perform the activities by involving the AIRIC engineers.

Given that consultant is responsible for design, it is required to list detail analysis and experimental tests in the proposal.

All European standards should be applied in design. (Our priority is Euro 6. If it cannot achievable according to constraints, we expect that consultant provide all requirements in the proposal.)

It is requested to have the work scope with break down to each item price in

the proposal. Consultant could inform requirements to AIRIC.

We predict to have following project lead times. Actually, we want to know your required time for all phases (design, analysis, tests, etc.) too.

Detail Design 3 April 2018 Evaluation Phase 5 May 2018 Finalize Detail Design 9 June 2018 Validation Phase 20 January 2019 SOP 21 July 2019

We want to know your required time for doing exhaust system design,

analysis, tests, etc.

We want to receive all requirements in your proposal.

Page 8: EXHAUST SYSTEM DESIGN - airic-ir.com · Subject EXHAUST SYSTEM DESIGN . To Request for Proposal Project name: SP0-HB . Project code: 39193026 ... AIRIC Request for Proposal Doc. No.:

AIRIC

Request for Proposal

Doc. No.: Doc. Rev.: Rev. Date: Page 8 of 11 RFP Subject : EXHASUT SYSTEM

Project Code : 39193026 Project Name :SP0-HB

Description Items No.

Form No: 91-2- 612 Copies: 1-Releted Dept. 2-Project Manager

Design exhaust system according to following considerations:

- Underbody: SP0 underbody is modified from SP1 Project (SP1 vehicle constructed and available now). So design of SP0's underbody is finished and the first priority is to use the available space for mufflers and current positions for hangers based on SP1 underbody. SP0 rear body is shorter (about 150 mm) than SP1. SP1 rear muffler cannot be used because of its length.

Fig 1. SP0-HB bottom view.

- Engine:

SP0 engine is different from SP1. Specifications:

• Capacity: 1.5 L • Power: 66.5 KW • Torque: 136 N.m

(SP100 NA Engine: 1.65 L - 4 cylinders – 84 KW – 154 N.m)

- Exhaust System: As mentioned above, SP1 exhaust system is available, although underbody space limitations do not allow us to use it. (SP1 main muffler cannot be used because of its length).

Page 9: EXHAUST SYSTEM DESIGN - airic-ir.com · Subject EXHAUST SYSTEM DESIGN . To Request for Proposal Project name: SP0-HB . Project code: 39193026 ... AIRIC Request for Proposal Doc. No.:

AIRIC

Request for Proposal

Doc. No.: Doc. Rev.: Rev. Date: Page 9 of 11 RFP Subject : EXHASUT SYSTEM

Project Code : 39193026 Project Name :SP0-HB

Description Items No.

Form No: 91-2- 612 Copies: 1-Releted Dept. 2-Project Manager

If we have similar contour for mufflers, it can accelerate our

construction process.

Main Muffler Aux Muffler Fig 2. SP0-HB mufflers.

Please consider both cases in your proposal that it's under supplier or

consultant responsibility and propose your suggestions and plans for following Items : Mufflers prototyping Rubber hangers prototyping Test benches (experimental activity and so on) DFMEA definition (define the failure modes, Risk Priority Number,

…) …

As we know, you need some information concerning the engine

specifications (temperature, pressure, etc.), please let us know if you can extract required information by yourself from the real engine or not? If your answer to this question is ‘yes’, then we have to provide an engine to you. If your answer is ‘no’, then you have to send us the procedure and we extract required information via engine tests. Please let us know your comments in this case too. Please consider these different ways in your proposal individually.

Page 10: EXHAUST SYSTEM DESIGN - airic-ir.com · Subject EXHAUST SYSTEM DESIGN . To Request for Proposal Project name: SP0-HB . Project code: 39193026 ... AIRIC Request for Proposal Doc. No.:

AIRIC

Request for Proposal

Doc. No.: Doc. Rev.: Rev. Date: Page 10 of 11 RFP Subject : EXHASUT SYSTEM

Project Code : 39193026 Project Name :SP0-HB

Description Items No.

Form No: 91-2- 612 Copies: 1-Releted Dept. 2-Project Manager

Executor Deliverables and tasks

Note: The executor (consultant company) should provide the detailed list of deliverables and requirements according to working scope of the proposal.

3D data (with details)

2D drawings (with detail specifications such as materials, standards, performance tests, and …)

SDS (System Design Specifications) (A sample of SDS will be sent to contractor)

DFMEA

CAE model and analysis results (with details such as assumptions, results, analysis model, and complement report of reasons for choosing interior design of mufflers, flex joints, hanger specification, etc.)

Approved experimental results

Muffler prototype

Benchmarking report

Target report

Roles & responsibilities

8

AIRIC Deliverables

Vehicle specifications

3D files of required parts for design

- Timing 9

Page 11: EXHAUST SYSTEM DESIGN - airic-ir.com · Subject EXHAUST SYSTEM DESIGN . To Request for Proposal Project name: SP0-HB . Project code: 39193026 ... AIRIC Request for Proposal Doc. No.:

AIRIC

Request for Proposal

Doc. No.: Doc. Rev.: Rev. Date: Page 11 of 11 RFP Subject : EXHASUT SYSTEM

Project Code : 39193026 Project Name :SP0-HB

Description Items No.

Form No: 91-2- 612 Copies: 1-Releted Dept. 2-Project Manager

Assumed CAD Software: - CATIA V5R20

Assumed CAE Software: - ABAQUS - MSC Nastran

(Consultant could use another software but used software should be accessible by AIRIC.)

AIRIC strategy/technical assumptions & requirements

10

1. All of the payments will be done at related milestone and against approval of AIRIC project manager.

2. Payment of any prepayment is subject to receipt of a APG ( advance payment guarantee) of first class bank.

Commercial issues 11

Quotation format / content Your quotation should be included the following items:

1) Proposals should be prepared based on SELLER country FOB Inco-term. 2) Company profile should include the Umajor customer projects in the public

domain, equipments, human resources, usage eng. Soft wareU. 3) Overview of your company quality and project management systems 4) Detailed plans, reports and relevant documentation (in MS Office2000) 5) List of assumptions used in your quotation 6) Manufacturer Production limitations for start up of the contract (technical ) 7) Your planned headcount, resource type and competence level to achieve the

deliverables within the stated contract duration 8) Cost / Budget matrix, to include:- 9) Fixed price for the set of stated deliverables 10) Charge rate for each resource type 11) Estimated Travel budget ( to be invoiced at receipted cost ) 12) Any miscellaneous costs

Note: U

All of the financial and commercial issues information should be put in envelope B (commercial offer) and Do not disclose any financial and commercial issue information in envelope A.

Consultant Proposal format/content

12

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AIRIC

Request for Proposal

Doc. No.: Doc. Rev.: Rev. Date: Page 12 of 11 RFP Subject : EXHASUT SYSTEM

Project Code : 39193026 Project Name :SP0-HB

Description Items No.

Form No: 91-2- 612 Copies: 1-Releted Dept. 2-Project Manager

UYour proposal have to include the following items: 1.1 Executive Summary: The Executive summary should be a brief overview of the engagement, and should identify the main features and benefits of the proposed work. Resource type and competence level to achieve the deliverables within the stated contract duration. List of assumptions made in Proposal including all assumed deliverables from AIRIC. Statement of confidentiality agreement with vendor signature on AIRIC format. (Appendix II) 1.2 Project Management Approach: Include the method and approach used to manage the overall project and client correspondence. Briefly describe how the engagement proceeds from beginning to end. (For example cost management, time management, & ….) Deliverables: described in Sec. 7 1.3 Detailed and Itemized Pricing: It is requested to have the price for each section as follow:

- A fixed price for work scope with break down to each item. - Identify any possible miscellaneous costs. - The proposal has to include the CONTRACTOR proposed invoicing

schedule. 1.4 Company Overview: Company profile including company name, contact name, title, address, telephone number, a person authorized to contractually bind the organization for any proposal against this RFP. Overview of company quality and project management systems and awarded certificates. Brief history, including year established and number of years that the company has been active in this field. 1.5 Start up Requirement: Your requirements for start up of the contract (technical & commercial) Note:

U

All of the financial and commercial issues information should be put in envelope B (commercial offer) and Do not disclose any financial and commercial issue information in envelope A.

Contract schedule (proposed)

13

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AIRIC

Request for Proposal

Doc. No.: Doc. Rev.: Rev. Date: Page 13 of 11 RFP Subject : EXHASUT SYSTEM

Project Code : 39193026 Project Name :SP0-HB

Description Items No.

Form No: 91-2- 612 Copies: 1-Releted Dept. 2-Project Manager

The Automotive Industries Research and Innovation Center (AIRIC) of SAIPA is Iran's first automotive design and engineering center, which was established in October 1993. It was officially inaugurated in the second quarter of 1997 following the procurement and installation of necessary equipment and recruitment of skilled workforce. AIRIC was designed to, among other things, design vehicles, render services on engineering analysis and automotive tests, and manufacture prototypes of designed vehicles for both local and international markets. On the back of successful implementation of vehicle design and research projects and startup of standard experimental laboratories to test vehicles and auto parts. AIRIC made its presence felt on the automotive stage and secured a special status among automakers, parts manufacturers, and government organizations. AIRIC takes care of A to Z of automotive design and design changes - market assessment and through final stages of vehicle testing. Quality is the name of the game all the way down the line. Presence of skilled workforce, high technical know-how, experience of the past years and AIRIC well-equipped laboratories have all contributed to the high potential of AIRIC. Taken into account the heavy investment made in the sector, and in order to make optimal use of facilities, which are on hand at these workshops. AIRIC has embarked on rendering services to other industrial firms and organizations in a wide array of fields such as research projects, engineering services and laboratory tests. AIRIC offers services to a large number of institutions, among them such automakers as Iran Khodro, SAIPA, Pars Khodro, Sapco, and non-automotive institutes and organizations such as the Iranian Standard and Quality Inspection Company, the Fuel Optimization Organization (an Oil Ministry affiliate), the Industrial Research and Standard Organization, Tehran Air Quality Control Company, the Research Jihad Institute, and the Environment Protection Organization. The Mission of AIRIC in SAIPA Automobile manufacturing group: Implementation of studies and introduction of innovation into automotive design, production methods, and tests, in a way that they will eventually see the manufacture of products that meet international standards, are part of the mission at SAIPA. Investment, research, industrial and related commercial operations account for yet another part of the center's responsibilities. For more information visit our AIRIC site: www.airic-ir.com

Appendix I 14

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AIRIC

Request for Proposal

Doc. No.: Doc. Rev.: Rev. Date: Page 14 of 11 RFP Subject : EXHASUT SYSTEM

Project Code : 39193026 Project Name :SP0-HB

Description Items No.

Form No: 91-2- 612 Copies: 1-Releted Dept. 2-Project Manager

In the Name of God

CONFIDENTIALITY AGREEMENT

1. This Agreement is entered into this ……………..……………, by and between the Automotive Industries Research & innovation Center of SAIPA (AIRIC) duly registered under the Laws of the Islamic Republic of Iran, having its registered office at KM 15, Karaj Makhsoos Road, Tehran 43561, Iran (hereinafter to as “Disclosing Party”) and ………………………a company organized duly and existing under the laws of…………………. and having its registered office at ………………………………………………………telephone no………..………….duly represented by …………...…………….(hereinafter referred to as “Receiving Party”) for the purpose of preventing the unauthorized disclosure or use of Confidential Information (as defined below) which may be disclosed to Receiving Party for the purpose of pursuing the establishment of a commercial and technical cooperation or negotiating any contract or agreement between Disclosing Party and Receiving Party for the EXHAUST SYSTEM DESIGN of SP0

2. Confidential Information. Confidential Information shall mean: Any and all information pertaining directly or indirectly, to the ………………………... ,including, but not limited to proprietary techniques, products, formulas, invention, discoveries , formats, patents, processes, Disclosing Party’s business plans, agreements, research, programs, trade secrets, research and development, specifications, data, know-how, formats, strategies, forecasts, information, unpublished financial data, budgets, projections and customer and supplier identities and characteristics, marketing strategies and the like. Furthermore, Confidential Information shall be defined broadly and shall include the following: (a) any information that has commercial value or other utility in the business of the Disclosing Party or that Disclosing Party is likely to engage in; and (b) any information which, if disclosed, would be detrimental to Disclosing Party or its Customers, whether or not such information is identified as Confidential Information.

3. Effective Date. This Agreement shall become effective on the earlier of the first

date of execution of this Agreement or the date that any Confidential Information (as defined above) was or is first disclosed to the Receiving Party, whichever comes first and shall remain effective permanently.

Appendix II Confidentiality agreement

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AIRIC

Request for Proposal

Doc. No.: Doc. Rev.: Rev. Date: Page 15 of 11 RFP Subject : EXHASUT SYSTEM

Project Code : 39193026 Project Name :SP0-HB

Description Items No.

Form No: 91-2- 612 Copies: 1-Releted Dept. 2-Project Manager

4. Non-Disclosure. Receiving Party acknowledges that the Confidential Information is essential to the goodwill of the business of the Disclosing Party. Receiving Party shall hold and maintain the Confidential Information in strictest confidence and in trust for the sole and exclusive benefit of the Disclosing Party. Receiving Party shall not use for its own benefit, publish, or otherwise disclose to others, or permit the use by others for their benefit or to the detriment of Disclosing Party, any of the Confidential Information. Receiving Party shall carefully restrict access to the Confidential Information to those of its officers, directors, and employees who clearly need such access in order to participate on behalf of Receiving Party in the analysis and negotiation of a business relationship or any contract or agreement, or the advisability thereof, with Disclosing Party. Receiving Party warrants and represents that Receiving Party will advise each of

the persons to whom Receiving Party provides access to any of the Confidential Information that such persons are strictly prohibited from making any use, publishing or otherwise disclosing to others, or permitting others to use for their benefit or to the detriment of Disclosing Party, and of the Confidential Information. Receiving Party shall take all necessary action to protect the confidentiality of the Confidential Information, except for its disclosure as stated in this paragraph, and agrees to indemnify Disclosing Party against any and all losses, damages, claims, or expenses incurred or suffered by Disclosing Party as a result of Receiving Party’s breach of this Agreement. In the event of termination (voluntary or otherwise) of this Agreement, Receiving Party agrees that he/she/it will protect the value of the Confidential Information of Disclosing Party and will prevent their misappropriation of disclosure. Receiving Party will not disclose or use to his / her / its benefit (or benefit of a third party) or to the detriment of Disclosing Party or its Customers any Confidential Information. 5. Confidentiality Period The Confidentiality Period shall commence as of the

date of signature of this Agreement by the Parties and shall survive for ever. 6. Survival. Articles 3, 4 and 11 shall survive any termination or expiration of this

Agreement. 7. Relationship of Parties. The relationship of the Parties hereunder shall be that of

independent contractors. Neither Party is intended to have, nor shall neither of them represent to any other person that it has, any power, right or authority to bind the other Party, or to assume, or create, any obligation or responsibility, express or implied, on behalf of the other Party, except as expressly required by this Agreement or as otherwise permitted in writing. Nothing in this Agreement shall be construed to create between the Parties any partnership, joint-venture, employment relationship, franchise or agency.

8. Amendment and Modification. No amendment or modification to this Agreement shall be effective unless made in writing and signed by an authorized representative of each of the Parties.

9. Assignment. Neither Party shall assign or transfer this Agreement or any rights or obligations there under to or for the benefit of any third party or successor or otherwise without the prior written consent of the other Party, any assignment without such consent shall be null and void.

15

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AIRIC

Request for Proposal

Doc. No.: Doc. Rev.: Rev. Date: Page 16 of 11 RFP Subject : EXHASUT SYSTEM

Project Code : 39193026 Project Name :SP0-HB

Description Items No.

Form No: 91-2- 612 Copies: 1-Releted Dept. 2-Project Manager

10. Copies. This Agreement is executed in two (2) copies that together shall be originals and constitute one and the same instrument.

11. Waiver. The waiver by either party of the other Party's breach of any provision of this Agreement shall not be deemed a waiver or a continuing waiver of the same or other provision of this Agreement unless such waiver is in writing.

12. Severability If any provision or part thereof, of this Agreement is judicially declared invalid, void or unenforceable, each and every other provision, or part thereof, nevertheless shall continue in full force and effect.

13. Applicable Law. This Agreement shall be governed and construed by the laws of the Islamic Republic of Iran. Settlement of Disputes. Any dispute arising out or in connection with this Agreement including any questions regarding its existence, validity or termination (the “Dispute”) shall be resolved on an amicable basis in accordance with mutual good faith discussions between the Parties and shall be settled through negotiations in good faith between authorized representatives of the Parties. If an amicable solution cannot be reached between the Parties within two (2) months or, other such time as may mutually be agreed by the Parties, the Dispute shall be exclusively referred to and finally resolved by an Arbitral Tribunal (the “Tribunal“) under the Rules of Arbitration of the International Chamber of Commerce which Rules are deemed incorporated by reference in this Article. The Tribunal shall consist of three (3) arbitrators. The Parties involved in the

arbitration proceedings shall nominate two (2) (one by Disclosing party and one by Receiving Party) arbitrators and the chairman shall be nominated by the President of the Court of Arbitration of International Chamber of Commerce, which shall not have the same nationality as one of the parties.

The venue of the arbitral proceedings shall be Zurich, Switzerland. The language of the arbitration shall be English. The arbitral award shall be final and binding and its recognition and enforcement may be requested from any court having competent jurisdiction.

14. Notices. Notices or other communications to any of the Parties to this Agreement required or permitted hereunder shall be in English and in writing and shall be deemed to have been effectively given when mailed by registered airmail, postage prepaid, addressed to the address of such Party first set forth in this Agreement, or to such other address as such Party shall have communicated to the other Parties.

Signed for and on behalf of Disclosing Party Mr.Alireza Mosaddeghi AIRIC president Mr.Farhang Zabihian AIRIC Member of Board

Signed for and on behalf of Receiving Party ........................................... ..................................................

Page 17: EXHAUST SYSTEM DESIGN - airic-ir.com · Subject EXHAUST SYSTEM DESIGN . To Request for Proposal Project name: SP0-HB . Project code: 39193026 ... AIRIC Request for Proposal Doc. No.:

AIRIC

Request for Proposal

Doc. No.: Doc. Rev.: Rev. Date: Page 17 of 11 RFP Subject : EXHASUT SYSTEM

Project Code : 39193026 Project Name :SP0-HB

Description Items No.

Form No: 91-2- 612 Copies: 1-Releted Dept. 2-Project Manager

Above statements are typical, So could be changed or increased if necessary.