ANNEX A. DEFINITIONS AND ACRONYMS GLOSSARY
Rev 0 November 2023
ANNEX A.
DEFINITIONS AND ACRONYMS GLOSSARY
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1
ANNEX A. DEFINITIONS AND ACRONYMS GLOSSARY
Rev 0 November 2023
ANNEX A. DEFINITIONS AND ACRONYMS GLOSSARY
1 PURPOSE …3
2 DEFINITIONS …3
3 ACRONYMS … 10
This document is property of Técnicas Reunidas. Full or partial reproduction without written permission is strictly forbidden.
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ANNEX A. DEFINITIONS AND ACRONYMS GLOSSARY
Rev 0 November 2023
1
PURPOSE
1.1
The purpose of this document is to compile the definitions and acronyms that shall apply to the PURCHASE CONDITIONS and to each document where its use is expressly indicated.
2 DEFINITIONS
ABSOLUTE GUARANTEE:
AFFILIATE:
ANTI-CORRUPTION LAWS:
shall have the meaning given in Paragraph 26.5.1 of the PURCHASE CONDITIONS.
shall mean, in relation to any party, another party who controls the first party. For the purposes of this definition “controls” (including the terms “controlled by” and “under common control with”) shall mean the possession, directly or indirectly, of at least a twenty-five per cent (25%) of beneficial ownership interest in another entity.
shall mean all applicable anti-bribery and/or corruption and/or anti-money laundering local or international laws, rules, regulations or equivalent, specifically including the OECD Convention on Combating Bribery of Foreign Public Officials in International Business Transactions, the United Kingdom Bribery Act 2010, the FCPA, and any other local or international applicable anti-corruption laws (specifically including the Spanish applicable regulations detailed in the Spanish Criminal Code and the applicable regulations of the countries of the execution of the ORDER), and all their successor legislation.
BEARING STRIP:
shall mean a load bearing dunnage separating the pipe load from the trailer/container bed. Its size shall be proper for a safe storage, transport and easy manipulation.
BUYER:
BUYER’S EQUIPMENT:
shall mean the entity or company that places and signs the PURCHASE ORDER. The term CONTRACTOR and PURCHASER have the same meaning as BUYER.
shall mean all apparatus, machineries, tools or any other thing to be used by SELLER during the execution of the SUPPLY and/or SERVICES which are not part of the SUPPLY and are property of BUYER/OWNER.
BUYER’S SUPPLY CHAIN ETHICS CODE:
CAPITAL/INSURANCE SPARE PARTS:
shall mean (https://www.tecnicasreunidas.es/wp-content/uploads/2021/10/PCN-008- 001-04-Supply-Chain-Ethics-Code.pdf).
Supply Chain
Ethic Code
the
of
BUYER
shall mean the spare parts required for critical equipment over the life of the Facility. They are parts of equipment, assemblies or complete items of equipment that are required for replacement of items not subject to deterioration in normal use, but failure of which is critical to continuous, safe operation of the Facility.
CARGO:
shall mean any goods, products, machinery or materials belonging to the SUPPLY that are simultaneously collected, shipped and delivered at BUYER’s request, as specified in the ORDER.
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ANNEX A. DEFINITIONS AND ACRONYMS GLOSSARY
Rev 0 November 2023
CHANGE:
CLIENT:
CMR:
shall mean any variation to the SUPPLY and/or SERVICES. CHANGE may include an addition, deletion, alteration, sequencing, and/or modification to or from the SUPPLY and/or SERVICES or to the conditions under which they are to be executed.
shall have the same meaning given to OWNER.
shall mean an international consignment note used by drivers, operators and forwarders alike that govern the responsibilities and liabilities of the parties to a contract for the carriage of goods by road internationally, as per the Convention relative au contrat de transport international de Marchandise par Route.
COMMENCEMENT DATE:
shall have the meaning given in Sub-Clause 5.1 of the PURCHASE CONDITIONS and corresponds to the issue date of the Supplement 00 of the PURCHASE ORDER, unless otherwise indicated thereof.
COMPANY:
shall have the same meaning given to OWNER.
COMPLIANCE OBLIGATIONS:
CONFLICT OF INTEREST:
shall have the meaning given in Sub-Clause 34.5 of the PURCHASE CONDITIONS.
shall mean any situation in which external business, financial, family, political or personal interests could interfere, directly or indirectly, with the normal conduct of business.
CONTRACTOR:
shall have the same meaning given to BUYER.
CONVENTIONAL LOAD:
shall mean unitary goods not exceeding any of the following dimensions or weight:
a)
b)
c)
d)
12.0 m length, or
2.5 m width, or
2.5 m height, or
20 MTON weight.
COUNTRY:
shall mean the country in which the permanent Facilities are located.
CRITICAL DOCUMENTATION / DOCUMENTS:
shall mean the documents provided by SELLER subject to Liquidated Damages according to Paragraph 27.2.1, identified as such in the ORDER. It shall include engineering, design, permitting, certificates, customs clearances and legalizations documents, among others.
DEFECT:
shall mean any defect, omission, error, deficiency, imperfection and/or the design, materials, malfunction of manufacturing, erection, assembling, testing and/or commissioning which is not in accordance with the ORDER. Any damage resulting from the DEFECTS cited before shall also be considered a DEFECT.
the SUPPLY arising
from
DELIVERY:
shall mean the delivery of the goods (whole or any part) according to the INCOTERMS established in the PURCHASE ORDER.
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ANNEX A. DEFINITIONS AND ACRONYMS GLOSSARY
Rev 0 November 2023
DELIVERY DATES:
DISCLOSURE OBLIGATIONS:
DRY VAN CONTAINER:
DUAL USE REGULATIONS:
shall mean the dates stipulated in the ORDER by which the relevant key milestones shall be achieved by SELLER, including those ones related to the delivery to BUYER of the documents, materials, goods, equipment, spare parts, and the performance of inspections, tests and other activities regarding the SUPPLY and the SERVICES.
shall have the meaning given in Sub-Clause 34.6 of the PURCHASE CONDITIONS.
shall mean a closed standard container.
shall mean the collectively reference to the regulations mentioned in Paragraphs a), b), c) under Sub-Clause 36.1 of the PURCHASE CONDITIONS.
EFFECTIVE DATE:
shall have the meaning given in Sub-Clause 5.3 of the PURCHASE CONDITIONS.
END USER:
shall have the same meaning given to OWNER.
FACILITATION PAYMENTS:
shall mean payments or transfers of cash, assets, property rights, services and other material or immaterial benefits made with the purpose of expediting or facilitating the performance of any official procedure or action in a manner not expressly contemplated under applicable LAWS and/or ANTI- CORRUPTION LAWS.
FINAL CLOSE OUT:
shall have the meaning given in Clause 28 of the PURCHASE CONDITIONS.
FINAL INSPECTION: shall mean the final tests, controls and, inspections and certificates and test reports revision performed in SELLER’s premises or SITE to prove that the goods (whole or any part) has been designed and manufactured complying with the ORDER and are ready for packaging and shipping.
FLAT RACK CONTAINER:
shall mean a platform container.
FORCE MAJEURE:
shall have the meaning given in Clause 24 of the PURCHASE CONDITIONS.
FREE ZONE:
shall mean an area at a port where certain customs restrictions are not implemented.
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ANNEX A. DEFINITIONS AND ACRONYMS GLOSSARY
Rev 0 November 2023
shall mean and include:
a)
b)
c)
d)
e)
f)
g)
h)
any elected or appointed government official (e.g., a member of a ministry of oil);
a current or former employee, official, consultant or representative of a government or any department, agency or instrumentality (e.g., parastatal or state-owned or controlled enterprises) thereof, including all employees working for a national oil & gas & energy company;
any current or former employee or person acting for or on behalf of a government official, agency or enterprise performing a government function (e.g., a licensing official or a tax agent);
any political party, officer, employee or person acting for or on behalf of a political party or candidate for public office;
a person in the service of a government, including members of the military, police or civil service;
an employee or person acting for or on behalf of a public international organization (e.g., United Nations, International Monetary Fund, World Bank, etc.);
employees of Non-Governmental Organizations (such as Transparency International); or
family members and relatives of any of the above (e.g., a parent, spouse, child or sibling, including any of these through marriage).
shall mean the equipment and tools, including hooks, vacuum lifts, slings, padded loading and offloading of materials/equipment.
forklifts, etc.
required
for
GOVERNMENT OFFICIAL:
HANDLING EQUIPMENT:
HEAVY AND/OR OVERSIZED LOAD:
shall mean any unitary goods exceeding any of the following dimensions or weight:
a)
b)
c)
d)
12.0 meters length, or
2.5 meters width, or
2.5 meters height, or
20 MTON weight.
HIGH CUBE CONTAINER:
INCOTERMS:
shall mean a container similar in structure to standard containers, but taller. In contrast to standard containers, which have a maximum height of 2591 mm (8’6”), high-cube containers are 2896 mm (9’6”) tall.
shall mean the series of pre-defined international commercial terms published by the ICC used in international commercial transactions. At present, this document refers always to Incoterms® 2010 rules of the ICC.
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ANNEX A. DEFINITIONS AND ACRONYMS GLOSSARY
Rev 0 November 2023
INSPECTION RELEASE CERTIFICATE:
shall mean the document issued by BUYER to confirm that all FINAL INSPECTION requirements have been met by SELLER and goods (whole or any part) are ready for packaging.
LASHING:
shall mean fastening/securing of the CARGO.
LAWS:
LENDER:
LOADER:
MAFI:
shall mean all supranational or national (or state, or municipal) legislation, decrees, rules, statutes, ordinances and other laws, and regulations and by- laws of any legally constituted public authority which affect SELLER, SELLER’s PROVIDERS and/or the performance of the ORDER.
shall mean any person or entity (including any Export Credit Agencies) providing financing to OWNER, whether by way of loan, grant, guaranty, Export Credit Insurance, hedging facilities, purchasing that securities or otherwise.
shall mean whoever takes care of loading procedures onto a container, truck or vessel.
shall mean a mobile loading platform for loading a large item, facilitating transport by RO-RO vessel.
MAIN CONTRACT:
shall mean the contract entered by BUYER into with OWNER.
NON-ABSOLUTE GUARANTEE:
shall have the meaning given in Paragraph 26.5.1 of the PURCHASE CONDITIONS.
OPEN TOP CONTAINER:
ORDER:
shall mean a container with removable canvas top.
shall mean all documents and requirements that define and govern the respective rights and obligations of the PARTIES, as defined in Sub-Clause 3.1 of the PURCHASE CONDITIONS.
ORDER PRICE:
shall mean the amount set out for the contracted scope in the PURCHASE ORDER, as such amount may be adjusted in accordance with the ORDER.
OWNER:
PARTY:
PERFORMANCE GUARANTEES:
shall mean the entity having entered a Contract with BUYER and for whom or which the SUPPLY is intended, as specified in this document. The terms COMPANY, CLIENT and END USER have the same meaning as OWNER.
shall mean BUYER or SELLER individually referred to as the PARTY and BUYER and SELLER mutually referred to as the PARTIES.
shall mean the guarantees that shall require Make Good or require payment of Liquidated Damages by SELLER in case the guarantee value is not achieved according to the conditions established in the ORDER and PROJECT documentation.
POLITICALLY EXPOSED PERSON:
shall mean someone entrusted with a prominent public function (or an individual closely related to such a person).
This document is property of Técnicas Reunidas. Full or partial reproduction without written permission is strictly forbidden.
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ANNEX A. DEFINITIONS AND ACRONYMS GLOSSARY
Rev 0 November 2023
PRE- COMMISSIONING, COMMISSIONING AND START-UP SPARE PARTS:
shall mean the set of spare parts used only during the installation, pre- commissioning, commissioning, test and start-up of the SUPPLY at SITE. These spare parts do not include any first fill liquid.
PROJECT:
shall mean the project for which the MAIN CONTRACT is intended.
PROVISIONAL CLOSE OUT:
PURCHASE CONDITIONS:
shall have the meaning given in Clause 25 of the PURCHASE CONDITIONS.
shall mean the BUYER’s document which states the purchase conditions that SELLER shall comply with to provide the SUPPLY and/or the SERVICES. This term shall be only used to refer to the document named as PURCHASE CONDITIONS which comprises a main body and its annexes (for avoidance of doubt, this term does not refer to the PROJECT Amendments to PURCHASE CONDITIONS).
PURCHASE ORDER: shall mean the binding document signed by the PARTIES issued for the purchase of the SUPPLY and/or SERVICES, which comprises all the related supplements.
PURCHASER:
shall have the same meaning given to BUYER.
RELEASE NOTE:
shall mean the document issued by BUYER indicating that the CARGO is ready for shipment.
RFP DOCUMENTATION:
shall mean the documentation listed in the RFP document. It shall include any amendment to the listed documents and / or new documents required during the performance of the ORDER.
SCHEDULE:
SEAWORTHY PACKAGING:
SELLER:
shall mean the schedule (program), prepared by SELLER and approved by BUYER, for the implementation of the ORDER. It shall show the DELIVERY DATES, milestones and sequenced activities related to the execution of the services to be provided under the ORDER. It shall consider the periods required for involved parties other than SELLER to perform their duties, e.g. the periods review SELLER DOCUMENTATION or for certification by Authorities, etc.
for BUYER and/or OWNER
to
shall mean a packaging that shall be strong enough to guarantee the integrity and security of the CARGO during both transportation and CARGO handling under more severe stress conditions than maritime transport, regardless of the means of transportation used.
shall mean the company named in the PURCHASE ORDER, or its assignees or successors in interest, in charge of the implementation of the ORDER. The terms VENDOR and SUPPLIER have the same meaning as SELLER.
This document is property of Técnicas Reunidas. Full or partial reproduction without written permission is strictly forbidden.
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ANNEX A. DEFINITIONS AND ACRONYMS GLOSSARY
Rev 0 November 2023
SELLER’S DOCUMENTATION / DOCUMENT:
shall mean the engineering documentation (drawings, data sheets, specifications, operation manuals, calculations, models, computer programs, designs, records, etc.), the shipping documentation, and any other documentation to be provided by (or on behalf of) SELLER under the ORDER, and which form an integral part of the SUPPLY and/or the SERVICES.
SELLER’S EQUIPMENT:
shall mean all apparatus, machineries, tools or any other thing to be used by SELLER during the execution of the SUPPLY and/or SERVICES which are not part of the SUPPLY and are property of SELLER.
SELLER’S PROVIDERS:
shall mean any third party related to SELLER in connection with the ORDER, including sub-suppliers and subcontractors.
SELLER’S REPRESENTATIVE:
shall mean the person appointed by SELLER with the authority to act on its behalf in all matters relating to the ORDER.
SEPARATOR STRIP:
shall mean the dunnage used for separating layers of pipes.
SERVICES:
shall mean any service at SITE provided by SELLER or its SELLER’S PROVIDERS in connection with the SUPPLY related to training, erection, commissioning, testing, start-up activities, performance test and/or any other service required by BUYER.
SHIPPING AGENCY: shall mean the designated person or agency held responsible for handling shipments and cargo, and the general interests of its customers, at ports and harbours worldwide, on behalf of ship owners, managers, and charterers.
SHIPPING DOCUMENTS:
SITE:
SPECIAL TOOLS:
shall mean all forms, records, or certificates needed to take delivery of a shipment, or for a delivery to clear customs. These documents are needed in order to bring a shipment into compliance with the regulations of the countries through which it travels.
shall mean the places where the Facility, for which the SUPPLY is intended, is to be located, and any other place where the SELLER has to perform any work, other than SELLER / SELLER´S PROVIDER´s facilities, or those places where other activities related to the SUPPLY may be performed by others, as may be specified in the ORDER as forming part of the SITE.
tool
required
shall mean any for erection, pre-commissioning, commissioning, start-up, site performance tests, regular maintenance or overhaul of a specific equipment or group of equipment and which is not available as standard of the shelf equipment. SPECIAL TOOLS shall be engineered, manufactured, tested and delivered by SELLER or its SELLER’S PROVIDERS responsible for the SUPPLY for which those SPECIAL TOOLS are intended to be used.
STRIPPING:
shall mean stowing and lashing the CARGO in a container.
STUFFING:
shall mean the organized introduction of the CARGO in a container taking into account the unloading process.
SUPPLIER:
shall have the same meaning given to SELLER.
This document is property of Técnicas Reunidas. Full or partial reproduction without written permission is strictly forbidden.
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ANNEX A. DEFINITIONS AND ACRONYMS GLOSSARY
Rev 0 November 2023
SUPPLY:
shall mean all goods (materials, equipment, apparatus, machineries, spare parts, SPECIAL TOOLS), consumables, products, components, services, works, workmanship, drawings, permits, certifications and documentation, etc. to be provided by SELLER under the ORDER, whether expressly, or by implication. Unless otherwise expressly indicated in the ORDER, the provisions stated in the ORDER for this term shall be extended to the term SERVICES, as applicable.
SUPPLY CHAIN:
shall mean the entire process of making and selling commercial goods, including every stage from the manufacture of the goods, supply of materials to their sale and distribution up to final user.
T3:
TAXES:
TWO YEAR OPERATING SPARE PARTS:
UNITIZED:
shall mean the port charges.
shall mean any and all direct and indirect taxes, duties, tariffs, fees, levies, excises, rates, charges, imposts, surcharges, royalties and the like, and other government imposed mandatory payments of whatever nature and however called and whether paid to a government or to any other person at its directive or pursuant to applicable LAWS.
shall mean the spare parts recommended by SELLER and agreed with BUYER to supply the Facility for the first two (2) years of operation.
shall mean the material in bundles that are fixed and lashed and act as a whole indivisible unit.
VENDOR:
shall have the same meaning given to SELLER.
VENDOR DRAWINGS AND DATA REQUIREMENTS:
the document specifying
shall mean the minimum SELLER’S DOCUMENTATION. This document details the delivery dates, the content, the format in which they must be received, the codding for each document and identifies which of them are CRITICAL DOCUMENTS.
WARRANTY DEFECT:
shall mean any DEFECT arising during the WARRANTY PERIOD.
WARRANTY PERIOD:
shall have the meaning given in Clause 26 of the PURCHASE CONDITIONS.
3 ACRONYMS
3PL
ADR
ATD
B/L
CFC
CFR
Third Party Logistics provider
Accord européen relatif au transport des marchandises Dangereuses par Route
Actual Time of Departure
Bill of Lading
Chlorofluorocarbons
Cost and Freight (As per INCOTERMS)
CFSP
Common Foreign and Security Policy
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ANNEX A. DEFINITIONS AND ACRONYMS GLOSSARY
Rev 0 November 2023
CIF
CIS
CoG
CSC
CY
DAP
DDP
DIN
DTT
DV
EIR
FAS
FCA
Cost Insurance and Freight (As per INCOTERMS)
Center for Internet Security
Center of Gravity
Container Safety Convention
Container Yard
Delivered At Place (As per INCOTERMS)
Delivery and Duties Paid (As per INCOTERMS)
Deutsches Institut für Normung
Double Tax Treaty
DRY VAN CONTAINER
Equipment Interchange Receipt
Free Alongside Ship (As per INCOTERMS)
Free Carrier (As per INCOTERMS)
FCPA
Foreign Corrupt Practices Act of 1977 of the United States of America
FCR
FOB
FR
Forwarding Certificate of Receipt
Free On Board (As per INCOTERMS)
FLAT RACK CONTAINER
HAZOP
Hazard and Operability Study
HC
HIGH CUBE CONTAINER
HCFC
Hydrofluorocarbons
H/O
HS
HSE
IATA
ICC
IMO
IRC
ISMS
ISO
Heavy and/or Oversized
Harmonized System
Health, Safety and Environment
International Air Transport Association
International Chamber of Commerce
International Maritime Organization
INSPECTION RELEASE CERTIFICATE
Information Security Management System
International Organization for Standardization
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ANNEX A. DEFINITIONS AND ACRONYMS GLOSSARY
Rev 0 November 2023
ISPM
ISPS
ITP
KOM
LD
International Standards for Phytosanitary Measure
International Ship and Port facilities Security
Inspection and Test Plan
Kick-Off Meeting
Liquidated Damage
MDDU
Material for Defense and Double Use
MPL
Master Packing List
MSDS
Material Safety Data Sheet
MTON
Metric Tons
NAFTA
North American Free Trade Agreement
NCR
NIS
NIST
OCM
Non-Conformity Report
Network and Information Systems
National Institute of Standards and Technology
Original Component Manufacturer
OECD
Organisation for Economic Co-operation and Development
OEM
Original Equipment Manufacturer
OFAC
Office of Foreign Assets Control of the US Department of the Treasury
OT
PCB
PEP
PIM
PL
PO
PPE
OPEN TOP CONTAINER
Polychlorinated biphenyl
Portable Document Format
POLITICALLY EXPOSED PERSON
Pre-Inspection Meeting
Packing List
PURCHASE ORDER
Personal Protection Equipment (i.e. helmet, safety glasses and shoes, ear protection, gloves and other personal safety equipment)
PVC
Polyvinyl Chloride
QA
QC
RFI
Quality Assurance
Quality Control
Request For Inquiry
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ANNEX A. DEFINITIONS AND ACRONYMS GLOSSARY
Rev 0 November 2023
RFP
RFQ
RH
RN
Request For Purchase
Request For Quotation
Relative Humidity
RELEASE NOTE
RO-RO
Roll On/Roll Off
SDN List
Specially Designated Nationals and Blocked Persons List
SIL
SOC
THC
UNE
UPL
VAT
VCI
Safety Integrity Level
Shipper Owned Container
Terminal Handling Charges
Una Norma Española
Unitary Packing List
Value Added Tax
Volatile Corrosion Inhibitor
VDDL
Vendor Drawings and Data List
VDDR
VENDOR DRAWINGS AND DATA REQUIREMENTS
VGM
WPM
WTO
Verified Gross Mass
Wood Packaging Material
World Trade Organization
This document is property of Técnicas Reunidas. Full or partial reproduction without written permission is strictly forbidden.
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Project: Q-31108 - Tecnicas - Riyas Folder: PURCHASE CONDITIONS SEP.21 REV.01