Application Form Call for Interested Stove Suppliers (“Sellers”) for the The Stove Auction, Phnom Penh, Cambodia FINAL June 2016 1 Privacy Statement Unless otherwise specified in this application form, all information provided by applicants in this application form will not be disclosed outside the Program Coordinator of the Market Acceleration of Advanced Clean Cookstoves in the Greater Mekong Sub-region (Cambodia, Laos and Vietnam) (SNV Netherlands Development Organisation and its sub-contractors), and GIZ/Energising Development (EnDev), and will not be used for any purpose other than to evaluate this application. 2 Call for Interested Sellers SNV Netherlands Development Organisation is piloting The Stove Auction in Cambodia and is looking for stove suppliers to initially send 200 (two-hundred) gasifier stoves for the pilot prior to scaling up their volumes. The stoves can be either Standard or Premium Level stoves per the selection criteria www.thestoveauction.org website. If you are Interested in sending your gasifier stove to The Stove Auction in Cambodia, please follow these steps. STEP 1. Review all information on www.thestoveauction.org website, particularly how The Stove Auction works on the Auctions Overview page, the Stove Selection Criteria page, and learn about the “Guarantee Price” and other benefits on the Guidelines for Sellers page. STEP 2. If you feel that you have a stove that is eligible for The Stove Auction and you would like to participate, please complete and submit this application form that includes indicative terms and conditions of your participation in The Stove Auction to [email protected]. As mentioned in this application form, you will be asked to submit supporting documents, such as the required independent lab reports as defined on the Stove Selection Criteria page, a copy of your (i) business/organisation registration, (ii) photos of the stove, carton, packaging and items that go in the carton, (iii) stove user manual (iv) product specifications and (v) warranty information. There is no set deadline for application. Applications will be reviewed on a rolling basis. STEP 3. A committee consisting of officers from SNV Netherlands Development Organisation and GIZ/Energising Development (EnDev) will review the lab test reports and application documents. If positively assessed, you will be requested to send 3 (three) sample stoves per airfreight at your own cost to The Stove Auction in Phnom Penh, Cambodia for local Controlled Cooking Tests (CCTs against the Traditional Lao stove) to complete our technical assessment of your gasifier stove. STEP 4. If CCT results of your stove meet the stove selection criteria, The Stove Auction will contact you to finalize terms and conditions with you, including coming to an agreement on the Guarantee Price. If CCT results of your stove do not meet the stove selection criteria, The Stove Auction will notify you accordingly. FUTURE AUCTIONS: Once your stove is approved for The Stove Auction in Phnom Penh, Cambodia, The Stove Auction (operated by SNV or eventually a third party) will negotiate terms and conditions with you on future consignments, including the Guarantee Price. Evaluation Criteria Applications will be evaluated by the Program Coordinator of the Market Acceleration of Advanced Clean Cookstoves in the Greater Mekong Sub-region (Cambodia, Laos and Vietnam) (SNV Netherlands Development Organisation), and GIZ/Energising Development (EnDev), based on (i) the eligibility of the stove according to the selection criteria on www.thestoveauction.org website , (ii) the Guarantee Price requested by the Stove Supplier (“Seller”), and (iii) its cost-effectiveness compared to the performance it provides. The application will also be judged on the willingness and ability of the Seller to meet the terms and conditions of The Stove Auction as listed in this application form. Cost-effectiveness: If your gasifier stove becomes technically eligible for The Stove Auction, it will be categorized as either Standard Level or Premium Level. Premium Level stoves are higher performing stoves than Standard Level as defined by our stove selection criteria. Stove distributors or retailers (“Buyers”) will receive higher amounts of cash incentives for distributing Premium Level stoves. Within each level (Standard or Premium), stoves with lower Guarantee Prices have an advantage over those with higher Guarantee Prices. FOR ANY QUESTIONS RELATED TO THIS APPLICATION FORM, PLEASE SEND AN EMAIL TO [email protected] Note that words in italics through this document are defined in the Glossary of Terms on The Stove Auction website. 3 Cover Sheets 4 Paste your electronic signature if you agree with this statement. I. Certification I certify that all the information and statements made in this application form including the non-binding terms and conditions section are true and I accept that any misinterpretation or misrepresentation contained in this application may lead to disqualification or removal of our organisation and gasifier stove from selection process. I understand that the Program Coordinator (SNV Netherlands Development Organisation) for the Market Acceleration of Advanced Clean Cookstoves in the Greater Mekong Sub-region (Cambodia, Laos and Vietnam) initiative, otherwise known as The Stove Auction, reserves the right to conduct a due diligence assessment on applicants before granting approval status. I agree to participate in and to support the due diligence assessment process. I understand that any costs occurred to me associated with the preparation and submission of this application shall be borne by me, and the Program Coordinator (SNV Netherlands Development Organisation) for the Market Acceleration of Advanced Clean Cookstoves in the Greater Mekong Sub-region (Cambodia, Laos and Vietnam) initiative shall not be responsible or liable for these costs, regardless of the conduct or outcome of the application process. I understand that the Program Coordinator (SNV Netherlands Development Organisation) of Market Acceleration of Advanced Clean Cookstoves in the Greater Mekong Sub-region (Cambodia, Laos and Vietnam) initiative is not bound to accept any application it receives. I understand the Program Coordinator (SNV Netherlands Development Organisation) of the Market Acceleration of Advanced Clean Cookstoves in the Greater Mekong Sub-region (Cambodia, Laos and Vietnam) initiative reserves the right to annul the application process at any time, without thereby incurring any liability to the applicant. _______________________________________ Location, Date ________________________________________ Signature of authorized representative of applicant 5 Paste your electronic signature if you agree with this statement. II. Statement of Integrity As the authorized legal representative of [Insert Company/Organisation name] I hereby certify that my organisation is not in any of the following situations: 1) being bankrupt, wound up or ceasing our activities, having our activities administered by the courts, having entered into receivership, reorganisation or being in any analogous situation arising from any similar procedure; 2) having been convicted, within the past five years by a court decision, which has the force of res judicata in the country where the project is implemented, of any offense committed during the procurement or performance of a contract; 3) being listed for financial sanctions by the United Nations, the European Union and/or Germany for the purposes of fight-against-terrorist financing or threat to international peace and security; 4) having committed serious professional misconduct within the past five years during the procurement or performance of a contract; 5) not having fulfilled our obligations regarding the payment of social security contributions or taxes in accordance with the legal provisions of the country where we are established; 6) having been convicted, within the past five years by a court decision, which has the force of res judicata, for an offense committed during the procurement or performance of an EU or GIZ financed contract; 7) being subject to an exclusion decision of the World Bank, and being listed on the website http://www.worldbank.org/debarr; _______________________________________ Location, Date ________________________________________ Signature of authorized representative of applicant 6 Application Sheets 7 Please provide the following information about your business. 1. Stove Supplier (“Seller”) Business Description 1.1. Key Contact for Application Provide contact information details for the person responsible for this application Name of Key Contact [Click here to enter text] Position of Key Contact [Click here to enter text] Phone Number of Key Contact [Click here to enter text] Email of Key Contact [Click here to enter text] 1.2. Business/Organisation Registration State the full legal name of business/organisation as indicated in the business/organisation registration certificate. Company/Organisation Name [Click here to enter text] Provide the following information regarding your business/organisation registration Country/State of Business/Organisation Registration [Click here to enter text] Business/Organisation registration number [Click here to enter text] Business/Organisation registration type ☐ ☐ ☐ ☐ ☐ ☐ Year of Establishment [Click here to enter text] Private Limited Company (Ltd.) Public Limited Company (Plc.) Sole Proprietorship International Non-governmental Organisation Local Non-governmental Organisation Other: [Click here to enter text] If the requested document is available, please attach it to your application and tick the box. Copy of Business/Organisation registration certificate ☐ Document attached 8 1.3. Business/Organisation Contact Information State head office contact information. Head Office Address [Click here to enter text] Head Office Telephone [Click here to enter text] General Email Address [Click here to enter text] Website (if applicable) [Click here to enter text] Additional Websites/Social Media Sites (if applicable) [Click here to enter text] 1.4. Business/Organisation Description Provide a short description of your business/organisation (e.g. company description, company history, vision and mission statement, core business activities, products and services, target customers, years in operation, geographical areas of operation, etc.). [Maximum 650 words] Business Summary [Click here to enter text] 9 2. Non-Binding Terms and Conditions These non-binding terms and conditions in this application form do not create any legally binding rights or obligations between the Stove Supplier (“Seller”) and SNV Netherlands Development Organisation and GIZ/EnDev. Finalized terms and conditions are subject to further discussion, negotiation, internal approvals and due diligence. All material contained herein, including proposed terms and conditions are for discussion purposes only. None of the materials contained herein amounts to investment advice or a recommendation to enter into any proposed indicative transaction. SNV does not provide accounting, tax or legal advice; such matters should, together with the suitability of a potential transaction or investment, be discussed with your advisors and or counsel. If you have comments with any of the Terms and Conditions, please describe them in the text fields. [Blue font below indicates notes and the place to insert text. Please keep the font colour blue.] 2.1. Transaction Overview Auctioneer SNV Netherlands Development Organisation (and affiliates) (“SNV”) Guarantee Price Provider SNV Netherlands Development Organisation (“SNV”) with grant funding from GIZ / Energising Development Stove Model [insert stove model name] Stove Unit Transaction Description One stove unit consists of each of the following: [name everything that goes into the carton] 1 x [name of stove model] 1 x Serial number [engraved or riveted] on stove body 1 x Carton with insulated packaging 1 x Bar code [bar code language] on carton (associated with serial number) 1 x Stove manual in English and local language 1 x warranty card in English and local language [any other items] The Seller consigns their Stove Units at their own cost to The Stove Auction in exchange for a Guarantee Price per Stove Unit if the units are sold at Auction. Phnom Penh, Cambodia Location(s) See http://www.thestoveauction.org/contact.html for warehouse location. 10 If the requested document is available, please attach it to your application and tick the box. Photos of the Stove and Carton, packaging, and all items included in the carton. ☐ Photos attached Stove User Manual (English version) ☐ Document attached Product Specifications (includes a technical description of the product, description of the different components of the stove, all the various materials the components are made from, weight, and dimensions of the stove, and estimated stove life.) ☐ Document attached 2.2. Stove Performance Information IWA Tiers of Performance Rankings Testing Reports [Provide the IWA Tiers of Performance ranking for each category below with WOOD STICK fuel] IWA Tier [x] – Thermal Efficiency IWA Tier [x] – Total Emissions IWA Tier [x] – Safety The Seller at their own cost will provide SNV with a certified laboratory test report according to WBT protocol version 4.2.3 with IWA Tiers of Performance rankings including safety from a Global Alliance for Clean Cookstoves recognized lab [Click here to enter text] [Click here to enter text] 11 (http://cleancookstoves.org/technology-and-fuels/testing/centers.html) in addition to the RENMI lab in Laos and the ICT lab in Cambodia . Note that the fuel used with the stoves in the WBT should be wood sticks. The Seller agrees that SNV will conduct Controlled Cooking Tests (CCTs) in the “Location” to determine the eligibility of the Stove Model. The costs of the CCTs are the responsibility of SNV. However, the Seller will send three representative examples of the respective stove by airfreight at their own cost to SNV in Cambodia. If the stove is selected for the auction, the Seller agrees that the Stove User The Stove Auction Manual, Stove Specifications, Laboratory Test Report, and CCT Test Report are Website posted and publically made available on The Stove Auction website in both English and local language. If the requested document is available, please attach it to your application and tick the box. Third Party Lab Test Report (WBT protocol version 4.2.3 with IWA classifications including Safety) 2.3. [Click here to enter text] ☐ Document attached Supply and Delivery Terms Volume of Stove Units for Auction Estimated Volume to be Auctioned and Frequency of Auction Auction Bypass Option 200 (two-hundred) Stove Units 50 to 100 Stove Units per auction. One auction every two weeks. The Stove Auction will publically announce two auctions at a time. Additional stoves that the Seller consigns beyond the amount that are included in the two publically announced auctions will be available for the Auction Bypass Option, where Buyers have the option to pay the Guarantee Price for the stove unit outside the auction process. Those stove units stay available in the Auction Bypass Option 12 until it is time to place them in the next publically announced auction according to the schedule that The Stove Auction sets with the Seller. In case the Stove Units sell out in the Auction Bypass Option, auctions that have been scheduled with the Seller but not yet publically announced will be cancelled. City/Country of Manufacture [Provide the name of the city and country where the stove is manufactured] Port of Origin [Provide the name of the Port City, Country where the stove is exported] Production Process (time from taking order to departure of stoves from Warehouse): [xx] days Warehouse to Port of Origin departure: [xx] days Stove Order Lead Time Sea Freight (Port of Origin to Port of Sihanoukville): [xx] days Customs Clearance at Port of Sihanoukville: 10 days Local Transport to Warehouse: 1 day TOTAL DAYS: [xx] days The Seller is responsible for all costs related to shipping Stove Units to The Stove Auction warehouse in Phnom Penh, including but not limited to, costs of the stove units, export costs, the costs of sea or air freight, customs clearance costs, import duties and VAT, local transport, and unloading the container or truck. Shipping, Duties, Customs Clearance Local Warehousing SNV can provide recommendations for the customs clearance agent and import process and share experience related to the import process in Cambodia. Advanced biomass stoves usually attract a customs duty of 15%, and VAT of 10% according to HS Code 7321.89.00.00. The Seller agrees to airfreight at their own cost 3 (three) sample stoves to SNV in Cambodia for testing purposes. The Seller is responsible for any costs associated with customs clearance and import duties and/or VAT that might be charged. SNV is responsible for warehousing the stoves in a secure setting and obtaining insurance (Basic Cover plus Explosion, Flood, Riot & Strike, Smoke, Spontaneous Combustion, Water Damage and Windstorm). The stoves are insured at the Guarantee Price value. [Click here to enter text] [Click here to enter text] [Click here to enter text] [Click here to enter text] [Click here to enter text] 13 Serial Numbers Unsold Stoves Warranty Period Warranty Coverage After-sales services process Marketing Support Translation Services All Stove Units must have a unique identification number engraved or riveted on the body of the stove and a corresponding bar code on the outside surface of the packaging. The Seller will provide an Excel spreadsheet or CSV file to SNV of the serial numbers of each stove being shipped. The Seller may at any time request that any Unsold stoves be picked up and removed from the warehouse at their own cost. If, at the end of the duration of the agreement, there are Unsold stoves, it is the responsibility of the Seller to arrange pick-up and transport of the stoves from the warehouse to another destination at their own cost or come to another mutual agreement with the The Stove Auction on making the stoves available in future auctions. [enter time period] [Click here to enter text] [Click here to enter text] [Click here to enter text] [The Stove Auction is seeking one year minimum warranty on parts and labour starting at the time of sale to an end-consumer] [please specify warranty terms] The Seller should at a minimum have one local representative either part time or full time in Cambodia that can receive phone calls and manage any after-sales service issues that are raised by either distributors or consumers. The Stove Auction (SNV or affiliates or GIZ/EnDev) are not liable for providing after-sales services. If selected to supply stoves to The Stove Auction, the Seller will supply SNV with soft copies of the design files and high resolution PDF format in English and translated to local language of the following marketing materials for print reproduction by Buyers: 1. Stove User Manual that is included in the carton 2. Warranty Card that is included in the carton 3. Product Specifications 4. Flyer (A4 size double-sided) 5. Poster (A1 size) 6. Banner (1 meter x 3 meters) Print reproduction costs are the sole responsibility of the Buyers. If Sellers require SNV to translate stove related materials to local language, The Stove Auction will charge EUR 20.00 per page. [Click here to enter text] [Click here to enter text] [Click here to enter text] [Click here to enter text] 14 Note that the costs for printing any of the materials listed in the “Marketing Support” section are the sole responsibility of the Buyers. If the requested document is available, please attach it to your application and tick the box. Warranty Information 2.4. ☐ Document attached Payment Conditions Guarantee Price SNV will guarantee the Seller EUR [xx.xx] per verified Stove Unit sold at auction. The price paid by the Buyers at auction are paid directly to the Seller and the Results Based Financing (RBF) fund covers the difference if the winning bids are lower than the Guarantee Price. Costs to be considered when determining the Guarantee Price should include the ex-factory price of the stove units, costs associated with sea freight to Sihanoukville, Cambodia, the Sellers Fee, import duty and VAT and local trucking costs to the warehouse. [Click here to enter text] Due to the Auction Bypass Option, where Buyers can pay the full Guarantee Price (which is the same as the Full Wholesale Value of the stove unit posted on the website) for the stove units outside the auction process, it is highly unlikely that Bidders will bid higher prices than the Guarantee Price. If this does happen, then the Bidder is liable to pay as they bid if they win, even if the price is higher than the Guarantee Price. For example, the Guarantee Price is EUR 50, and the winning bid is EUR 60. The Sellers Fee is 15% of EUR 50, equal to EUR 7.50. Local taxes on the Sellers Fee amount to EUR 1.50. The amount that is ultimately owed to the Seller is EUR 51.00. Tax Liability For international Sellers, the winning bid amounts paid by local Buyers are not taxed. The RBF paid by The Stove Auction to the Seller is also not taxed. The Sellers Fee is subject to local taxes. Any tax liabilities on these revenues in the countries that the Seller is legally registered are the sole responsibility of the Seller. [Click here to enter text] 15 Sellers Fee Reserve Price Estimated Payment Frequency Payment Modality Verification Process The Stove Auction charges a Sellers Fee of 15% on each Stove Unit sold at auction which is subject to local taxes (14% WHT). The Stove Auction invoices the Seller for the Sellers Fee and the local taxes after the stoves have been sold at auction. The Sellers Fee is a percentage of the Guarantee Price. For illustrative purposes, the Guarantee Price for a stove model is EUR 50.00, and the Sellers Fee is 15% or EUR 7.50 in this example. Local taxes on the Sellers Fee amount to EUR 1.50. SNV will set a Reserve Price for Stove Units at the auction at 30% of the Guarantee Price. Reserve Price definition: If Buyer’s bid below the Reserve Price at auction, the property will go Unsold. Buyer’s pay the Sellers their winning bid amounts within 7 business of the auction. For RBF payments, SNV will pay the Seller within 30 calendar days of receiving an RBF Claim Request from the Seller provided that supporting documents meet requirements. Payment is made via Electronic Wire Transfer to Seller’s specified Bank Account on their invoice to the Seller and their RBF Claim Request to SNV. Guarantee Prices will be agreed with Sellers in Euros, thus The Stove Auction will transfer payments to Sellers in Euros. Bank charges for wire transfer fees will be deducted from the payment. Supporting documents and processes used for verification of Stove Units include: 1. Copy of Packing List 2. Copy of serial number of stoves in the shipment 3. Delivery receipt at warehouse of the stove shipment 4. A count of each stove and checking of bar codes (serial numbers) on the carton against those provided by the Seller. 5. 10% of the total volume received will be inspected by the third party that operates the warehouse to ensure that Stove Units are in good quality and are the same model that was tested in the CCT. 6. All transaction records of the stove sale at auction are in order. [Click here to enter text] [Click here to enter text] [Click here to enter text] [Click here to enter text] [Click here to enter text] 16 2.5. General Conditions Governing Law Dispute resolution Information Rights The potential definitive agreement shall be governed by and construed in accordance with the laws of the Kingdom of Cambodia. Any disputes relating to potential definitive agreement, which could not be solved mutually shall be referred for arbitration of two arbitrators, each party nominating one. The two arbitrators shall nominate the Umpire whose decision shall be final and binding on both parties. The arbitration proceedings shall be conducted in English and shall take place in the Kingdom of Cambodia. All monitoring data collected through the Market Acceleration of Advanced Clean Cookstoves in the Greater Mekong Sub-region (Cambodia, Laos and Vietnam) initiative, otherwise known as The Stove Auction, are the sole ownership of SNV Netherlands Development Organisation and GIZ/Energising Development (EnDev). [Click here to enter text] [Click here to enter text] [Click here to enter text] 17 3. Checklist If the requested document is available, please attach it to your application and tick the box. Copy of Business/Organisation registration certificate ☐ Document attached Photos of the Stove and Carton, packaging, and all items included in the carton. ☐ Photos attached Stove User Manual (English version) ☐ Document attached Product Specifications (includes a technical description of the product, description of the different components of the stove, all the various materials the components are made from, weight, and dimensions of the stove, and estimated stove life.) ☐ Document attached Third Party Lab Test Report (WBT protocol version 4.2.3 with IWA classifications including Safety) Warranty Information ☐ Document attached ☐ Document attached 18
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