69/2011 - Information about the conclusion of a material agreement
The Management Board of Trakcja - Tiltra S.A. (the Company” or “The Client”) hereby announces that on 9 September 2011 the Company concluded material agreements with Przedsiębiorstwo Usług Technicznych INTERCOR sp. z o.o. with its registered office in Zawiercie (“Intercor” or the “Contractor”); the value of the agreements concluded with Intercor within 12 months is:PLN 159,107,620.80 (in words:one hundred and fifty-nine million, one hundred and seven thousand, six hundred and twenty, 80/100 zlotys);
The agreement of the highest value is the agreement concluded by the Company with Intercor on 9 September 2011 – a subcontract – (hereinafter:“the Agreement”), in relation with the Company’s performance of construction related to the agreement on:“The design and implementation of the construction work at the Kraków – Medyka – national border railway line in the Podłęże – Bochnia section 16,000 – 39,000 km under the project entitled “E 30/C-E 30 railway line modernisation in the Kraków – Rzeszów section, stage III” (“Main Contract”) referred to in Current Report no. 34/2010 of 3 November 2010.
Value of the Agreement:
Total net value of the Agreement: PLN 142,000,000.00 (in words:one hundred and forty-two million, 00/100 zlotys).
Subject of the Agreement:
On the basis of the agreement, the Subcontractor will perform (design and implement) the comprehensive specialist work (construction and installation work) for the following task:“The design and implementation of the construction works at the Kraków – Medyka – national border railway line in the Podłęże – Bochnia section (16,000 – 39,000 km) under the project entitled “E 30/C-E 30 railway line - modernisation in the Kraków – Rzeszów section, stage III” - civil structures for the sections:
· Podłęże Station
· Route Podłęże - Kłaj
· Kłaj Station
· Route Podłęże - Kłaj
· Bochnia Station
Term of Guarantee:
1 year from the date of taking over certificate issuance.
Contractual penalties:
1. The parties have agreed contractual penalty for each day of breach of the Agreement provisions (delay in performing the Agreement and failure to comply with Client’s instructions) by the Contractor, amounting to 0.1% of Contractor’s gross remuneration.Notwithstanding the above, if the delay exceeds 15 (fifteen) days due to Contractor’s fault, the Client shall have the right to withdraw from the Agreement by notifying the Contractor in writing without the need of prior appointment of extra time, and without incurring any financial and legal consequences for the benefit of the Contractor.In the event of withdrawal from the Agreement by Client under the above provision, Client is entitled at the same time to order implementation of the delayed work to a third person at the expense of Contractor.Costs of such defect rectification shall be reimbursed by the Contractor within 7 (seven) days from the date of delivery documents from Client to Contractor, certifying the costs incurred by the Client to cover the expense of the third-party defect rectification.Penalties and other financial charges shall be imposed on the Contractor only if the Client is charged with penalties by the Investor.
For the work completed before the withdrawal from the Agreement, Contractor shall be paid its remuneration, minus due penalties and other claims of the Client.The remuneration shall be agreed in negotiations between the parties.
2. The parties have also agreed contractual penalty for the time exceeded beyond the dates of warranty repairs related to the subject of the Agreement, amounting to 0.1% of Contractor's gross remuneration for each day of Contractor's delay.In the event the delay exceeds 3 (three) days, the Client shall be entitled to order the defect rectification to a third party at the expense of the Contractor.Costs of such defect rectification shall be reimbursed by the Contractor within 7 (seven) days from the date of delivery from Client to Contractor of the documents certifying the costs incurred by the Client to cover the costs of third-party defect rectification.Penalties and other financial charges shall be imposed on the Contractor only if the Client is charged with penalties by the Investor.
3. Application of one contractual penalty does not exclude the validity of application of the remaining ones.
4. The Client may withdraw from the Agreement or terminate the Agreement, in part or in whole, with immediate effect or in other course of action, if the withdrawal is caused by PKP PLK S.A.’s withdrawal from or termination of the Main Contract in part or in whole. In such a situation, the Contractor shall not be entitled to any penalty or compensation.
If Konsorcjum Trakcja Polska unreasonably withdraws from the Main Contract, or if PKP PLK S.A. withdraws from the Main Contract due to an exclusive fault of Konsorcjum Trakcja Polska, The Client shall pay Contractor the contractual penalty of 7.5% of the gross value of Contractor's remuneration under the Agreement.
5. The party that is entitled to be paid contractual penalty may claim a supplementary compensation exceeding the amount of the reserved contractual penalty if the damage suffered by that party is higher than the reserved contractual penalty.
6. The Agreement may be terminated by the Client with immediate effect when:
1) The Contractor has not commenced to perform the subject of the Agreement on a date enabling him to complete the ordered work in the time limit specified in the Agreement, or delays the performance of the work;
2) the Contractor, due to his failure to perform or improper performance of the provisions of the Agreement, has done damage to the Client.– if the Agreement is terminated by the Investor, that is PKP PLK S.A.
7. If the Investor, that is PKP PLK S.A., terminates or withdraws from the Agreement due to fault of the Contractor, the Client shall account for any work completed by the Contractor, and the Contractor shall charge the Client with the compensation of 10% of the net value of that not performed work.
8. If the Investor, that is PKP PLK S.A., terminates or withdraws from the Agreement due to fault of the Client, the Client shall pay the contractual penalty of 10% of the gross value of the entire work under the Agreement with PKP PLK S.A.
Terms and conditions of the agreement do not differ from those commonly used for this type of agreements.
The value of the abovementioned Agreement exceeds 10% of the equity capital of Trakcja - Tiltra S.A.
Legal basis:§ 5 paragraph1 point3 of the Regulation of the Minister of Finance dated 19 February 2009 on the current and periodic disclosures to be made by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state.
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