Important conditional contract concluded
Management Board of Apator SA ("Issuer") announces that on 21st May 2015 it concluded the conditional contract with S&T Services Polska Sp. z o.o. („S&T”) with headquarters in Warsaw. The contract is related to the performance of Smart City Wrocław („SCW”) project no UZZ/107/PO/2013 and it was concluded under the following conditions:
- consent of the leader of SCW consortium - LG CNS Co. Ltd. The consent to the performance of the project by S&T,
- consent of Tauron Dystrybucja SA, to participate of S&T in SCW project if the consent is required,
The subject of the contract is the supply of OSGP electricity meters under the SCW project to S&T. The conclusion of the contract with S&T does not cause any amendment to the scope of works of Apator SA in SCW project and the value of the project.
Estimated net value of the contract with S&T is PLN 26,5 m and it is may be decreased to the amount of PLN 22,7 m in case of total fulfilment of the following conditions till 31st December 2015:
- return to the Issuer the guarantees established for LG CNS Co. Ltd., based on the contract with WorldIT Systems („WITS”), in order to release the bank from the obligations under the guarantees prior the expiration of their date of validity. The above guarantees are not allowed to be used in whole and in part by LG CNS Co. Ltd.,
- guaranteed by LG CNS Co. Ltd. or other fixed entity that the payments for supplies performed up to date based on the contract concluded between the Issuer and WITS will be dully settled.
Apator SA announces that the provisions of the contract concluded with S&T do not differ from typical for such type of transactions on the market. The S&T is entitled to demand from the Issuer the payment of the following liquidated damages:
- for the delay in performance of the supply of the batch - 0,2% of estimated net value of the contract for each week delay commenced unless the failure of the supply in due date is the result of circumstances that the Issuer is not responsible for,
- for each case of failure or improper performance of significant obligations - 0, 2% of estimated net value of the contract.
Entire responsibility of the Issuer related to the performance of the contract including liquidated damages is limited to estimated net value of the contract.
On the other hand the Issuer is entitled to demand from S&T the payment of liquidated damages for each case of the failure or improper performance of significant obligations in amount of 0, 2% estimated net value of the contract.
The contract with S&T includes also provisions concerning:
- right to option to increase the number of electricity meters ordered up to 20%,
- possibility to place complementary orders to the amount of 50% of estimated value of the contract. In case of making use of the right to option or possibility to place supplementary order, the supplies will be performed to the end of 1917.
Coming into force of the contract with S&T depends on fulfilment of the above two conditions and the information about their fulfilment performance will be the subject matter of the separate current report.
The contract has been considered as important one due to the exceeding of the value of 10% equities of the Issuer, similarly like the contract with WITS, the Issuer announced in current reports no. 26/2014 and 40/2014.
Legal basis: § 5 para 1 point 3 of the Regulation of Minister of Finance regarding current and regular information being transferred by the issuers of securities and conditions to be considered as equivalent information required by law of the state not being the member of the EU.
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