FRAMEWORK AGREEMENT
09.01.2026 NO 2-2/26/30.
Estonian Centre for Defence Investments (registry code 70009764, address Järve 34a, 11314 Tallinn,
Estonia), Estonian Defence Forces (registry code 70008641, address Juhkentali 5 8 , 15007, Tallinn,
Estonia) a n d Estonian Defence League (registry code 74000725, address Toompea t n 8 , 10130 Tallinn,
Estonia), represented b y Katri Raudsepp Deputy Director General acting as Director General pursuant to
statute and t h e Director General's Directive N o . 1-1/25/54 o f 08.08.2025 (hereinafter t h e buyer),
and
U & C U A S s.r.o. (registry code 17332737, address N a Strži 1702/65, Praha 140 00, Czech Republic)
represented by Denys Cherednychenko, CEO (hereinafter the seller),
separately: party a n d jointly: parties,
has concluded the following framework agreement (hereinafter the agreement):
1. Basis a n d object o f concluding the agreement
1.1. The agreement has been concluded based on the procurement documents "Loitering
munition framework agreement" (reference number 277491) (hereinafter the public
procurement) a n d t h e tender submitted b y the seller in this public procurement.
1.2. Under the agreement, the items are procured through both mandatory and voluntary
centralised public procurement, which means that the agreement concluded by the
Estonian Centre for Defence Investments a s a central purchasing body can also b e used b y
other contracting authorities who are using the centralised public procurement service of
the Estonian Centre for Defence Investments in accordance with § 30 clause 2 of the Public
Procurement Act.
1.3. The buyer h a s entered into the agreement with the seller based o n t h e seller's tender, the
seller's statements and confirmations in the agreement, and assuming in good faith the
seller's professionalism and ability t o fulfill the agreement properly. I f subcontractors are
used, the seller remains responsible to the buyer for the proper performance of the
agreement.
1.4. The seller declares and confirms that:
1.4.1. They and their representative have a l l the rights and authorizations to enter into
t h e agreement;
1.4.2. They have read the agreement and the procurement documents and fully
understands the nature and consequences o f the obligations taken, and agree to
the conditions;
1.4.3. The performance o f the agreement does not harm the rights o f third parties and
there are no circumstances that would exclude their right to conclude the
agreement a n d perform it properly;
1.4.4. They have all the valid permits, registrations, representation rights and
certificates required for the performance of the agreement and upon their
expiration during the validity period of the agreement, undertakes to
extend/renew them. If renewal o f the permits, registrations, representation rights
a n d certificates is n o t possible d u e to circumstances not depending o n the seller,
they shall immediately notify the buyer thereof;
1.4.5. In relation to the goods transferred to the buyer or the service provided, third
parties d o not have any claims o r other rights that third parties have the right to
enforce i n relation t o the goods o r services;
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1.4.6. The goods are n o t the subject of an international sanction a n d do not originate i n
a sanctioned territory within the meaning o f t h e International Sanctions Act.
1.5. The subject of the agreement i s loitering munition as a whole capacity which includes the
aircraft itself, ground supportunitsadassociate egiment hereinarter the goods)
together with training, life-cycle management and necessary maintenance (hereinafter t h e
service).
1.6. Under t h e agreement a n d the conditions s e t out therein t h e seller undertakes t o sell goods
and provide services to the buyer, and the buyer undertakes t o accept t h e goods and pay
the seller t h e purchase price o f the goods/services in money. If the goods a r e purchased
together with a service, the terms o f the service contract a s stipulated i n t h e Law o f
Obligations Act shall apply to the service to the extent that they are not regulated in the
agreement, the conditions of the agreement are inconsistent or incompatible with the
nature o f t h e service.
1.7. The conditions of service provision, type of goods, name, specification, quantity, cost,
delivery places, delivery times, buyer's contact person a r e stipulated i n the procurement
contracts, i f possible. I f all the necessary conditions a r e not known a t that moment, the
necessary information will be sent by e-mail during the execution of the procurement
contract.
1.8. T h e goods and services must correspond primarily to the procurement and then to the
tender submitted by the seller. T h e delivered goods and services shall meet the terms of
the agreement, including quality, type, description and quantity. The documents and
packaging accompanying the goods and services shall also meet the terms of the
agreement.
1.9. T h e hierarchy of documents is as follows: the technical specifications of the public
procurement with the specifications provided in the reopening of competition or the
invitation to tender, the agreement with the specifications provided in the procurement
contract, a n d then the tender submitted by the seller. The standard conditions governing
the sale o f the seller's goods or the provision o f services can b e applied only to the extent
that does not conflict with the conditions s e t forth i n this agreement.
2. Parts o f the agreement
Integral parts of the agreement are the procurement documents, the seller's public procurement
tender and i t s annexes, explanations given during the public procurement procedure, letters of
confirmation, invitation to tender and tenders submitted on the basis of the agreement,
procurement contracts concluded on the basis o f the agreement, notifications sent between the
parties and all amendments to the agreement and procurement contract to b e concluded. If a
procurement contract h a s not been concluded, orders, order letters, purchase orders o r anything
else with which a financial obligation is made are also considered as procurement contracts.
Conclusion of procurement contracts
3.1. Procurement contracts a r e awarded under t h e agreement on the basis o f t h e buyer's needs
either for a one-time order (hereinafter the one-time purchase) and/or for a fixed period
(hereinafter the duration contract), during which orders are made. The agreement without
*heroeurement contract does not oblige the buyer to purchase goods or order services from
3.1.1. A procurement contract for a one-time purchase i s concluded between the
partners o f the agreement a s a result of a reopening o f competition, which i s not
purchased under a duration contract. I f the expected cost of a one-time purchase
i s more than 10000 euros without VAT and t h e buyer has concluded agreements
with several tenderers in t h e public procurement, the buyer is obliged t o organize
a reopening of competition between all partners of the agreement. If the
expected cost of the one-time purchase i s less than the above-mentioned cost,
the buyer may organize a reopening o f competition or purchase goods o r order
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services from the seller whose tender i s the most economically advantageous of
t h e fixed cost (if fixed) a t the time o f placing the one-time purchase.
3.1.2. T h e duration contract i s concluded between the partners of the agreement as a
result o f a reopening o f competition for the purchase o f goods or t h e ordering of
a service within a certain period (the length o f the period i s specified in the terms
o f the reopening of competition) o n the basis o f the list and descriptions o f the
goods o r services specified i n the public procurement and described i n the
technical specifications or specified in the reopening of competition. Under a
duration contract, the buyer has the right t o order the goods o r services specified
in the technical specifications from the successful tenderer during t h e duration
contract period. T h e duration contract i s performed on the basis of purchase
orders submitted by the buyer, in which, if necessary, e.g. quantity, time a n d
place o f delivery or time and place o f service provision, contact person, etc. are
specified.
3.2. A reopening of competition i s generally organized in the Public Procurement Register for a
one-time purchase and/or for the conclusion o f a duration contract based on t h e following
procedure:
3.2.1. The buyer sets a reasonable deadline for submitting tenders, taking into account
the complexity of the subject o f the procurement contract a n d the time required
for submitting tenders.
3.2.2. The buyer shall specify in the reopening of competition the conditions of that
reopening o f competition, the list a n d specifications o f the goods o r services t o b e
ordered, the time-limits f o r the delivery/transport of t h e goods o r the provision of
the service and any other information necessary for the preparation of the
tender. I n the proposal for a tender, the buyer shall specify whether it intends to
make a one-time purchase o r t o conclude a duration contract.
3.2.3. The tender submitted b y the seller shall be valid for at least 120 calendar days
from the deadline for submitting the tender, unless otherwise stated in the
invitation t o tender.
3.2.4. The buyer has no obligation to purchase all the goods listed in the technical
specifications o f the reopening of competition or to order services after receiving
the tenders submitted i n the reopening of competition if the buyer's capabilities
and needs have changed b y the time o f procurement contract conclusion.
3.2.5. In the event that the service requires follow-up o r additional activities that the
buyer was unable t o foresee i n the reopening of competition, the buyer continues
with the seller who initially provided the service without organizing a new
reopening of competition.
3.2.6. Th e buyer evaluates and compares the tenders according to the percentages of
the tender evaluation criteria specified in the conditions of the reopening of
competition a n d recognizes a s successful the tender that i s the most economically
advantageous of the tenders recognized as compliant based on the evaluation
criteria o f t h e tenders.
3.2.7. I n order t o determine the most economically advantageous tender i n a reopening
o f competition, the following tender evaluation criterias and proportions shall b e
used b y the buyer:
1. Price - 50-90%;
2. Delivery time - 5-45%;
3. Technical requirements (quality) - 5-45%;
4. Security of supply- 5-45%.
3.2.7.1. Depending on the nature o f the reopening o f competition organised b y
the buyer (e.g. unforeseeable circumstances, more technically complex
project, etc.), the buyer shall use all four or at least two of the above
evaluation criteria and percentage ranges.
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3.2.7.2. In the case of duration contracts, the buyer uses, depending on the
omplexity of the procurement object, either all the evaluation criteria
vith the specified percentages or only the price with a 100% percentage
b y the buyer each time under the conditions of the reopening of
competition taking into account the following:
3.2.7.3.1. Price (the less the better)- used i n each time to determine
t h e most economically advantageous tender.
3.2.7.3.2. Delivery time/speed (the less the better)- shall b e used i n
case the timeframe between placing the order and fulfilling
the order is short due t o the buyer's needs.
3.2.7.3.3. The technical requirements of the product (evaluated by
the buyer, the evaluation method i s determined i n a
reopening of competition) a r e used if the technical
requirements o f the product are more important than usual
for the end user.
3.2.7.3.4. Security of supply (evaluated by the buyer, the evaluation
method is determined in a reopening of competition)- i s
used in cases where security of supply i s more important
than usual for the end user (for example - proximity to the
production location, speed o f life cycle service provision),
i.e. i t i s more important than usual for the end user t o
ensure the reliable and timely delivery of a sufficient
amount of defense and security-related items and services
or maintenance, repair and spare parts, and continuous
availability of other support under all conditions.
3.2.8. The buyer h a s the right, in reopening of the competition, to ask for product
amples and test them, including involving third parties in the testing if necessary
Product samples may be requested for (visual) evaluation or (technical
3.2.9.
3.2.10. In the event that the tenderer who submitted a successful tender at the
the tender before concluding the
procurement contractor does not begin to fulfill the procurement contract or
time, the buyer has the right to approach the sellers) whose price tender was
next in the ranking as the most economically successful and conclude the
procurement contract without conducting a new reopening o f competition and
demand from the tenderer who submitted the successful tender (in the ranking
from the first) to p a y the price difference compared to the cost o f the next
successful tender a n d a n y additional costs in accordance with § 119 of the Public
Procurement Act.
3.2.11. In the event that more than o n e tender should b e successful i n the reopening of
competition due t o the submission of equal tenders, a raffle will be used to
determine the successful tender. The buyer communicates the raffle procedure to
the sellers before the raffle.
3.2.12. The buyer may reject all tenders submitted in the reopening o f competition if at
least one or more of the following circumstances occur:
3.2.12.1. tenders a r e unreasonably expensive for t h e buyer;
3.2.12.2. during the reopening of competition, the buyer has become aware of
information that excludes or makes it impractical for the buyer to
complete the reopening of competition under the conditions stated in
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3.2.13. The buyer rejects t h e tender submitted t o the reopening o f competition, o n the
basis o f which the procurement contract concluded would b e null a n d void on t h e
basis of § 7 clause 1 of the International Sanctions Act.
3.3. B y submitting a tender in t h e reopening of competition, the seller confirms acceptance o f
all the conditions s e t out i n the proposal for the submission of a tender. The submission of
a conditional tender in a reopening of competition is not allowed, and the buyer rejects a
conditional or non-compliant ender (§ 114 clauses 1 and 2 of the Public Procurement Act).
3.4. I f , a s a result o f public procurement, agreement i s concluded with only o n e partner, o r if
the number o f agreement partners i s reduced t o one, t h e buyer m a y reject the submitted
tenders o n the above grounds.
3.5. If, a s a result of the public procurement, less than two partners of the agreement are
reached, or during the period o f validity o f the agreement, the number of partners o f the
agreement decreases t o one, the purchase o f goods a n d the ordering o f services are carried
out based o n t h e following procedure:
3.5.1. The buyer shall submit t o the seller a proposal for t h e submission of a tender.
3.5.2. The seller submits the tender together with the cost o f the goods or services n o
later than 5 days after receiving the invitation t o tender from the buyer. If the
seller i s unable to meet this deadline, h e will notify the buyer immediately.
3.5.3. The buyer agrees to the tender b y signing the procurement contract or refuses
t h e tender within 14 days at the latest. The buyer is not obliged to conclude a
procurement contract based on the submitted tender. If the buyer does not
respond to the tender within the required days, i t is considered a rejection.
3.6. The procurement contracts shall be concluded a t least in a form that can b e reproduced in
writing. If the value of the procurement contract without VAT i s 50 000 euros or more, the
parties conclude the procurement contract as a document signed by both parties.
3.7. The buyer m a y order goods o r services with a n estimated cost of u p to 5 0 0 0 euros without
VAT from a freely chosen tenderer who i s a party to the agreement, provided that t h e total
cost o f these purchases does not exceed 20% of t h e estimated cost of t h e entire
agreement. The basis of § 3 0 section 8 o f the Public Procurement A c t i s primarily used for
quick a n d small-scale purchases (e.g. the need to urgently purchase individual goods). In
addition, t h e buyer uses the mentioned basis if t h e partner o f t h e duration contract informs
during the period of the duration contract that he is unable to fulfill the contract at least
partially. The buyer makes a choice between the partners o f the agreement i n a sequence
based on buyers own needs, which takes into account speed (how quickly the desired
goods can be obtained), the availability of the necessary goods (whether it is immediately
available i n the assortment), a s well as whether individual quantities are purchased in
addition t o the previously purchased goods. The details of the delivery shall be agreed i n
the procurement contract.
3.8. The buyer has the right to order from the seller also other goods or services that meet the
requirements of the technical specifications (goods and services, the purpose of which i s
the same). Ordering of the named goods or services i s carried out during reopening of
competition between the partners of the agreement or by submitting proposals for the
submission of tenders if there is one seller, in which the buyer provides the sellers with
exact technical specifications and the conditions for pricing the goods o r services.
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4. Rights a n d obligations o f the buyer
4.1. The buyer shall have the right to continuously check the fulfillment o f obligations arising
from t h e agreement and the documents related t o the purchase o f goods o r the ordering of
services, and to request information about the fulfillment o f t h e agreement a t any time.
4.2. The buyer shall have the right to verify the accuracy and correspondence of the invoices,
calculations and other costs presented by the seller. I f necessary, the buyer h a s the right to
demand invoices from subcontractors.
4.3. The buyer has the right to consult with the seller on questions related to the goods or
services, for example, questions related to the delivery and use of the goods or the
provision o f services.
4.4. The buyer has the right to demand the immediate elimination o f defects i n the goods or
services.
4.5. The buyer has the right to demand compensation for damages caused b y t h e fault of the
seller.
4.6. The buyer reserves the right to purchase goods and/or order services in addition to the
agreement if: no seller submits a tender; the tenders submitted by the sellers d o not meet
the requirements; no seller is able to perform the procurement contract or has withdrawn
from the agreement or procurement contract; the price of the tendered goods and/or
services is unreasonably high compared to the average market price and economically
unreasonable for the buyer.
4.7. The buyer undertakes to pay the seller in accordance with the agreement for the goods
delivered o r the service provided under the conditions stipulated i n the agreement.
4.8. The buyer undertakes to respond within a reasonable time to all requests submitted by the
seller for clarification of instructions.
4.9. The buyer undertakes to inform the seller a s soon as possible about problems related to
the execution o f the procurement contract.
5. Rights and obligations of the seller
5.1. The seller undertakes t o provide the buyer, upon request, with a summary statement of the
goods purchased from the seller o r the service ordered, for the specified period (including
the date of the conclusion o f the procurement contract or purchase order, name of the
goods, quantity and cost without VAT, the total cost of procurement contracts/purchase
orders without VAT, etc.) i n M S Excel o r in another format as agreed with the buyer within
5.2.
5.3.
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1 0 days from receiving the corresponding claim, unless the parties have agreed otherwise.
The seller undertakes to provide information (volume and purpose) about the
subcontractors at the request of the buyer. In the event that the seller has provided
relevant information before concluding the agreement, t h e seller must coordinate with the
buyer i n advance the change o f previously mentioned persons.
The seller undertakes to immediately inform the buyer o f the circumstances preventing the
performance of the agreement.
5.4. The seller undertakes to immediately inform the buyer about a cyber attack and a cyber
incident related to the buyer directed against the seller, and to submit a cyber incident
report to the buyer at the request of the buyer.
5.5. The seller undertakes t o comply with the terms o f fair trade when fulfilling the agreement,
t o be based o n environmentally sustainable principles, and not t o use slave and child labor.
5.6. The seller undertakes to inform the buyer immediately if he cannot deliver the goods or
provide the service by t h e agreed deadline.
5.7. The seller undertakes t o deliver the goods and/or provide the service o n time a n d i n a duly
agreed upon volume and frequency in accordance with the conditions stipulated i n the
agreement and during the order submission, the requirements, norms and standards
applied i n best practice.
5.8. The seller has the right to receive the agreed payment for the goods delivered or the
service provided under the conditions stipulated i n the agreement.
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5.9. The seller has the right to receive instructions, explanations or other information from the
buyer that affects the execution o f the agreement.
5.10. T h e seller h a s the right to make suggestions regarding the better organization o f activities
related t o t h e delivery o f goods or t h e provision o f services.
6. Pre-delivery quality inspection of the goods
6.1. Pre-delivery quality inspection o f goods is decided b y the buyer based o n need.
6.2. Pre-delivery quality inspection of the goods i s carried out at the manufacturer's plant or at
the location of the seller o r at a location agreed upon b y the parties.
6.3. The following conditions apply t o t h e pre-delivery quality inspection o f goods:
6.3.1. The seller shall notify the buyer b y email prior to each delivery of its readiness to
carry out a pre-delivery quality inspection b y sending a notice a t least 3 0 calendar
days before the delivery date. Together with the notice, the seller shall indicate
t h e technical possibilities t o perform the control procedures.
6.3.2. T h e buyer shall inform the seller by email, within 1 0 days as o f the receipt of the
seller's notice of its availability for a pre-delivery quality inspection. The buyer i s
n o t obliged t o carry out a pre-delivery quality inspection. T h e parties have agreed
that i f the buyer fails to notify the seller within 1 0 days as of the receipt o f the
notice, no pre-delivery quality inspection shall take place.
6.3.3. I f the buyer wishes to carry out a pre-delivery quality inspection, the buyer shall
b e entitled to give the seller his input a s to the procedures t h e buyer wishes t o
carry out, and the parties shall record the procedures to be carried out a n d the
time a t which these are to be carried out in a format that can b e reproduced i n
writing.
6.3.4. T h e buyer shall have the right to involve third parties in the pre-delivery quality
inspection to ensure that the goods comply with the requirements specified b y
the buyer i n the reopening of competition.
6.3.5. T h e pre-delivery quality inspection does not extend the delivery time agreed i n
the procurement contract, unless the pre-delivery quality inspection was not
successful.
6.3.6. If a pre-delivery quality inspection is not passed, the buyer shall give the seller
immediate notice thereof, and the parties shall negotiate their next steps to
ensure timely delivery, i f possible.
6.3.7. If a pre-delivery quality inspection i s not passed on the second attempt, the buyer
shall have the right t o withdraw from the procurement contract with a unilateral
decision, without granting any additional term for achieving compliance with the
procurement contract, and m a y demand a contractual penalty of 1 0 % o f the value
o f the procurement contract from the seller.
6.4. The seller shall bear the costs o f the pre-delivery quality inspection. T h e buyer shall bear i t s
own accommodation and travel costs per pre-delivery quality inspection before each
delivery. If the pre-delivery quality inspection fails the first time, the seller shall pay the
costs of each subsequent pre-delivery quality inspection and the travel and accommodation
costs of the buyer's participation i n the pre-delivery quality inspection for up to four
persons for u p to fi v e days.
7. Packaging and marking o f goods
7.1. The seller shall provide the goods with packaging, which ensures the unchanged condition
o f the goods during transport a n d storage.
7.2. The packaging and marking of the goods shall comply with the requirements provided b y
the buyer.
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8. Delivery a n d receipt o f goods and services
8.1. To the delivery and receipt of the goods Incoterms® DAP delivery terms apply, unless
otherwise agreed in t h e procurement contract.
8.2. Places of delivery and more detailed delivery conditions a r e specified i n procurement
contracts. The seller h a s the right to u s e a third-party warehouse for the delivery of the
goods, where the conditions s e t by the third party m a y apply, which are presented in the
procurement documents o f the reopening o f competition or in the invitation t o tender.
8.3. In the event that the goods are subject to the export control obligation of the seller's
country o f residence, the seller shall provide the buyer with a n up-to-date form o f the end-
user certificate and secure the necessary export license.
8.4. The actual delivery shall usually take place in working days from Monday to Thursday
08:30-15:00, except f o r national a n d public holidays and the working days preceding them
and the last three working days of each month, unless otherwise agreed i n the
procurement contract.
8.5. T h e seller sends the delivery notice to the buyer for the delivery of the goods at least 10
working days before the planned delivery to the e-mail address specified in the
procurement contract ( a copy should b e sent to t h e e-mail address
[email protected]), unless
otherwise agreed in t h e procurement contract. in the delivery notice, state:
8.5.1. The name o f t h e goods;
8.5.2. Procurement contract and/or purchase order number;
8.5.3. Public procurement reference number;
8.5.4. Quantity t o be delivered, including the number o f pallets, containers, etc.;
8.5.5. Dimensions o f t h e logistic unit;
8.5.6. Way of packaging (film packaging, mesh packaging, on a euro pallet, etc.);
8.5.7. The type o f transport used to deliver t h e shipment (van, truck, etc.) a n d quantity;
8.5.8. Specific requirements o r needs for unloading the shipment;
8.5.9. The planned delivery date a n d time o f the shipment;
8.5.10. The delivery address o f the destination.
8.6. T h e seller gives the goods to the buyer, and the buyer accepts the goods under the
conditions agreed i n the procurement contract. If the seller informs about the delivery less
than 10 working days before it takes place, or if all the specified documents a r e not
included with the delivery notification, the buyer has the right not to accept the goods. In
this case, a l l costs incurred shall b e borne b y the seller until the goods have been correctly
delivered.
8.7. The seller submits t h e delivery note together with the delivery notice o r a t the latest a t the
moment o f handing over the goods o r after the provision o f the service, unless otherwise
agreed i n the procurement contract. The delivery note shall state:
8.7.1. Seller details;
8.7.2. Buyer details;
8.7.3. The name o f the recipient of goods and/or services;
8.7.4. Procurement contract and/or purchase order number;
8.7.5. Public procurement reference number;
8.7.6. Product name, product code and quantity o r type o f service and time o f provision.
8.8. I n addition to the delivery note, the seller undertakes to hand over to the buyer a l l the
documents necessary for receiving, possessing, using a n d disposing of t h e goods.
8.9. The buyer has the right to check the compliance of the quality of goods or services with the
terms of the agreement and procurement contract within two weeks. In this case, the
buyer will draw up a quality control act, if necessary, which he will forward to the seller.
8.10. T h e buyer shall draw up handover-acceptance a c t regarding the purchase o f goods o r the
provision o f services, which shall be signed b y both parties a n d forwarded t o the seller, if
necessary together with the quality control act. A handover-acceptance act signed b y both
parties is also considered as a delivery note.
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8.11. In the absence of a delivery note, the buyer has the right to take possession of the
corresponding goods, but handover-acceptance is deemed to have taken place upon
receipt of a correct delivery note. T h e buyer h a s t h e right to refuse to sign the handover-
acceptance act if the goods have visually visible defects.
8.12. I n the event that a party encounters unforeseen circumstances during the export and/or
import of goods (e.g. delay due to inactivity of authorities, lack of necessary
documentation, etc.), the party shall be obliged to inform the other party of such
circumstances a t the earliest opportunity.
8.13. The seller shall bear the costs arising from t h e delivery o f the goods and the transport until
the delivery o f the goods. The costs a n d expenses related t o the goods will also be borne b y
the seller until t h e goods are handed over, except for costs caused by circumstances arising
from the buyer.
The costs arising from the delivery and transport of the goods until the delivery of the
goods, which also include all security requirements related t o the transport to the buyer's
destination, a r e borne b y the seller.
In the event that during the performance of the agreement it turns out that it i s not
possible t o receive t h e goods, the buyer has t h e right t o exchange t h e goods for equivalent
or better goods with the consent of the buyer. The seller proves the equivalence of the
The seller forms a handover-acceptance act regarding the provision of the service, which i s
signed by both parties. The buyer h a s the right to refuse to sign the handover-acceptance
a c t if the provided service does not meet the conditions stipulated i n the agreement. I n the
event of refusal to accept the service, the parties contact persons of the procurement
contract shall draw u p a relevant a c t i n written form, a n d the seller is obliged to eliminate
the deficiencies stated i n the act b y the deadline agreed b y the buyer's a n d seller's contact
persons, which m a y not be longer than 14 calendar days, unless the parties have agreed
otherwise.
9. Agreement value and payment terms
9.1. The estimated maximum total value of the agreement in the public procurement i s
4 0 0 0 0 0 000 euros, plus VAT i n the cases provided for b y law.
9.2. T h e prices submitted i n the procurement procedure shall be fixed for one year (from the
entry into force of the framework agreement) as maximum prices for the goods. In the
reopening o f competition, the seller h a s the right to submit a tender below the maximum
price for a fixed-priced good but not above it. After the fixed price period ends, reopening
o f competition under competitive conditions determines t h e price.
9.2.1. In the case of reopening of competition for the purchase of new goods, not
previously purchased by the buyer, the prices of the tender submitted by the
seller shall be fixed for one year as the maximum prices o f t h e goods. Subsequent
reopening of competition for the purchase o f the same goods shall the tenderer i s
entitled t o tender below but not above the maximum price for a goods a t a fixed
price, the annual maximum price increase after the end of the fixed period shall
not be more than 3 % p e r year from the deadline for submission o f tender i n the
reopening of competition. I n the event that the seller offers improved goods (or
product developments) instead of the originally offered goods in the context of
reopening o f competition, the principles of price fixing and price modification set
out above apply.
9.2.2. The seller shall be entitled to request once a year a n adjustment o f the unit prices
fixed in the agreement due to exceptional circumstances beyond the control of
the parties. These may be, for example, changes in legislation, political decisions,
o r a significant change i n the market price o f a good o r service (the whole market
is affected b y a shortage of r a w materials, supply difficulties, price increases
affecting the price of the good, etc.). For the same reasons, the buyer i s also
entitled t o submit a unilateral declaration o f intent t o reduce unit prices once per
calendar year. A reasoned request shall b e submitted if there is a need t o change
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that price. The buyer has the right to assess the justification for the change,
including taking comparative tenders from the market and asking the seller for
evidence of the reasons for the price increase. The buyer shall not accept a price
increase if it appears to be unjustified and/or if the buyer does not have the
budgetary means to do so. In the event of a change in the price that has been
found to be justified, an annex to the agreement shall be drawn up for the new
unit prices. If no declaration is made or if the buyer does not agree to the
declaration of price increases, the maximum unit prices set in the reopening of
competition shall remain fixed in the agreement.
9.3. In the case of one-time purchases, the fixed prices are formed on the basis of reopening of
competition organized by the buyer or proposals for submitting a tender. The prices offered
for the conclusion of a duration contract are fixed for the duration of the duration contract,
the maximum annual price increase during the duration of the duration contract shall not
exceed 3 % p e r year from the date o f submission o f t h e tender for the reopening of
competition.
9.4. The unit prices of the service include all costs necessary to fulfill the agreement, including
the activities listed in the technical specifications. The service is paid for according to the
ordered and actually provided service, based on the handover-acceptance act signed by
both parties.
9.5. One e-invoice is submitted for one delivery or service provided, unless otherwise agreed.
9.6. The seller issues the invoice a s an e-invoice (in machine-readable XML format). If a seller,
registered outside the Republic of Estonia, is not able to issue an e-invoice for technical
reasons, it shall issue the invoice in PDF format to the buyer's contact person's email
address specified in the agreement, unless otherwise agreed i n the procurement contract.
9.7. The seller issues a n invoice containing the following information:
9.7.1. Details of the payer (payer of the invoice):
Estonian Centre for Defence Investments (registry code 70009764, address Järve
34a, 11314 Tallinn);
Estonian Defence Forces (registry code 70008641, address Jukentali 58, 15007
Tallinn, Estonia);
Estonian Defence League (registry code 74000725, address Toompea t n 8 , 10130
Tallinn).
9.7.2. Other information to be included in the invoice:
Name o f the contact person (to b e specified in t h e procurement contract);
Agreement number;
Procurement contract (purchase order) number;
Public procurement reference number;
Quantity and name of goods/type o f service and time of provision;
15-digit reference number of the contract part in the public procurement register
(if available), which can be found in the data of the agreement concluded with the
seller i n the public procurement register.
9.7.3. The sellers banking records:
The recipient bank;
Bank account number o f the recipient;
IBAN;
SWIFT.
9.8. If necessary and justified, it is possible for the seller to request an advance payment up to
30% of the total cost of the procurement contract. The seller is obliged to justify the
request for advance payment, but the final decision is to be made by the buyer. The buyer
has the right to refuse to pay the advance payment, including if the seller has been late
with t h e delivery(s) o f fulfilling previous contracts.
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9.9. The buyer shall pay for t h e goods and/or services received i n accordance with t h e terms of
the agreement within 28 days after receiving the invoice i n accordance with t h e terms of
the agreement. The invoice submission i s based o n the quality control act and/or the
delivery note and/or t h e handover-acceptance act signed b y the parties. I n the event that
the invoice i s presented after the transfer o f ownership from t h e seller t o t h e buyer,
following a Factory Acceptance Test (FAT), the deadline for payment o f the invoice m a y b e
longer by mutual agreement.
9.10. The buyer shall not accept an invoice which does not comply with the terms of the
agreement. In such case, the seller will submit a new invoice within seven days. T h e
payment i s considered to be finalized when the bank of the buyer accepts the payment
order.
Before paying an invoice with a value of 10000 EUR or more including VAT, the buyer
checks the absence o f t h e seller's tax debt via the Ta x and Customs Board's website. I f a tax
debt of a t least 1 0 0 0 0 EUR exists, the buyer shall inform the Ta x a n d Customs Board o f the
amount payable.
10. Force majeure
10.1. Breach of contractual obligations i s excusable i f the party h a s breached the obligation d u e
to force majeure.The parties consider force majeure to b e a circumstance that the
breaching party could not influence and, based on the principle o f reasonableness, could
not be expected to take this circumstance into account or to avoid it a t t h e time o f
concluding the agreement, or t o overcome t h e impeding circumstance o r its consequence,
e.g. natural disasters, general power outages, military operations, blockade. The parties do
not consider the inability o f the seller's third-party contractor t o perform the agreement a s
force majeure unless the party relying o n force majeure provides written evidence b y itself
and/or the subcontractor o f the occurrence o f force majeure, including the fact that it has
no reasonable ability to replace the subcontractor, and the other party has agreed i n
writing to the occurrence of force majeure.
If any circumstances corresponding to the force majeure led to a failure to perform the
agreement within the period specified in the agreement o r a n y annexes thereto, and their
effect is temporary, the behaviour o f the party who breached the contractual obligation i s
only excused for the period during which the force majeure impeded the performance of
t h e obligation.
10.3. I n the event o f force majeure, the time limit for t h e performance of a contractual obligation
shall b e postponed i n accordance with the duration o f the force majeure event, but for n o
more than 90 days, unless otherwise agreed b y the parties. I n case o f force majeure, the
procurement contract will be amended, if necessary, regarding the delivery time.
10.4. A party that i s not able to perform its obligations d u e to force majeure shall immediately
notify the other party o f the occurrence and ending o f such a situation. Failure to notify or
untimely notification deprives the party of the right to rely on the excused non-
performance, i.e., the occurrence o f force majeure, and the party that has breached the
notification obligation i s liable for the breach of a contractual obligation pursuant to a s
provided i n t h e agreement.
I f the effect o f force majeure is permanent and does not allow the parties to perform their
contractual obligations i n full o r i n part, t h e parties have the right to cancel o r withdraw
from the agreement by giving notice of cancellation or withdrawal to the other party.
10.6. The parties shall not consider the impact of import restrictions related to the Russian
Federation and Belarus on the fulfillment of the obligation to deliver goods or provide
services a s force majeure if these circumstances occurred at the time of the conclusion of
the agreement.
11. Warranty obligation
11.1. If the goods and/or services are covered by a warranty, the seller provides a minimum 12-
month warranty for a l l goods and/or services. If necessary, the warranty period a n d other
warranty conditions are specified i n each procurement contract.
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11.2. The warranty shall commence from the d a y o f transfer of the goods with n o deficiencies to
the buyer or from the signing of the handover-acceptance act by both parties conforming of
the performance of services with no deficiencies to the buyer.
If the manufacturer's warranty is in any way more favourable to the buyer (e.g., in terms of
warranty period) than the contractual warranty obligation, the seller undertakes to arrange
for the realisation of the buyer's warranty claim upon the occurrence of such an event on
terms that are more favourable to the buyer, arising from the terms and conditions of the
manufacturer's warranty.
11.4. The warranty covers all defects in the goods during the warranty period, taking into
account natural wear and manufacturer's instructions.
11.5. The buyer undertakes to notify the seller of any defects in the goods or in service provision
at the seller's email address, unless otherwise agreed in the procurement contract.
11.6. The seller undertakes to remove the defects free of charge no later than 90 days as of the
receipt of the buyer's respective reasoned warranty claim. A longer period may be
established, subject to the written consent of the buyer. In the event of a systemic error
(more than 20% of the delivered goods or provided services are defective), the buyer has
the right to demand the replacement of all delivered goods or provided services.
The seller shall bear all expenses for replacing the defective goods (including transport).
11.8. After elimination of defects during the warranty period, a new warranty of the same
duration as the original warranty is given to the goods or services.
12. Confidentiality and security conditions
12.1. Confidential information is understood by the parties to include information disclosed in
the course of the performance of the agreement, personal data, security data, documents
clearly marked for internal use and other information, the disclosure of which could harm
the interests of the buyer. Confidential information does not include information, the
disclosure of which is required by legislation, provided that such disclosure is effected in
t h e most restrictive manner from among t h e available options.
12.2. Under the confidentiality clause, a party undertakes not to disclose confidential information
o f the other party during or after the term of the agreement without the other party's
written consent. A party shall protect the confidentiality of the information disclosed to it in
the course of the performance of the agreement.
12.3. The seller shall not use any document or information related to the agreement without the
written consent of the buyer, except for in the cases necessary for the performance of the
agreement. All documents other than the agreement and its annexes are the property of
the buyer and, if the buyer so requires, the seller is obliged to return these documents to it
after the end of the agreement.
12.4. Disclosure to third parties of any information marked for internal use shall be prohibited.
12.5. If the seller needs to enter the territory of the area of government of the Ministry of
Defence in order to perform the agreement, the seller undertakes to comply with the
applicable security requirements (Annex 1). In the event that the seller uses subcontractors
i n the said territory, they shall b e approved in writing in advance by the buyer a n d a r e also
subject to all the security requirements set out in the agreement. The seller is responsible
for ensuring that the subcontractors comply with the security requirements.
12.6. Communication to the public relating to the subject-matter of the agreement or the
performance thereof, including press releases, references to the buyer in advertising or
online publications, shall only be permitted with the express consent of the buyer in a
format that can be reproduced in writing.
12.7. The confidentiality requirement i s indefinite.
13. Intellectual Property Rights
13.1. I n case the goods and/or service or their parts (including relevant documentation and
service-related documentation) are protected b y intellectual property rights, the seller shall
grant the buyer a worldwide irrevocable non-exclusive licence within the meaning of the
Copyright Act, valid until the expiry of the copyrights. The licence shall be deemed to have
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been transferred at the moment of transfer of the goods and/or services or their parts
(including the relevant documentation), for which no separate fee is paid (the copyright fee
is included i n the agreement price.
13.2. I n case the goods or its part (including corresponding documentation) i s protected by
another intellectual property right, the seller grants the buyer the necessary right to use
the goods in every way.
13.3. I n the cases specified i n this clause, the agreement is also considered an author's contract.
The terms of transfer and use of intellectual property rights may be agreed differently in
the procurement contract.
14. Codification
The seller shall be obliged to provide the codification office with the information necessary for the
codification of the goods in accordance with the Annex 2 to the agreement and to provide
additional information a t the request of t h e codification office.
15. Liability
15.1. The parties bear responsibility towards each other in case of improper fulfillment or non-
fulfillment of contractual obligations in accordance with the provisions of the agreement
and applicable legislation.
15.2. Ownership o f the goods a n d the risk o f accidental loss a n d damage are usually transferred
from the seller to the buyer upon the proper handover, unless the parties have agreed
otherwise.
15.3. In procurement contracts, the transfer of ownership may be agreed otherwise, for
of ownership will take place from the seller to the buyer from the
example, the transfer
moment the goods pass t h e pre-delivery quality inspection (Factory Acceptance Test (FAT)),
for which the buyer prepares the ownership transfer document, which is signed by the
parties of t h e agreement.
15.4. The seller is liable for non-conformity (defects) of the goods with the terms of the
agreement if the non-conformity exists at the time of the transfer of the risk of accidental
destruction and deterioration to the buyer and if the non-conformity of the goods with the
terms of the agreement i s discovered (i.e., that the defects could not have been discovered
inspection, so-called latent defects) after the transfer of this risk to the
during their normal
buyer.
15.5. The seller is liable for non-conformity with the terms of the service contract (defects), if the
non-conformity with the terms of the service contract i s discovered (i.e., the defects could
n o t have been discovered during their normal inspection, so-called latent defects) after t h e
service provided
In the event that the seller fulfills the agreement improperly, the buyer has the right to
15.6.
refuse to accept the goods or the provided service and to fulfill the obligation to pay the
purchase price, and to submit a demand for the fulfillment of the obligation to the seller in
the manner stipulated in the agreement after learning of the breach of the obligation,
giving the seller a reasonable term to fulfill the agreement. T h e seller shall b e deemed to
have delayed the delivery of the goods or the provision of the service until the proper
delivery of the goods or provision of the service to the buyer.
15.7. The goods do not correspond to the terms of the agreement, inter alia, when the goods do
not possess the agreed upon attributes, the goods are not i n the agreed quantity, the goods
cannot be used for their agreed purpose, a third party h a s claims o r other claimable rights
towards the goods, the goods are not packaged in accordance with the terms of the
agreement o r there is n o delivery note.
The service do not correspond to the terms of the agreement,
15.8. inter alia, if the service has
not been provided in accordance with the expected quality, the service does not have the
agreed characteristics, the service has not been provided for the agreed time term, in the
agreed volume, with the prescribed frequency, the seller does not provide proper
documentation on the provision of the service, fails to provide the buyer with information
about the performance o f the agreement, etc.
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15.9. The buyer is obliged t o inform the seller a t least b y e-mail about the non-compliance with
the terms of the goods or service contract within 30 days from when the buyer or the
buyer's authorized person became aware of the non-compliance with the terms of the
goods or service contract. In the notification, the buyer undertakes to demand the
fulfillment of the obligation from the seller, also giving the seller a reasonable deadline,
which cannot generally b e longer than 6 0 days, for t h e fulfillment o f the agreement.
15.10. In the event that the buyer does not notify the seller of a defect in the goods or service
within the term specified i n the agreement after becoming aware of the defect, the seller i s
released from responsibility for the defects o f t h e goods or service, except i n cases where
t h e failure t o notify the defects was reasonably excusable.
In the event that the goods or the provided service do not meet the terms of the
agreement, t h e buyer has the right t o demand from the seller the replacement o f non-
conforming goods with goods that meet the terms of the agreement or the secondary
provision of a non-compliant service by a service which complies with the terms of the
agreement.
15.12. If the goods or services do not meet the agreement conditions and the buyer agrees to
accept the goods o r services with defects, the buyer has the right to reduce t h e price o f the
goods or services by the part corresponding t o the defects, b y submitting a n application to
the seller.
15.13. in case of non-delivery on time of the goods or non-performance of the service on time, the
buyer has the right to demand from the seller a contractual penalty o f up to 0.25% o f t h e
cost of the goods o r services n o t delivered o n time per day for each d a y o f delay in delivery
or service, but not more than 15% of the cost of the procurement contract, unless
otherwise stipulated in the procurement contract.
15.14. In the event of a quantity shortage o f the goods, the buyer has the right to accept the
corresponding goods and demand from the seller to deliver the missing goods quantity t o
the destination specified by the buyer within the Republic o f Estonia at t h e seller's expense.
15.15. i n addition to terminating the agreement or withdrawing from the agreement, the parties
have the right to demand liquidated damages, compensation for damage and use other
legal remedies for a significant breach of the agreement.
15.16. In the event that the seller breaches a contractual obligation other than timely delivery o r
service provision, the buyer has the right t o demand from the seller a contractual penalty of
u p to 10% o f the total cost o f the goods o r services that a r e the subject o f the procurement
contract.
15.17. I n the event of a breach of the confidentiality obligation, a party is entitled to claim
contractual penalty from the breaching party o f up t o 1 0 000.00 EUR for each such breach.
15.18. I n the event that the buyer delays the payment of the invoice, the seller has the right to
demand from the buyer up to 0.25% per day of the amount unpaid by the d u e date
stipulated in § 113 clause 1 of the L a w o f Obligations Act for each d a y o f delay i n payment,
provided that the buyer has been notified o f t h e delay within 3 0 days o f i t s occurrence. The
total amount o f the penalty shall not exceed 10% o f t h e amount in delay.
15.19. T h e contractual penalty is to secure the agreed performance of the obligation, not to
replace the performance o f the obligation. The imposition o f a penalty does not deprive t h e
buyer o f the right t o demand compensation from the seller for damages caused by breach
of contract.
15.20. The period for claiming contractual penalties is 180 days from the discovery of the
corresponding breach.
15.21. The contractual penalties and arrears are paid within 28 days of receiving the
corresponding claim, unless the parties have agreed otherwise. The buyer has the right to
deduct sums of contractual penalty claims and the sums of compensation for damage
submitted b y the buyer from the amount payable t o the seller.
15.22. The parties have the right, by agreement, to replace the contractual penalties (also
partially) with the object o f the agreement o r goods and/or services related t o the object of
the agreement. The implementation of this clause does not involve the imposition of a
contractual penalty, but a separate legal remedy arising from the agreement.
16. Grounds for termination o f the agreement
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16.1. Upon termination/withdrawal from the agreement, the buyer gives the seller a reasonable
time limit to fulfill the agreement, which cannot generally be longer than 30 days. T h e
deadline given for the performance of the agreement does not release the party from
responsibility f o r breach o f obligation.
16.2. The buyer i s not obliged t o give a deadline for the performance of the agreement i n the
event of a significant breach of agreement when canceling/withdrawing from the
In this case, the buyer submits a written agreement cancellation-/withdrawal
agreement.
application to the seller within a reasonable time after becoming aware of a significant
breach of agreement. Termination/withdrawal of the agreements) is deemed to have
taken place when the seller has received the termination-/withdrawal application.
16.3. Upon expiry o f the additional deadline given for the execution o f the agreement, the buyer
may submit a written application of termination or withdrawal from the agreements) to
the seller. Termination o r withdrawal from the agreements) i s deemed t o have taken place
from the date o f receipt o f the termination-withdrawal application b y the seller. The buyer
shall not submit a written application, if by giving the additional deadline for fulfilling the
agreement the buyer h a s explained to the seller in writing that if the seller shall not fulfill
the obligations in additional deadline, the buyer shall terminate the agreement. In this case
t h e agreement shall terminate b y the expiry o f the additional deadline and o n term that the
seller has not offered a suitable fulfilment t o the buyer.
16.4. The party shall have the right to terminate or withdrawal from the agreement if the party
has significantly breached the contractual obligations arising from the agreement
(significant breach o f contractual obligations). A significant breaches of agreement are,
among other things, if:
16.4.1. Contractual obligations are violated intentionally o r due to gross negligence;
16.4.2. The seller has failed to fulfill his obligations within the additional deadline given
by the buyer;
16.4.3. the seller notifies the buyer o f the refusal t o perform;
16.4.4. The seller has not started the execution of the agreement within the time that
would allow the agreement to be executed on time;
16.4.5. False information o r falsified data i s provided;
16.4.6. The obligation o f confidentiality is breached;
16.4.7. Breach of obligation gives a party a reasonable reason to expect that the other
party will not fulfill the obligation in the future;
16.4.8. During the validity of the agreement, the seller commits breach of the law in
relation to the sale o f goods or the provision o f services that are the subject o f the
agreement;
16.4.9. The seller's permits necessary for the performance o f the agreement expire a n d
t h e seller does not extend them o r the extension o f permits i s n o t possible;
16.4.10. the seller h a s breached t h e terms o f the agreement more than three times, which
are not mentioned i n clauses 16.4.1-16.4.10.
16.5. The buyer shall have t h e right to terminate the agreement exceptionally if the seller h a s
been declared bankrupt o r has entered into liquidation proceedings.
16.6. The buyer shall have the right t o terminate t h e agreement a t any time by giving a t least 30
calendar days advance notice to the seller.
of the
16.7. The parties have the right to terminate the agreement at any time by agreement
parties.
16.8. Upon termination of the agreement, the parties are not obligated to perform the
agreement. Upon cancellation or withdrawal of agreement, the parties are required to
return that which has been delivered in advance with respect t o the time of cancellation of
the agreement in accordance with the procedure provided for i n the L a w of Obligations Act.
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17. Contact persons
17.1. The buyer's contact person is the representative of the relevant field, who at the time of
Signing the agreement is Meelika Pit (phone 3725420 0811, e-mail
[email protected]).
17.2. T h e submitter of purchase orders is buyer's purchasing project manager or authorized
persons of the buyer's contact person. The granting and withdrawal of authorization is
done by e-mail o r specified i n the procurement contract.
17.3. The seller's contact person is Sergiy Bushtakov (phone +420 774 356 288, e-mail
[email protected]).
17.4. The contact persons for acceptance of the goods or services shall be agreed i n the
procurement contract.
17.5. A l l notices that do not have legal consequences are submitted by e-mail a n d shall b e
addressed to the contact persons of the agreement, unless otherwise agreed i n the
procurement contract.
17.6. A party shall notify the other party o f any change in the contact person o r other details b y
e-mail without delay. This notification shall not be deemed to constitute a n amendment to
the agreement. As of the receipt of the notification, the contact person or other details
shall b e deemed t o have been changed and no separate agreement amendment shall b e
concluded
18. Final Provisions
18.1. The agreement shall enter into force when the buyer has signed i t .
18.2. T h e agreement is valid for 84 months from the date of entry into force or until the
maximum value of the agreements specified in clause 9.1, whichever comes first. When
calculating the total cost of agreements, all procurement contracts and/or submitted
purchase orders based o n agreements are taken into account, regardless o f the fact that
the parties m a y b e different sellers.
18.3. The language o f execution o f the agreement i s Estonian or English, unless the parties have
agreed otherwise. In case o f contradictions between Estonian and English documents, the
Estonian version prevails.
18.4. The legislation of the Republic of Estonia shall be used i n the performance of the
agreement a n d i n the event o f disputes arising from the agreement, unless the parties have
agreed otherwise.
18.5. The parties have agreed to use all measures to resolve their differences through
negotiations. I f no agreement i s reached, the dispute will b e resolved i n accordance with
the l a w o f t h e Republic o f Estonia i n t h e Harju County Court, unless the parties have agreed
otherwise.
18.6. The invalidity of a single provision o f the agreement does not lead to t h e invalidity o f the
entire agreement or other provisions o f the agreement.
18.7. Neither party has t h e right t o transfer i t s contractual rights and obligations to third parties
without the written consent o f the other party.
18.8. Amendments to t h e agreement m a y be agreed under t h e conditions laid down i n the Public
Procurement Act.
18.9. Amendments t o the agreement shall be valid if they are i n writing. The amendments t o t h e
agreement shall be void if the written form is not complied with. Any amendment to the
agreement shall enter into force after i t has been signed by the parties or within a period to
be determined by the parties.
18.10. The transmission of notices with legal significance between the parties must be done in
writing or digitally signed by e-mail. T h e notice shall be deemed to have been received even
i f i t h a s been delivered by the postal authority to the location specified in the return notice
agreement a n d 5 days have passed since the notice w a s posted. I f the notification i s sent b y
e-mail, it shall be deemed t o have been received o n t h e following working day.
18.11. T h e agreement is drawn u p i n o n e copy and signed digitally o r the agreement is drawn u p i n
two copies with equal legal force and signed b y hand.
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18.12. I f the agreement is signed b y hand, the parties have the right t o send the signed agreement
to the other party for signature by e-mail in scanned PDF-format, which the other party
signs and sends back in scanned PDF-format b y e-mail. The parties are obliged t o also
deliver the original documents within 15 days after signing, but the agreement will enter
into force from the date of the buyer's signature, delivered by e-mail.
19. Annexes
19.1. Annex 1. Security requirements;
19.2. Annex 2. Codification conditions.
Buyer:
U&C UAS s.r.o.
Va Strži 1702/64
40 00 Praha 4
Mout 17332737
7352737
0901 2026
(signature, date) (signature, date) 02.03.2026
Katri Raudsepp Denys Cherednychenko
Deputy Director General CEO
acting as Director General
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Annex 1 to agreement- Security Requirements
SECURITY REQUIREMENTS
The location of the public procurement object is in the restricted military area of the Defence Forces and
due to that, the contracting party is notified of the following conditions:
1. Purpose of giving notice of security conditions
The purpose of giving the contracting party notice is to explain to the contracting party the relations,
rights and obligations of the parties in adhering to security requirements in the restricted military area of
the Defence Forces.
2. Definitions
2.1. Giving notice, the following definitions shall apply:
2.1.1. Person to be checked – employee of the contractor or subcontractor who is subject to a
background check, having given his or her prior written consent when applying for the right
to enter to the restricted military area of the Defence Forces.
2.1.2. Background check – inspection of the circumstances provided for in § 413 of the Estonian
Defence Forces Organisation Act with the purpose of ensuring the security of the Defence
Forces and to decide on allowing the person to be checked to enter the restricted military
area of the Defence Forces.
2.1.3. Structural unit of the Defence Forces – in the meaning of § 12 and § 13 of the Estonian
Defence Forces Organisation Act.
2.1.4. Restricted military area of the Defence Forces – in the meaning of § 50 of the Estonian
Defence Forces Organisation Act.
2.1.5. Subject-matter of the public procurement – the area of work located in the restricted
military area of the Defence Forces intended for performing the contract.
2.1.6. Security requirements – the general security requirements specified in this document, incl.
the requirements related to conducting background checks and the requirements
established to ensure the security of the Defence Forces arising from other legal acts.
2.1.7. Access application – document, that the contractor’s responsible person is obligated to
submit in order to initiate a background check of the person to be checked and for that
person to obtain a right to access the site. Access application can be submitted using the
attached sample or by sending a free-form e-mail to the e-mail address:
[email protected]. Completed background check consent forms shall be attached
to the application.
2.1.8. Consent form – document form accompanying the access application that the person to
be checked is required to complete.
2.1.9. Right of access – the right to be present at the site in connection to performing the contract.
One of the prerequisites for obtaining the right of access is to pass a background check.
2.1.10. Person with the right of access – employee of the contractor or subcontractor who has
passed the background check and who has the right to enter and stay at the site
unaccompanied in connection with performing the contract. Person with the right of access
shall be admitted to the object under the conditions established by the specific structural
unit of the Defence Forces.
2.1.11. Person with a special right of access – person with the right of access who, only in
exceptional cases and with the prior approval of the responsible person of the Defence
Forces, has the right to enter and stay at the site with an escort of the contractor in
connection with performing the contract.
2.1.12. Responsible person of the Defence Forces – person appointed by the Defence Forces who
is responsible for compliance with the security requirements at a site in a specific restricted
military area of the Defence Forces.
2.1.13. Responsible person of the Estonian Centre for Defence Investments – contractual contact
person, through whom the performance of contractual obligations and the forwarding of
the notices, requirements and other documents prescribed in the contract is organized.
2.1.14. Responsible person of the contractor – person appointed by the contractor responsible for
compliance with security requirements.
2.1.15. Responsible person at the site – person appointed by the contractor responsible for
compliance with security requirements at the site located in the restricted military area of
the Defence Forces.
Person referred to in clauses 2.1.14 and 2.1.15 may be the same person.
3. Rights and obligations of the contractor
3.1. Contractor has the right to:
3.1.1. receive from the responsible person of the Defence Forces information necessary for
fulfilling security requirements;
3.1.2. receive information on obtaining a right of access from the responsible person of the
Defence Forces, dependent on the results of the background check.
3.2. Contractor is obligated to:
3.2.1. ensure the provision of the service agreed upon in the contract only by a person with a right
of access;
3.2.2. ensure the compliance of the person with a right of access, incl. a person with a special right
of access, with the conditions established in the restricted military area of the Defence
Forces and to ensure the compliance of the subcontractor as well;
3.2.3. not to make a plan whereby the service would be provided by a person:
3.2.3.1. to whom a right of access has not been granted;
3.2.3.2. who has not undergone a background check; or
3.2.3.3. who has a special right of access but the right of access has not been coordinated;
3.2.4. submit the following documents to the e-mail address
[email protected], that are
required to be presented in order to obtain a right of access and initiate the background
check as soon as possible, ad not later than seven (7) working days before the
commencement of the work agreed upon in the contract, of the physical person providing
a service at the site
3.2.4.1. access application (see example), and
3.2.4.2. completed and handwritten (scanned) or digitally signed consent of the person to
be checked;
3.2.5. forward the original documents of the consents indicated in the aforementioned clause to
the postal address: Defence Forces, Magasini 31A, 10138, Tallinn;
3.2.6. indicate in the free-form access application:
3.2.6.1. the forename and surname, personal identification code of the natural person
providing the service and the name of the contractor and / or subcontractor;
3.2.6.2. justification for obtaining the right of access, i.e. description of the service or work
to be performed at the specific site;
3.2.6.3. reference to the contract concluded and the term of the contract;
3.2.6.4. information on the vehicle (make/model and registration number) with which the
restricted military area of the Defence Forces would be accessed;
3.2.6.5. contact details of the contractor’s representative (e-mail address, phone
number);
3.2.6.6. signed consent of the person to be checked; attach it to the applicatio
3.2.7. add the following to the application for gaining right of access and initiating a background
check for an alien: copy of the picture page of the identity document, incl. a visa or other
document confirming the legal basis for staying in Estonia;
3.2.8. confirmation and certification of granting, possessing and extending the legal basis for the
employment of an alien in Estonia (Aliens Act § 19 and § 20);
3.2.9. submit a new access application together with the person’s consent, if, as a result of the
background check of the person being checked, a right of access has not been obtained;
3.2.10. maintain an up-to-date list of persons with a right of access, and to update, at the end of
each calendar year, the list of employees who will continue to provide the service during
the new calendar year, to this end an up-to-date list shall be sent to the e-mail address
[email protected];
3.2.11. notify without delay of a person with a right of access no longer needing access to the site,
by sending an e-mail to
[email protected];
3.2.12. notify without delay the responsible person of the Defence Forces of any security
requirement violations or suspicions of violations at the site.
4. Rights and obligations of the Defence Forces
4.1. The Defence Forces have the right to:
4.1.1. conduct a background check on the person to be checked, this is generally done within
seven (7) working days of receiving a proper access application and consent;
4.1.2. conduct a new background check if the conditions specified in clause 3.2.9 are met,
following the deadlines set forth in clause 4.1.1;
4.1.3. in other justified cases, extend the deadline for a background check by up to seven (7)
working days, giving notice of this to the responsible person of the Contractor in a form
that can be reproduced in writing;
4.1.4. establish security requirements, notifying the responsible person of the Contractor of these
without delay;
4.1.5. grant a right of access to the person being checked or restrict that person’s right of access
or grant the right of access to that person with a special condition on the basis of
circumstances revealed in the background check;
4.1.6. refuse to grant a right of access for security reasons, incl. to a person who has not been a
subject of a background check or to a person who cannot be subjected to a background
check, but also to refuse to coordinate the right of access of a person with a special right of
access;
4.1.7. restrict access to military restricted areas for stateless persons or persons with foreign
citizenship, adhering to right of access to state secrets, the need to know and other
requirements provided for in the State Secrets and Classified Foreign Information Act;
4.1.8. prohibit the person checked from entering the site if no consent was submitted or if it was
submitted incorrectly;
4.1.9. check the observance of security requirements established at the site with regard to a
person with a right of access and / or to a person with a special right of access;
4.1.10. prohibit the person referred to in clauses 2.1.10 and 2.1.11 from staying in the restricted
military area of the Defence Forces in the event of non-compliance with or violation of
security requirements.
4.2. The Defence Forces undertakes to:
4.2.1. notify, in a form reproducible in writing, the responsible person of the Contractor in writing
of a person checked being given a right of access, incl. the relevant restrictions at the site;
4.2.2. notify the responsible person of the Contractor of determining a violation of the security
requirements by a person with a right of access or a special right of access, which excludes
him or her from acquiring a further right of access to the site;
4.2.3. introduce the security requirements established at the site or amendments thereto to the
person with a right of access, incl. person with a special right of access.
4.3. The contacts of the responsible person of the Defence Forces (clause 2.1.12), the
responsible person of the Centre for Defence Investment (clause 2.1.13), the responsible
person of the contractor (2.1.14), the responsible person at the site (clause 2.1.15) shall be
determined upon concluding the contract.
5. Final provisions
5.1. A party shall notify the other party in writing of a change of responsible persons in a format
which can be reproduced in writing.
5.2. During the processing of personal data, the requirements of the applicable legislation are
adhered to.
5.3. The Defence Forces have the right to make extraordinary proposals to the Estonian Centre
for Defence Investments to terminate the contract regardless of the period for giving notice,
if the contractor violates the obligations specified in clauses 3.2.1. – 3.2.4, the confidentiality
requirement provided in the contract is not observed or the contractor’s or subcontractor’s
employees do not comply with the requirements established in the restricted military area
of the Defence Forces.
ESTONIAN DEFENCE FORCES
FOR INTERNAL USE ONLY
Restrictions on access apply
as of the date the form is completed
and as long as required but no longer than 75 years.
Legal grounds: Public Information Act clause 35 (1) 12)
APPLICATION FOR GAINING ACCESS TO THE RESTRICTED MILITARY AREA OF THE DEFENCE FORCES
ACCESS APPLICATION
[Registration number]
[………..……] date
With this application, I confirm that [company name] has concluded a contract with [name of the
institution] and has a need to gain access to the restricted military area of the Defence Forces in
connection with Contract No. [Contract No.]. The Contract shall remain in force from [start date of the
contract] to [end date of the contract].
[Name of the company] performs in the restricted military area of the Defence Forces [purpose of the
contract, nature of the works] and applies for a right of access to the following sites:
1. Name of the site: [name of the site]
Address: [address]
Responsible person at the site: [forename and surname], [phone number], [e-mail address]
Responsible person of the Defence Forces: [forename and surname]
2. etc.
With regard to need to access the aforementioned sites of the Defence Forces, the contractor [company
name] requests that a background check be initiated on the following person(s) as employees of the
contractor [company name] [and name of the subcontractor], based on the consent of the persons
(signed consent forms attached to the application) and vehicles noted in the access application.
Employees of the main contractor [company name]:
1. [forename and surname, personal identification code]
2. etc.
Employees of the subcontractor [company name]:
1. [forename and surname, personal identification code]
2. etc.
Vehicles:
1. Registration numberMake / model
2. etc.
The contractor is aware that, depending on the result of the background check, the Defence Forces has
the right to restrict the access of persons to the restricted military area of the Defence Forces and that
successfully passing the background check does not guarantee automatic access to the restricted military
area of the Defence Forces.
[Signature]
[forename and surname]
[Position]
ESTONIAN DEFENCE FORCES
FOR INTERNAL USE ONLY
Restrictions on access apply
as of the date the form is completed
and as long as required but no longer than 75 years.
Legal grounds: Public Information Act clause 35 (1) 12)
AUTHORISATION FOR CONDUCTING A PERSONAL BACKGROUND INVESTIGATION ON A NATURAL
PERSON FOR THE PURPOSES OF OBTAINING CLEARANCE
TO ACCESS RESTRICTED MILITARY AREAS OF THE ESTONIAN DEFENCE FORCES
IN ORDER TO PROVIDE SERVICES TO THE ESTONIAN DEFENCE FORCES
(First Name and Last Name)
Personal identification code:
I hereby authorise the Estonian Defence Forces to process my personal data in the manner provided for
in § 41⁵ of the Estonian Defence Forces Organisation Act (hereinafter: EDFOA) in order to obtain
clearance to access restricted military areas for the duration of the validity of the service provision
contract but no longer than five years as of receiving this authorisation.
By giving this Authorisation I acknowledge the following:
1. I have the right to refuse to give my authorisation (clause 416 (2) 1) of EDFOA);
2. I have the right to refuse to provide any information that may result in offence proceedings being
brought against me or people close to me or my domestic partner (clause 416 (2) 2) of EDFOA );
3. I have the right to request the termination of any data collection or queries concerning me (clause §
416 (2) 3) of EDFOA );
4. I have the right to provide explanations for the information collected about me (clause 416 (2) 4) of
EDFOA);
5. if I should refuse to authorise a background investigation or request to terminate data collection or
inquiries, it may constitute grounds for refusal to grant me clearance to access restricted military
areas of the Estonian Defence Forces (subsection 41³ (4) of EDFOA);
6. I have the right to protect my rights by having recourse to the courts, the Chancellor of Justice or the
Data Protection Inspectorate to challenge any decisions made on the basis of information collected
in accordance with section 41⁶ of EDFOA in order to ascertain whether the Estonian Defence Forces
have safeguarded my basic rights and liberties and followed good administrative practice (clause 416
(2) 5) of EDFOA);
7. the Estonian Defence Forces retain the right to restrict my rights with regard to the personal data
being processed (subsections 41¹⁰ (3) and (4) of EDFOA).
(day, month, year) [ signed digitally ]1
1
handwritten signature also allowed
Annex 2 to the agreement - Codification conditions
CODIFICATION CONDITIONS
The conditions apply to the goods to be codified according to the NATO Codification System
(C/NNC/1294/I00615).
The codification office in Estonia is the Centre for Defence Investments, Järve 34a, 11314 Tallinn,
email
[email protected].
1. Requirements
1.1. For the purposes of codification of the goods, the Seller shall at least submit the codification
office the details referred to in the clause 2 in a format that can be reproduced in writing
and at the request of the codification office additional details without delay.
1.2. Codification details do not need to be transmitted if they have been previously transmitted
for the same goods. In this case, the Seller shall inform the codification office of the previous
transmission of the codification details and shall indicate the codification office to which the
details have been submitted.
1.3. The Seller shall submit or coordinate the submission of supplementary information to the
codification office for all modifications, design or drawing changes during the term of the
Agreement.
1.4. The codification office has the right to request additional information from the Seller,
including drawings, standards and specifications and their reference numbers, spare parts
data, product catalogues, user manuals.
1.5. Where the Seller subcontracts the performance of the Agreement, the Seller shall ensure
that the information required for codification is also provided for the subcontracted items.
1.6. The codification office informs the Seller of the completion of the code or the reasons for
refusing to create the code. In the case of goods produced in Estonia, a code shall be
generated within two weeks if sufficient details are available. In the case of goods produced
abroad, the NATO Stock Number shall be created by the codification office of the country
concerned within two months.
2. Details to be provided for the codification of items of equipment for the Estonian Defence Forces
2.1. DETAILS OF THE MANUFACTURING COMPANY (company owning the copyrights to the
goods):
2.1.1. Name;
2.1.2. Address;
2.1.3. Phone number;
2.1.4. Email address;
2.1.5. Website address.
2.2. DETAILS RELATING TO THE GOODS:
2.2.1. The designation of the goods and the name of the manufacturer, if different from
the name of the subject of the Agreement (in Estonian and English).
2.2.2. 13-digit NATO STOCK NUMBER NSN (if known).
2.2.3. Manufacturer’s markings (manufacturer-issued markings (model number), factory
designations and codes; spare part names, markings, designations and codes;
references to product catalogue and user manual).
2.2.4. Supplementary technical documentation (references to drawings, standards,
specifications, if available).
2.3. DETAILS OF THE DATA PROVIDER/CONTACT PERSON:
2.3.1. Name;
2.3.2. Address;
2.3.3. Phone number;
2.3.4. Email address.