This template was issued in …….

If it has been more than a year since this date, please visit the
UNOPS intranet to ensure you are using the most recent version.]

[Comments and instructions are in square brackets and highlighted in grey, and must be deleted
before the document is finalized.]

Contract for Small Services [Contract reference and number]

INSTRUMENT OF AGREEMENT
This Contract is made on the [insert] day of [insert month] 20[insert].

Between
(1) The United Nations Office for Project Services (“UNOPS”), a subsidiary organ of the United
Nations, (“UNOPS”); and

(2) [insert name], a [insert type of company e.g. limited liability] company incorporated under the laws of
[insert name of country] and having its registered address at [address], [insert name of city and country]
(the “Contractor"), together with UNOPS, the Parties.

1. Scope of the Services.

1.1. UNOPS intends to retain the Contractor for the implementation of certain services regarding
[insert summary description of the services].

1.2. The Contractor has represented to UNOPS that it has the appropriate experience, expertise,
licences, and resources to undertake the Services and has agreed to undertake the Services in
accordance with the Contract.

1.3. In reliance on the Contractor’s representations UNOPS has entered into the Contract.

1.4. The Contract sets out the terms and conditions upon which the Contractor will undertake the
Services.

2. Entry into force. Time limits.

2.1. The Contract shall enter into force upon its signature by both Parties.

2.2. The Contractor shall commence the performance of the Services not later than [insert date] and
shall complete the Services [Note to be deleted: choose either (a) “within [insert number of
[calendar/working] days or months] of such commencement” or (b) no later than [date]”.

2.3. All time limits contained in this Contract shall be deemed to be of the essence in respect of the
performance of the Services.

UNOPS v2017.1 1
3. Contract documents.

3.1. The following documents, listed in the order of priority, are deemed to form and be read and
construed as part of the Contract, having superseding effect over any other negotiations and/or
agreements, whether oral or in writing, pertaining to the subject of this Contract:

3.1.1. The Special Conditions included in Annex 1;

3.1.2. The UNOPS General Conditions of Contract for the provision of Services included in Annex 2;
3.1.3. This Instrument of Agreement;
3.1.4. UNOPS’ solicitation document, reference [insert reference number], dated [insert date], and
subsequent amendments and clarifications, not attached hereto but known to and in the
possession of both parties, including the Schedule of Requirements, attached hereto as Annex 3;
3.1.5. The Breakdown of Costs included in Annex 4; [Remove if not relevant]
3.1.6. The Contractors' proposal [reference [insert reference number], dated [insert reference date], as
clarified by the agreed minutes of the negotiation meeting [dated [insert meeting date]], both
documents not attached hereto but known to and in the possession of both parties.

4. Performance of the Services.

4.1. The Contractor shall perform and complete the Services described in Annex 3 with due diligence
and efficiency and in accordance with the Contract.

5. Price and payment.

[Note to be deleted: Select either Option 1 or 2 below and remove the other one]

[Note to be deleted: Option 1 (fixed price)]

5.1. In full consideration for the complete and satisfactory performance of the Services in accordance
with the Contract, UNOPS shall pay the Contractor a fixed contract price of [insert currency and
amount in figures and words].

5.2. The price of this Contract is not subject to any adjustment or revision because of price or
currency fluctuations or the actual costs incurred by the Contractor in the performance of the
Contract.

5.3. Payments effected by UNOPS to the Contractor shall be deemed neither to relieve the
Contractor of its obligations under this Contract nor as acceptance by UNOPS of the Contractor's
performance of the Services.

5.4. UNOPS shall effect payments to the Contractor within thirty (30) calendar days of the date of
receipt of the relevant original invoice, subject to the acceptance by UNOPS of the Services
reflected in the said invoice. Payments will be made by UNOPS by transfer to the bank account
specified by the Contractor in the “oneUNOPS Supplier Profile” form. UNOPS shall bear the
charges imposed by its bank. The Contractor shall bear any other bank charges pertaining to
such bank transfer. The original invoice shall be submitted by the Contractor to the address
specified in clause 6.1 below, upon achievement of the corresponding milestones and for the
following amounts:

UNOPS v2017.1 2
 Milestone Amount Target date

[insert milestone] [insert amount] [insert date]

[insert milestone] [insert amount] [insert date]

[Note to be deleted: Option 2 (cost reimbursement)]

5.1. In full consideration for the complete and satisfactory performance of the Services in accordance
with the Contract, UNOPS shall pay the Contractor a price not to exceed [insert currency and
amount in figures and words].

5.2. The amount contained in clause 5.1 above is the maximum total amount of reimbursable costs
under this Contract. The Breakdown of Costs in Annex [insert Annex number] contains the
maximum amounts per cost category that are reimbursable under this Contract. The Contractor
shall reflect in its original invoices the amount of the actual reimbursable costs incurred in the
performance of the Services.

5.3. The Contractor shall not do any work, provide any equipment, materials and supplies, or perform
any other services which may result in any costs in excess of the amount under clause 5.1 above
or of any of the amounts specified in the Breakdown of Costs for each cost category without the
prior written agreement of the Director, [insert name of Director] RO/OC, UNOPS.

5.4. Payments effected by UNOPS to the Contractor shall be deemed neither to relieve the
Contractor of its obligations under this Contract nor as acceptance by UNOPS of the Contractor's
performance of the Services.

5.5. The Contractor shall submit original invoices for the work done every [insert period of time or
milestones].
OR

5.5. The Contractor shall submit an original invoice for [insert amount and currency of the advance
payment in figures & words] upon signature of this Contract by both Parties and original invoices
for the work done every [insert period of time or milestones].

5.6. Progress and final payments shall be effected by UNOPS to the Contractor within thirty (30)
calendar days of the date of receipt of the relevant original invoice, subject to the acceptance by
UNOPS of the Services reflected in the said invoice. Payments will be made by UNOPS by
transfer to the bank account specified by the Contractor in the “oneUNOPS Supplier Profile”
form. UNOPS shall bear the charges imposed by its bank. The Contractor shall bear any other
bank charges pertaining to such bank transfer. The original invoice shall be submitted by the
Contractor to the address specified in clause 6.1 below, together with whatever supporting
documentation of the actual costs incurred as required under the Breakdown of Costs or as it
may be required by UNOPS. In addition, such payments shall be subject to any specific
conditions for reimbursement contained in the Breakdown of Costs.

6. Notifications.

6.1. For the purpose of notifications under the Contract, the addresses of UNOPS and the Contractor
are as follows:

UNOPS v2017.1 3
For UNOPS:

[Insert name of RO/OC Director]

Director

[RO/OC.....]

UNOPS

Address

Ref.______/______/______

[Insert contract reference and number]

Phone: [Insert phone number]

Fax: [Insert fax number]

Email: [Insert email address]

For the Contractor:

[Insert name, address, phone, and fax/email]

7. Good faith.

7.1. The Parties undertake to act in good faith with respect to each other's rights and obligations
under this Contract and to adopt all reasonable measures to ensure the realization of the
objectives of this Contract.

IN WITNESS WHEREOF, the Parties have caused the Contract to be executed by their respective
duly authorised representatives as of the date first written above:

SIGNED FOR AND ON BEHALF OF:

UNOPS The Contractor

____________________________________
_____________________________
Name: [insert name of authorised signatory of
Name:[insert name of authorised signatory of
The Contractor]
UNOPS]
Title: [insert name in capital blocks]
Title:[insert title in capital blocks]
[insert title in capital blocks]
Date:[insert date]
Date:[insert date]

UNOPS v2017.1 4
ANNEX 1: Special Conditions
[Note to be deleted: The inclusion of Special Conditions must be approved by a UNOPS Legal
Advisor. They should be incorporated in certain circumstances where changes and/or additions to the
UNOPS General Conditions of Contract for the provision of Services or the Instrument of Agreement
are required, either prior to issuing the solicitation documents, or as a result of the response received
from the Contractor during the solicitation process. If the contract has no Special Conditions, insert
here “Not applicable” and remove the content below.]

Part 1 - Amended Clauses

The clauses within the UNOPS General Conditions of Contract for the provision of Services or the
Instrument of Agreement are amended in the following manner. If nothing is stated, then no amended
conditions apply.

No. Clause Number Revised Clause

1
2
3
4
5
…

Part 2 - Added Clauses

The following additional clauses are included in the UNOPS General Conditions of Contract for the
provision of Services or the Instrument of Agreement as specified below. If nothing is stated, then no
additional conditions apply.

No. Clause Number New Clause

1
2
3
4
5
…

ANNEX 2: UNOPS General Conditions of Contract for the provision

of Services
https://www.unops.org/english/Opportunities/suppliers/how-we-procure/Pages/default.aspx

ANNEX 3: Schedule of Requirements

[Add here the Schedule of Requirements]

ANNEX 4: Breakdown of Costs

[Add here the Breakdown of costs. Remove Annex if not relevant]

UNOPS v2017.1 5