General Operational Agreement between the United Nations High Commissioner for Refugees and the United Nations Office for Project Services
|Publisher||UN High Commissioner for Refugees (UNHCR)|
|Author||United Nations Office for Project Services (UNOPS)|
|Publication Date||11 June 1998|
|Cite as||UN High Commissioner for Refugees (UNHCR), General Operational Agreement between the United Nations High Commissioner for Refugees and the United Nations Office for Project Services, 11 June 1998, available at: http://www.refworld.org/docid/3ae6b319c4.html [accessed 21 December 2014]|
The United Nations Office for Project Services (hereinafter referred to as "UNOPS") and the United Nations High Commissioner for Refugees (hereinafter referred to as "UNHCR"), have adopted this General Operational Agreement (hereinafter referred to as "GOA") to establish the terms and conditions for UNOPS to provide services to UNHCR.
1. UNOPS may provide, as requested by and for the account of UNHCR, the following project inputs and, as may be specified, management thereof, for UNHCR projects in accordance with the Financial Regulations and Rules applicable to UNOPS:
· implementation of the totality or components of projects and programmes supported by UNHCR;
· recruitment and administration of project personnel;
· procurement of equipment supplies and commodities;
· implementation of training activities and fellowships;
· contracting of consulting firms and contractors for services and works.
2. UNHCR will normally request UNOPS to provide such project inputs through the form of a UNHCR standard "Exchange of Letters" (hereinafter referred to as "EOL"), a sample of which is attached hereto as Annex 1.
3. UNOPS shall indicate its acceptance by signing and returning a copy of the EOL to UNHCR or otherwise sending its comments in writing, including a counter-proposal if applicable, within two weeks of its receipt. If no reply is received from UNOPS within two weeks, UNHCR may, at its discretion, either grant a time extension (upon request from UNOPS) or seek the relevant services elsewhere without any compensation being due to UNOPS.
4. UNHCR shall normally pay UNOPS support costs at a rate of 9 (nine) per cent of its delivery of project inputs carried out under an EOL. In cases where UNOPS can demonstrate that the actual cost of providing such services significantly exceeds this level, or where the actual cost is significantly lower or UNOPS can achieve economies of scale due to nature or size of the project, a higher or lower reimbursement of support cost will be negotiated prior to signature on an actual cost basis through a specific agreement between UNHCR and UNOPS Headquarters.
5. As part of the support services covered by this GOA and any EOL, UNOPS assumes responsibility for any claims, liabilities or losses of any nature resulting from the gross negligence or willful misconduct of UNOPS, its staff or its agents, in the delivery of support services under a project, UNOPS' responsibility is limited to its own actions and does not include any residual liability.
6. UNHCR shall be responsible for providing UNOPS the funds required, on a timely basis, prior to UNOPS making commitments for the respective project inputs and for the services agreed upon in an EOL, including support costs covering UNOPS services, subject to the provisions specified in paragraph 34 below.
7. UNOPS shall be responsible for the timely provision of project inputs and services, as agreed by the two parties in an EOL.
8. The UNHCR Director of the Division of Operational Support and the UNOPS Chief of the Office in Geneva will meet periodically (in principle once a year) to discuss the result and the overall implementation of this GOA.
9. As might be required, UNHCR's Programme and Technical Support Section shall coordinate with the UNOPS Office in Geneva on technical issues related to EOLs. UNHCR may also invite UNOPS to participate in the formulation of new projects or new phases of ongoing projects for which UNOPS might be requested to provide inputs or full implementation services. In such cases, UNOPS shall be given the opportunity to review and comment on these projects.
10. UNHCR will identify a focal point for the supervision of projects covered by EOLs. Such UNHCR staff will cooperate closely with UNOPS and will supervise any project personnel hired under an EOL, ensuring that any performance and/or reporting requirements are met, and will officially inform UNOPS in the case of non-compliance so that appropriate and timely administrative action can be taken.
ARRANGEMENTS FOR PROJECT PERSONNEL AND CONSULTING FIRMS
11. UNOPS shall, on behalf of UNHCR, select, hire and arrange payment for appropriately qualified and experienced staff in accordance with the UNOPS rules and procedures, including its insurance arrangements. The recruitment of such personnel shall be conducted in consultation with UNHCR and according to criteria agreed with UNHCR to ensure the selection of the most professionally qualified candidates and, as appropriate, following the public announcement of vacancy notices. Recruitment of staff shall be conducted on the basis of equal opportunity for female candidates in order that female staff are available to, inter alia, participate in the planning of project activities in favour of women beneficiaries of the projects. Fees and salary levels will be determined by UNOPS. UNHCR coverage of such fees and salary levels will be limited to budgetary amounts specified in the relevant EOL.
12. Wherever UNOPS is implementing activities under an EOL in a country where UNOPS personnel and persons performing services for UNOPS are not covered by the UNDP Standard Basic Assistance Agreement (SBAA), UNHCR shall make its best efforts to obtain from the Government those privileges and immunities as well as facilities and exemptions as are applicable to personnel and persons performing services for UNHCR in that country.
13. Terms of Reference for any services to be procured must be submitted by UNHCR to UNOPS with adequate lead time to ensure that the required personnel can be recruited in conformity with the workplan, subject to medical and other clearances as appropriate.
14. With respect to engaging consultants, UNOPS, after consultation with UNHCR, may enter into contracts with individual consultants or consulting firms for such project inputs. Selection of such individuals or firms will be undertaken on the basis of competitive bidding. When feasible, contracts should be awarded only after the invitation for, and the assessment of, at least three competitive quotations or bids.
15. UNOPS shall make the arrangements it deems necessary to meet all payments due to such individuals or firms and any other expenses in connection with their assignment in accordance with the budget amounts specified in the relevant EOL. The engaging of national individual consultants shall normally be in accordance with the general scale of remuneration and conditions established by UNDP in the country concerned.
16. In the discharge of their responsibilities in accordance with their respective contractual terms of reference, such individuals or entities hired by UNOPS shall work under the supervision of the person designated by UNHCR and shall cooperate closely with other UNHCR staff, as appropriate, in accordance with the overall directives laid down by UNHCR in consultation with UNOPS. UNOPS shall provide such consultants with appropriate guidance and support on administrative and managerial issues as UNOPS may deem necessary for the successful implementation of the project.
17. The UNOPS Executive Director may, in consultation with UNHCR, delegate to selected UNHCR staff the authority to commit UNOPS for contracting and procurement and/or to disburse funds entrusted to UNOPS (Imprest/Petty Cash), subject to ultimate UNHCR financial responsibility for the actions of such staff in connection with such delegation.
18. UNOPS shall arrange project related duty travel for all project personnel.
ARRANGEMENTS FOR FELLOWSHIPS AND TRAINING
19. UNOPS will, in consultation with UNHCR, implement any fellowships and training requested. Normally, the technical aspects of all training activities (seminars, study tours, etc.) are to be designed and arranged by UNHCR staff. Once complete data on participants' travel and administrative requirements are communicated, UNOPS will make logistical and financial/insurance arrangements.
ARRANGEMENTS FOR THE PROCUREMENT OF GOODS/EQUIPMENT
20. UNOPS will procure goods and equipment requested by UNHCR in accordance with UNOPS policies and procedures. As part of its sourcing activities, UNOPS will consult with UNHCR's Supply and Transport Section (STS) to determine the best procurement strategy. UNOPS procurement will be undertaken on the basis of competitive bidding. When feasible, contracts should be awarded only after the invitation for, and the assessment of, at least three competitive quotations or bids. In no case shall UNOPS be responsible for any costs in respect of any custom duties, levies or charges related to the clearance of such equipment and supplies into a specific country that are not subject to exemption by the Government; UNOPS will debit such costs from the project budget it considers necessary.
21. Detailed specifications of any such goods or equipment to be procured will be submitted by UNHCR to UNOPS with adequate lead time to ensure that the required inputs can be obtained in conformity with the workplan.
OWNERSHIP OF PROJECT EQUIPMENT/INTELLECTUAL PROPERTY
22. Tide and risk on all goods/equipment procured by UNOPS shall pass to UNHCR upon delivery and acceptance by the designated UNHCR official, unless otherwise specified in the relevant EOL.
23. Patent rights, copyright rights, and other similar rights to any discoveries or work resulting from the UNHCR project shall belong to UNHCR in accordance with its policies and procedures in the countries concerned.
FINANCIAL AND ACCOUNTING ARRANGEMENTS
24. Funds received for projects covered under this GOA shall be administered in accordance with the Financial Regulations and Rules applicable to UNOPS. All financial accounts and statements shall be subject exclusively to the internal and external auditing procedures pursuant to such Financial Regulations and Rules.
25. All financial transactions shall be recorded in a separate ledger account established for these projects and expressed in United States dollars. Transactions in currencies other than United States dollars shall be recorded at the official UN rate of exchange at the date of the transaction.
26. Following completion of services, UNOPS shall submit a Final Financial Statement of Expenditure to UNHCR in the format of the UNHCR Final Sub-Project Monitoring Report (Part 1) (sample attached as Annex 2).
27. UNOPS shall charge project budgets for actual costs incurred in accordance with the budget amounts specified in the relevant EOL.
28. Expenditures for individual consultants shall be limited to remuneration, travel, and other costs as may be contained in the contracts with such consultants, and shall conform to applicable UNOPS policies and procedures. UNOPS shall budget for such project inputs on the basis of actual costs. Adjustments in the duration of such consultant contracts shall be made by agreement between UNHCR and UNOPS.
29. Expenditures for contracts with consulting firms or entities shall be specified in the contracts between UNOPS and the respective contractors in accordance with UNOPS policies and procedures, and shall cover all costs arising from such contracts. Adjustments in the duration or scope of such contracts shall be made by agreement between UNHCR and UNOPS.
30. Expenditures for fellowships or other training shall be in accordance with UNOPS policies and procedures relating to fellowships and training. Adjustments with respect to any training components shall be made in agreement between UNHCR and UNOPS.
31. Expenditures for the purchase of equipment and supplies, including insurance and freight, shall be limited to the items requested by UNHCR and shall be carried out in accordance with UNOPS policies and procedures.
32. UNOPS shall prepare, in full consultation with UNHCR, any budget revisions which are deemed appropriate to ensure that the project budget reflects as accurately as possible the likely delivery of project inputs and services. Once the budget revision has been finalized, UNHCR and UNOPS shall sign a revised EOL to formalize the budget revision.
B. Request for Funds
33. A forecast of indicative cash requirements/schedule of installments shall be agreed between UNOPS and UNHCR and will be included in the EOL as required/applicable. Except if otherwise specified in the EOL, UNHCR shall, within ten working days following the signing by UNOPS of the EOL, transfer to UNOPS in US dollars a first remittance to the account designated in the EOL, specifying "UNHCR-project [insert UNOPS project number as per specification stated under UNOPS EOL acceptance signature]".
34. Thereafter, and subject to the availability of funds, UNHCR shall make further remittances commensurate with the progress of the project and in accordance with the project's liquidity status as submitted by UNOPS in the SPMR (Part 1) format (sample attached as Annex 2), certifying that at least 70 per cent of the previous installment has been expended (disbursed and/or obligated) and within ten working days of receipt of such a report.
35. Notwithstanding any other provisions of this GOA, UNOPS shall not be required to commence the provision of project inputs and services until a transfer covering the cost thereof has been received as specified in paragraph 33 above, and UNOPS shall not make disbursements in excess of the funds received.
36. If, due to unforeseen circumstances, there are insufficient budgetary provisions for the inputs and services specified in an EOL, UNOPS shall inform UNHCR accordingly. UNOPS and UNHCR shall then hold consultations with a view to agreeing upon appropriate modifications to the project inputs and/or services so as to ensure, to the extent possible, that funding shall be sufficient to cover all expenses for the provision of such project inputs and services, and in accordance with paragraph 32 above.
37. In addition to the reports specified in paragraphs 26 and 34, UNOPS shall also submit to UNHCR, semi-annual SPMRs (Part 2) and a Final SPMR (Part 2) [sample attached as Annex 3].
A. Insurance Arrangements
38. With respect to insurance arrangements for project inputs and claims related thereto:
(a) UNOPS shall arrange insurance under its standard procedures for fellows, individual consultants, equipment and supplies.
(b) Consulting firms shall be required to make their own insurance arrangements, according to the terms of their respective contracts.
(c) If UNHCR notifies UNOPS of special insurance requirements in respect of project inputs, UNOPS shall endeavour to make appropriate arrangements for obtaining such other insurance, the cost of which shall be debited to the project account.
39. In case of claims of any nature, including loss of or damage to equipment and supplies, UNOPS shall pursue settlement of such claims, and UNOPS liability shall be limited to the proceeds recovered, with the exception of non-recoverable claims, liabilities or losses resulting from gross negligence or willful misconduct of UNOPS, its staff or its agents.
40. With respect to missions:
(a) UNOPS shall be invited to participate in project review meetings organised by UNHCR with the recipient country.
(b) UNOPS will give sufficient advance notice of any missions it intends to undertake to a country for which UNOPS is providing project inputs at the request of UNHCR, and will provide UNHCR with a report on such missions, as appropriate.
(c) UNHCR will give UNOPS sufficient advance notice of any monitoring and evaluation missions for which UNOPS is responsible for providing project inputs, and will provide UNOPS with a copy of relevant reports.
C. Modification, Suspension or Termination of UNOPS Services
41. Any changes to an EOL, including suspension or termination, which would affect the services being rendered by UNOPS in the framework of a specific project will be introduced only subject to prior consultation between UNHCR and UNOPS, and subject to the availability of funds. In case budget decreases are considered, they shall be planned to permit the orderly conclusion of activities, the withdrawal of personnel, funds and property, the settlement of accounts between the parties hereto and the settlement of contractual liabilities that are required and already established in respect of personnel, contractors, consultants or suppliers.
42. In the event that it becomes necessary to either suspend or terminate a particular EOL, UNHCR and UNOPS shall coordinate to ensure the orderly conclusion of activities, the withdrawal of personnel, funds and property, the settlement of accounts between the parties hereto and the settlement of contractual liabilities that are required and already established in respect of personnel, contractors, consultants or suppliers. Any suspension or termination due to force majeure must indicate in writing the nature of the circumstances that may justify cancellation of outstanding obligations assumed by UNOPS for UNHCR as contemplated by Article 1 of this GOA. UNHCR and UNOPS shall agree on the disposition of any outstanding obligations and make arrangements to ensure the availability of funds to cover costs incurred to implement the project activity and its subsequent termination or suspension, including:
(a) support costs on delivery of project inputs;
(b) adequate costs arising from any contractual obligations owed by UNOPS to contractors, suppliers or individuals for the requested project services; and
(c) reasonable additional costs of winding up any UNOPS internal staffing and administrative arrangements made for the implementation of the requested project services.
D. General Provisions
43. This GOA shall enter into force upon signature and will continue in force until terminated under paragraph 45 below.
44. This GOA may be modified or supplemented by written agreement between UNHCR and UNOPS. Any relevant matter for which no provision is made in this GOA, or any controversy between UNHCR and UNOPS, shall be resolved by means of mutual discussion in keeping with the relevant resolutions and decisions of the appropriate organs of the United Nations. Each Party shall also give full and sympathetic consideration to any proposal advanced by the other under this paragraph.
45. This GOA may be terminated by either Party by written notice to the other and shall terminate one hundred twenty (120) days after receipt of such notice.
46. The provisions of this GOA shall survive its expiration or termination to the extent necessary to permit an orderly settlement of outstanding matters including accounts between UNHCR and UNOPS, and, if appropriate, with each government concerned.
47. Nothing in or relating to this GOA shall be deemed a waiver of any of the privileges and immunities of UNOPS or UNHCR.
48. All further correspondence regarding the implementation of this GOA, other than amendments, termination or disputes should be addressed to the Chief of the UNOPS Office in Geneva or to the Director of UNHCR's Division of Operational Support, as applicable.
49. All further correspondence regarding amendments, termination or disputes related to this GOA should be addressed to the UNOPS Executive Director, with a copy to the Chief of the UNOPS Office in Geneva, or to the Director of UNHCR's Division of Operational Support. IN WITNESS WHEREOF, the undersigned, duly appointed representatives of UNHCR and of UNOPS, respectively, have on behalf of UNHCR and UNOPS signed the present General Operational Agreement (GOA) on the dates and at the places indicated below their respective signatures.
On behalf of UNHCR:
On behalf of UNOPS:
Director, Division of Operational Support
11 June 1998
11 June 1998
· Sample Exchange of Letters (Annex 1, 2 pages)
· Sample Sub-Project Monitoring Report (SPMR) Part I (Annex 2,3 pages)
· Sample Format for the (Final) Sub-Project Monitoring Report -Part 2 (Annex 3,2 pages)
SAMPLE EXCHANGE OF LETTERS (EOL)
1. With reference to the General Operational Agreement (hereinafter referred to as "GOA") signed in Geneva on 11 June 1998, the United Nations High Commissioner for Refugees (hereinafter referred to as "UNHCR") hereby proposes to the United Nations Office for Project Services (hereinafter referred to as "UNOPS") to be associated in the implementation of the activities described in paragraph 2 below.
2. Subject to the terms and conditions of the GOA, hereby incorporated by reference, UNOPS shall undertake [description of activities with reference to Annex A - Project Description].
3. UNHCR will make available for the purposes specified in paragraph 2 above the amount of US dollars [in figures] [in words] in accordance with the budget hereto attached as Annex B. Only those expenditures for which provision has specifically been made in Annex B shall be made by UNOPS. The total sum made available to UNOPS by this agreement for the implementation of this programme includes UNOPS management fees at the rate of [insert figure, usually "9"]per cent as per paragraph 4 of the GOA, for a total amount of US dollars [in figures] [in words]. The amount shall, in accordance with UNOPS regulation rules and directives, be utilized by UNOPS for support services provided by UNOPS and any other support services required.
4. Incurring, recording, reporting and auditing of the expenditures shall be subject to UNOPS financial regulations, rules and practices.
5. All correspondence and financial/narrative reports shall bear the project symbol [insert UNHCR sub-project symbol]. UNOPS shall maintain separate records of the expenditures and shall collect and keep readily accessible such financial information and documentation to which it has access on the progress and implementation of the activities described in paragraph 2 above and the use made of the UNHCR contribution.
6. The activities described in paragraph 2 above shall be deemed to have commenced on [date] or upon receipt of the first installment from UNHCR, whichever comes later, and shall terminate on [date].
7. Any outstanding obligations on [date] shall be liquidated by [date]. Any unspent balance shall be refunded to UNHCR by [date].
8. UNOPS shall provide to UNHCR no later than [date] a Final Financial Statement of Expenditure [Final SPMR (Part 1)] showing how the funds have been spent, together with a brief narrative report [Final SPMR (Part 2)] on actual achievements against those planned, and an explanation on how the relevant objectives have been met.
9. UNHCR will not be liable to indemnify any third party in respect of any claim, debt damage or demand arising out of the implementation of the activities described in paragraph 2 above and which may be made against UNOPS due to the fault or negligence of UNOPS staff or agents.
10. UNHCR will not accept liability for compensation for the death, disability or the effects of other hazards which may be suffered by employees of UNOPS or any other sub-contractor as a result of their employment on work which is the subject matter of this Exchange of Letters.
11. Allegations of gross negligence or willful misconduct of UNHCR or UNOPS staff shall be addressed jointly by the High Commissioner and the Executive Director of UNOPS.
12. UNHCR will not be liable for, nor shall UNOPS be required to make, any expenditure in excess of the funds made available under this Exchange of Letters except whereby this Exchange of Letters shall be modified in writing by mutual agreement.
13. If, during the period covered by this Exchange of Letters, it is considered advisable to revise or vary any terms of this Exchange of Letters, then such revision or variation shall only be made with the written consent of the parties hereto and prior to the termination date specified in paragraph 6 above.
14. Within ten working days following the signing by UNOPS of this Exchange of Letters, UNHCR shall transfer to UNOPS the amount of US dollar [in figures] [in words]. Thereafter, and subject to the availability of funds, UNHCR shall make further remittances commensurate with the progress of the project and in accordance with the project's liquidity status as submitted by UNOPS in the SPMR (Part 1) format, certifying that at least 70 per cent of the previous installment has been expended (disbursed and/or obligated) and within ten working days of receipt of such a report. Further installments are expected to be due as follows: [insert schedule of installments].
The transfers have to be made to the UNOPS account number 323-846017 at the Chase Manhattan Bank New York, N.Y., ABA number 0210-00021 in US dollars, specifying "UNHCR- project [insert UNOPS project number as per specification stated under UNOPS EOL acceptance signature]".
15. I trust that you will find the above terms acceptable, and look forward to continuing joint cooperation between our two agencies. I would be grateful if you would agree to the terms of this Exchange of Letters by signing and returning the enclosed copy.
On behalf of UNHCR:
[signature, name, tide, place, date]
On behalf of UNOPS, I hereby agree to the terms of the above letter:
[signature, name, tide, place, date]
Please refer in all financial documents and transfer of funds related to this project the following UNOPS Project Number: [insert UNOPS Project Number].
SAMPLE FORMAT FOR THE (FINAL) SUB-PROJECT MONITORING REPORT (SPMR) - PART 2
Description of the (sub-)project objective(s) and a concise review of progress achieved in meeting the planned objectives. Evaluation of whether the overall objective of the (sub-)project was/is appropriate and relevant. As relevant description of progress achieved in terms of durable solutions for the project beneficiaries.
Description of Beneficiaries
Comparison of the actual number of beneficiaries assisted against the planned number. As relevant, description of the demographic profile of the beneficiaries and any changes thereto during the (sub-)project duration. As applicable, note important lessons learned about the composition, profile, culture, daily activities, resources, etc. of the beneficiaries during the (sub-)project implementation that should be taken into account in future assistance activities in order to better target assistance.
Brief explanation to indicate if procedures were implemented according to plan, and any modifications made during the course of the (sub-)project. Evaluation of (sub-)project coordination mechanisms and suggested means of avoiding any problems encountered. Note lessons learned about how best to implement this type of (sub-)project that can be applied elsewhere.
As applicable, description of any other inputs for the same beneficiaries which were not funded by UNHCR, and the impact of these.
Description of Assistance
For each sector-activity included in the (sub-)project description, an explanation of actual against planned achievements, using the performance indicators and means of verification in the (sub-)project description. Where the sector-activity was not (or only partially) met, identify reasons for delays or failures. Note any corrective action taken. Specify details and impact of any activities for refugee women and children and on the environment. Provide any relevant information about lessons learned during implementation. Include answers to the following questions:
· What has actually been achieved during the (sub-)project implementation period and how does it compare with planned achievements?
· If actual achievements were different from planned achievements, what caused the delay or failure?
· Were the performance indicators and means of verification appropriate and relevant to the sector activity's planned achievements? Was information systematically gathered to measure the ongoing progress in the (sub-)project implementation? If not, what lessons have been learned that can be applied to future (sub-)projects of this type?
· Were the activities an appropriate and efficient means for meeting the planned achievements and the sector (if relevant) and (sub-)project objectives? If not, how were they adapted during the course of (sub-)project implementation? What lessons have been learned regarding activities/means of achieving objectives that can be applied to future (sub-)projects?
· Was the implementation timely and in accordance with established workplans? If not, what caused the delay and can such delays be avoided in the future?
· What extraordinary steps, if any, were taken during the (sub-)project Implementation to ensure achievement of objectives?
· How was the (sub-)project monitored and controlled and, on the basis of these mechanisms, was corrective action taken?
· What was the impact of this sector-activity on women? On children? On other categories of beneficiaries with special needs? On the environment?
Overall (Sub-)Project Evaluation/Impact
Was the (sub-)project a success? What is the likely long-term impact? Is it sustainable? What overall lessons have been learned?