Tender Document for. Business Advocacy Fund BAF III, Phase III, Kenya. Contract Notice Number: 2016/S Reference file number:

Transcription

1 Tender Document for Business Advocacy Fund BAF III, Phase III, Kenya Contract Notice Number: 2016/S Reference file number: March/2016

2 INSTRUCTIONS TO TENDERERS Introduction Eligibility of the Tenderer The Tender Dossier Preparation of the Tender Submission of the Tender Tender Opening Tender Evaluation Award... 9 CRITERIA AND METHOD OF EVALUATION LETTER OF TENDER SCHEDULES OF TENDER AGREEMENT GENERAL CONDITIONS PARTICULAR CONDITIONS APPENDIX 1 - SCOPE OF SERVICES APPENDIX 2 PERSONNEL, EQUIPMENT, FACILITIES AND SERVICES OF OTHERS APPENDIX 3 - REMUNERATION AND PAYMENT APPENDIX 4 - FORM OF ADVANCE PAYMENT SECURITY... 63

3 Tender for [Name of Program/Component/Project] Page 3 of 64 INSTRUCTIONS TO TENDERERS 1. Introduction 1.1 These Instructions to Tenderers relate to a Contract Notice published on TED (Tenders Electronic Daily), the online version of the 'Supplement to the Official Journal of the European Union', dedicated to European public procurement. 1.2 The Tender Dossier comprises: (i) (ii) (iii) (iv) Instructions to Tenderers and Criteria and Method of Evaluation. Forms for Letter of Tender and Schedules of Tender (Tenderer's Technical Schedules and Schedule of Prices). Agreement, General Conditions, Particular Conditions Parts A and B, Appendix 1 Scope of Services, Appendix 2 - Personnel, Equipment, Facilities and Services of Others, and Appendix 3 - Remuneration and Payment, the latter comprising Schedule of Prices, Terms of Remuneration, Conditions for Project-related Expenses, and Terms of Payment. European Standard Procurement Document (ESPD) (separate document) The Instructions to Tenderers prescribe the procedures to be followed until the Client either enters into an agreement with the Tenderer or advises him that the Client does not intend to do so. These Instructions should not form any part of the Tenderer's Tender. 1.3 The Tenderer shall bear all costs incurred in the preparation and submission of its Tender, including visits, interviews, meetings of clarifications and other actions mentioned in or implied by these Instructions. The Client will not be responsible or liable for such costs, regardless of the conduct or outcome of the tendering process. 1.4 The Client will enter into a contract with the eligible Tenderer having presented the most economically advantageous Tender based on the established Criteria and the Method of Evaluation. The Client reserves the right to cancel the contract award procedure due to any objective reason, without incurring liability to any Tenderer and the Tenderers being entitled to claim any compensation. If a contract award procedure is cancelled, all Tenderers will be notified as soon as possible in writing of the objective reasons for the cancellation. 1.5 Tender procedures are subject to the law of Denmark and the rules applicable hereunder. 2. Eligibility of the Tenderer 2.1 The Tenderer shall notify the Client, as soon as practicable, of any change in the information submitted, including changes in the composition of the Tenderer or the legal status and place of establishment, on grounds for exclusion, economic and financial standing, and technical and professional ability of the Tenderer or its members. Any change in the composition of the Tenderer may lead to disqualification of the Tenderer from participation in the Tender and award of contract. 2.2 If the Tenderer is a joint venture, consortium or other unincorporated grouping of two or more entities (here called a Joint Venture) the following shall apply: (i) The tender shall be signed by all members of the joint venture.

4 Tender for [Name of Program/Component/Project] Page 4 of 64 (ii) The members shall attach to the tender a letter of intent including - a statement that the members of the joint venture will undertake, jointly and severally, the obligations of the joint venture under the contract if awarded, - a statement that members of the joint venture appoints and authorise the lead member with authority to bind the joint venture, and to act on its behalf in all matters in connection with or arising out of this Agreement, - a statement that the composition or constitution of the joint venture shall not be altered without prior written consent by the Client - the members shall establish a common Quality Assurance and Business Integrity Management System. 2.3 Any legal entity may only submit one tender. 2.4 A Tenderer shall not be eligible for the assignment if the Tenderer, or if the Tenderer is a joint venture, one of its members, faces any of the obligatory exclusion grounds listed in 135 and 136 of the Danish procurement law (EU Directive 2014/24/EU, article 57(1)-(3), and article 57 (4)(e),(f) and (h)) or the voluntary exclusion ground stated in 137, stk. 1, no. 2 of the Danish procurement law (EU Directive 2014/24/EU, article 57 (4) (b).). In addition, the Tenderer must also meet the minimum criteria stated for economic and financial standing and technical and professional ability in the Contract Notice, section III.1.2) and III.1.3). 2.5 Tenderers shall not derive a competitive advantage from having provided consulting services related to the assignment in question. To that end, the Client shall provide to all Tenderers all available information that would in that respect give a Tenderer a competitive advantage over the other Tenderers. 2.6 If a Tenderer proposes a sub-consultant, a joint letter with sufficient details of the arrangement must be included in the Tender. If, in the opinion of the Client, the selection of sub-consultants within specific fields of expertise is limited, the Client may oppose exclusive agreements with sub-consultants, be they organisations or individuals (agreements that prohibit the sub-consultant from entering into agreements with other Tenderers). Any possible restrictions on subcontracting are stated in the Contract Notice, section VI.3). 3. The Tender Dossier 3.1 The Tender shall be responsive to the complete Tender Dossier which comprises the documents listed in Clause 1 above and any Addenda to the Tender Dossier which may be issued as described in this Clause 3. The Tenderer shall scrutinize each document, and shall promptly give notice to the party who issued the document, of any pages that appear to be missing. 3.2 The Tenderer must carefully examine documents of the Tender Dossier. Failure to comply with these Instructions or with any other tendering requirements will be at the Tenderer s risk. 3.3 If the Tenderer requires any clarification of the Tender Dossier, he shall give notice to the contact point(s) as stated in section I of the Contract Notice. The notice must be in writing in the language as specified in section IV.2.4) of the Contract Notice. Requests that cannot be answered six days before the Tender Submission Date will not be answered. 3.4 The Client will respond to the notice by issuing:

5 Tender for [Name of Program/Component/Project] Page 5 of 64 (i) (ii) the text of the question or request for clarification and the clarification. This response shall be in writing and shall give no indication of the identity of the Tenderer who requested the clarification. Requests for clarification and responses will be uploaded to the Client s homepage (link listed under section I of the Contract Notice). It is the responsibility of the Tenderer to obtain clarifications issued by the Client. 3.5 If amendments are made to the Tender Dossier the Client will issue an addendum to the Tender Dossier. Each addendum to the Tender Dossier will be posted as mentioned in 3.4 above and on the website of the Contract Notice on TED - Tenders Electronic Daily (under Document Family ). It is the responsibility of the Tenderer to obtain clarifications issued by the Client. Each addendum shall be binding upon the Tenderers. It is the responsibility of the Tenderer to obtain addenda issued by the Client. 3.6 At any time the Client may issue an addendum to the Tender Dossier that postpones the Tender Submission Date. In this event, all rights and obligations of the Client and the Tenderers previously related to the original date shall thereafter be subject to the amended date. Individual meetings or communications (except for requests for clarifications) by the Tenderers with the Client or the Recipient are not allowed. 4. Preparation of the Tender 4.1 The Tenderer should obtain for himself, on its own responsibility, all information, which may be necessary for preparing the Tender and entering into the Agreement. 4.2 The Client shall not be bound by any oral presentations whether by the Recipient or by others. 4.3 The Tender and all communication between the Tenderer and the contact point(s) as stated in section I of the Contract Notice shall be in the language as specified in section IV.2.4) of the Contract Notice. Supporting documentation submitted by the Tenderer may be in another language if he also submits an appropriate translation of all its relevant passages into this ruling language. 4.4 The Tender Documents to be submitted by each Tenderer shall comprise: (i) (ii) (iii) Filled in and signed European Standard Procurement Document(s) (ESPD) Letter of Tender Schedules of Tender Schedule 1, Comments to Appendix 1 Schedule 2, Description of Approach, Work Plan and Detailed Tasks, Reporting, Organization, outline QA Plan, and outline Business Integrity Management Plan Schedule 3, List of Key Personnel including brief CV s Schedule 4, Implementation Plan and Personnel Assignment Chart (iv) Schedule of Prices, as listed in Appendix The Tender Dossier issued to the Tenderer, including any amendments instructed in an Addendum to the Tender Dossier, shall be used without further changes.

6 Tender for [Name of Program/Component/Project] Page 6 of The Tenderer shall also submit the supplementary documentation listed in the Letter of Tender. 4.7 All duties, taxes, VAT, and other levies applicable for the contract in question payable by the Consultant in relation to the performance of the Agreement, or for any other cause, shall be included in the rates, prices and total Tender Price submitted by the Tenderer, and the evaluation and comparison of Tenders by the Client shall be made accordingly. The duties, taxes, and other levies shall be those prevailing 28 days prior to the Tender Submission Deadline. It is the responsibility of the Tenderer to acquaint himself fully with the tax and excise laws in force in the Recipient Country prior to the submission of the Tender. 4.8 All prices and unit rates quoted in the Schedule of Prices shall be in Danish Kroner. 4.9 It is emphasized that the Client will not engage in traditional negotiations with the Tenderers regarding the tenders submitted. Hence, no contract or price negotiations as such shall be conducted and, therefore, the Tenderers should ensure that the wording of their tenders allows the contract to be concluded without prior negotiations between the tenderer and the contracting authorities. It is thus of the utmost importance that the tenders are comprehensive and consider all relevant issues, contain all necessary information, and are precise in every respect. 5. Submission of the Tender 5.1 The Tenderer shall prepare Tender Sets in accordance with the Contract Notice and the instructions hereunder. 5.2 The Tenderer shall prepare the ESPD(s) and the technical part in one original, one copy, and as PDF files, each not exceeding 8 MB, on one CD-ROM/USB, all in one envelope marked Technical Part. The Tenderer shall prepare the price part in one original, one copy and as a PDF file on one CD-ROM/USB, all in one envelope marked Price Part. Both envelopes shall be sealed properly and packed in one outer envelope or parcel. 5.3 The original of the Tender shall be signed by a person or persons duly authorised to bind the Tenderer. If the Tenderer is a joint venture, the Tender must be signed by all members of the joint venture. 5.4 The inner and outer envelopes shall be addressed to the Client at the address and to the person as specified in the Contract Notice and shall bear the following identification: "Tender for (name of assignment and reference number as stated in the Contract Notice, Section II.1.1)) - DO NOT OPEN" The outer and inner envelopes shall indicate the name and address of the Tenderer. 5.5 If a Tender is misplaced or opened prematurely because an envelope was not sealed and marked as instructed above, the Client shall not be responsible and the Tender may be rejected. 5.6 The originals, the copies and the CD ROMs / USB Memory Sticks of the Tender must be delivered to the address as specified in the Contract Notice no later than the time, on the Tender Submission Date, as stated in the Contract Notice or as amended in accordance with Clause 3.6. Tenders received by the Client thereafter will not be considered. 5.7 The Tenderer may modify or withdraw its Tender after submitting it, if the modification or notice of withdrawal is received in writing before such prescribed time for submission of Tenders but not thereafter.

7 Tender for [Name of Program/Component/Project] Page 7 of A Tender submitted other than as described in this Clause 5 may be rejected by the Client. 5.9 The Tender shall remain valid and open for acceptance for the period of 60 days from the Tender Submission Date. Prior to this expiry date the Client may by written notice request the Tenderer to extend the validity period. The Tenderer may refuse the request, but shall not modify its Tender other than by extending its validity. 6. Tender Opening 6.1 Tenders and other submissions, which are in accordance with Clause 5 of these Instructions, will be opened by the Tender Committee Chairperson immediately after the expiry of the time limit for receipt of tenders. The Tenderers representatives will not be present at the opening. The envelopes with the price parts shall not be opened until the evaluation of the technical parts have been completed. 6.2 Tenders for which the Client has received a valid notice of withdrawal in accordance with Clause 5 of these Instructions shall not be opened. 6.3 The Client will examine the technical parts to determine whether they appear to be complete, properly signed, and generally in order. 6.4 After the opening of Tenders, information relating to the examination, clarification, evaluation, and comparison of Tenders, and recommendations concerning award of the assignment shall not be disclosed to Tenderers or other persons not officially concerned with the tendering process. Any effort by a Tenderer to influence the Client in these processes may result in the rejection of the Tenderer s Tender. 7. Tender Evaluation 7.1 Using the Tenderer s submitted ESPD(s), the Client will determine whether the Tenderer meets the requirements for eligibility as specified in section III.1.2), III.1.3) and IV.3). of the Contract Notice. If a Tenderer, or in the case of a joint venture, any of its members, meets any of the grounds for exclusion listed in the Danish Procurement law 135, stk. 1 and 3, and 137 stk. 1, no. 2. (EU Directive 2014/24/EU, article 57 (1), article 57 (2), and article 57 (4)(b)), or if the Tenderer does not meet the minimum requirements listed in the Contract Notice, it shall be rejected by the Client. 7.2 The Client will determine whether each Tender is substantially responsive to the requirements of the Tender Dossier. If a Tender is not substantially responsive to the requirements of the Tender Dossier, it may be rejected by the Client. A substantially responsive tender is a tender compliant with all the terms, conditions, and specifications of the Tender Dossier without material deviation or reservation. A materiel deviation or reservation is one which affects in any substantial way the scope, quality, or performance of the Services, or which limits in any substantial way, inconsistent with the Tender Dossier, the Client's rights or the Tenderer's obligations under the Agreement, and the rectification of which deviation or reservation would affect unfairly the competitive position of other Tenderers presenting substantially responsive Tenders. 7.3 The Client will only evaluate and compare the tenders that have been determined to be eligible and substantially responsive to the requirements of the Tender Dossier. The evaluation of the

8 Tender for [Name of Program/Component/Project] Page 8 of 64 Tenders will be based upon the principles and criteria outlined in the Criteria and Method of Evaluation annexed to these Instructions. Unless specifically stated, no criterion will take precedence over any other criterion, and the Tender evaluation shall be based on an overall consideration, in accordance with the specifications in Criteria and Method of Evaluation. The Tenderer shall, on request of the Client, make candidate(s) for position(s) of principal Key Personnel available for interview by the Client at no cost to the Client. Interviews of Key Personnel will be carried out on completion of the evaluation of the technical parts but before opening the price parts. The expected date and venue for the interview of the Key Personnel is stated in the Contract Notice (VI.3). In due course detailed information on the timing of the interview will be forwarded. If a Tenderer s Key Personnel is unable to attend the appointment, its Tender will be eliminated from the evaluation process. The purpose of the interview is to verify the information given in the curriculum vitae of the Key personnel in relation to the Criteria for Evaluation and the profile of the Key Personnel as specified in the Terms of Reference. On completion of such interviews, the Client will, without modifying the criteria or the weighting used in the technical evaluation, decide whether it is necessary to adjust the rating of the Key Personnel interviewed. The evaluation of the technical parts shall be completed before opening the envelopes with the price parts. 7.4 Only price parts of Tenders where the technical parts meet the minimum requirements to the technical part will be included in the overall evaluation. Such price parts will first be checked by the Client for any arithmetic errors in computation and summation, and any errors will be corrected as follows: (i) (ii) (iii) If there is any discrepancy between amount in figures and in words, the amount in words will take precedence. If there is a discrepancy between the Total Price entered and the equivalent sum computed on the basis of the breakdowns, the Total Price shall be adjusted to the sum computed on the basis of the breakdowns. If there is a discrepancy between a stated amount and the correct amount calculated by multiplying the stated unit rate by the quantity, the stated amount shall be adjusted to the correct amount and the Total Price adjusted correspondingly. The Tenderer may be notified of these corrections and if the Tenderer does not accept these adjustments as notified, its Tender may be rejected. Tenders, where the Total Price as quoted in the Schedule of Prices exceeds the maximum budget as stated in the Contract Notice section II.2.4, shall be rejected. 7.5 For the purpose of evaluating Tenders, the Client will determine for each Tender the evaluated price by making any correction for errors as described above. 7.6 To assist in the examination, evaluation and comparison of Tenders, the Client may ask any Tenderer for clarification of its Tender, including breakdowns of unit rates and sums. The request for clarification and the response shall be in writing. No change in the price or substance of the Tender shall be sought, offered or permitted except as required to confirm the correction of arithmetic errors discovered by the Client during the evaluation of the Tenders.

9 Tender for [Name of Program/Component/Project] Page 9 of Before announcing the results of the evaluation, the Client will require that the Tenderer to whom it intends to award the contract presents documentation for the information given in the ESPD regarding the exclusion grounds listed in the Danish Procurement law 135, stk. 1 and 3, and 137 stk. 1, no. 2. (EU Directive 2014/24/EU, article 57 (1), article 57 (2), and article 57 (4)(b)), and the minimum requirements to economic and financial standing as stated in the Contract Notice. For Danish entities, compliance documentation can be in the form of a Service attest. Entities from other EU member countries may identify the relevant certificate(s) using the online e-certis, if it is updated. Where the country in question does not issue such documents or certificates, or where these do not cover all the cases specified, they may be replaced by a declaration on oath or, in countries where there is no provision for declarations on oath, by a solemn declaration made by the person concerned before a competent judicial or administrative authority, a notary or a competent professional or trade body, in the country of origin or in the country where the economic operator is established. Unless information regarding the Tenderer s turnover is publicly and electronically accessible free of charge, the documentation for the turnover quoted in the ESPD should be in the form of financial statements or extracts from the financial statements or a statement of the entity s/entities overall turnover, certified by a chartered accountant or certified public accountant. 7.8 If, before entering into the Agreement, any of the Key Personnel proposed in the Tender is no longer available, the Tenderer shall inform the Client immediately. Such occurrence is considered a serious default, and the tendering procedure in respect of the Tenderer in question and meetings of clarifications with this Tenderer may be terminated by the Client without the Client thereby incurring any liability to the Tenderer. 8. Award 8.1 The Client intends to award the contract to the Tenderer whose compliant Tender has been determined to be responsive to the Tender Dossier and has achieved the highest total score in the evaluation, provided that the Tenderer still has the capability and resources to carry out the Services effectively. The Client reserves the right to cancel the contract award procedure due to any objective reason, without incurring liability to any Tenderer and the Tenderers being entitled to claim any compensation. If a contract award procedure is cancelled, all Tenderers will be notified as soon as possible in writing of the objective reasons for the cancellation. 8.2 The economically most advantageous Tenderer may be invited to participate in meeting(s) with the Client to clarify outstanding issues and finalize an Agreement, and the Client will arrange for minutes of such meetings to be prepared and agreed with the Tenderer. The minutes of the meeting will be part of the basis upon which the agreement is to be concluded. 8.3 The agreed minutes shall be binding on the Tenderer as an acceptable clarification of its Tender until its validity expires, and shall be wholly subject to the formal Agreement, and shall not bind the Client nor commit him to entering into any agreement under any terms. 8.4 Subject to approval of the funding by the relevant appropriation authorities, the Client and the Tenderer shall sign the formal Agreement. The Contract shall not be concluded until the expiry of a stand-still period of 10 calendar-days following the Client s electronic notification of all

10 Tender for [Name of Program/Component/Project] Page 10 of 64 Tenderers of the award of the contract, or 15 calendar days following the Client s notification of the award by letter. 8.5 Once the standstill period has expired, the winning Tenderer shall prepare and submit the contract document electronically to the Client for approval before signing. The Contract Document consists of the filled in Agreement (included in this Tender Document) and the documents listed under 2 of the Agreement. The documents should be inserted in the order they are listed. If the Tenderer is an association as a joint venture, the joint venture agreement should be included as well. 8.6 The Client does not intend to issue a Letter of Acceptance as described in the General Conditions; therefore, the Agreement shall become effective on the date of the latest signature necessary to complete the formal Agreement. 8.7 No offer, payment, consideration, or benefit of any kind, which constitutes illegal or corrupt practice, shall be made, either directly or indirectly, including bribery of foreign public officials, as an inducement or reward in relation to: (i) (ii) (iii) the tendering, the award of the assignment, or the implementation of the Agreement. Any such practice will be grounds for the immediate cancellation of the Agreement and for such additional actions (civil and/or criminal) as may be appropriate. At the discretion of the Ministry of Foreign Affairs of Denmark, a further consequence of any such practice can be the definite exclusion from any further tendering for Danida-funded projects.

11 Tender for [Name of Program/Component/Project] Page 11 of 64 CRITERIA AND METHOD OF EVALUATION Tenders shall be evaluated using the most economically advantageous tender criterion with a weight of 85% given to the technical part and a weight of 15% given to the price part (fees and project-related expenses, but excluding amounts fixed by the Client budget line B 4, and as defined in the Appendix 3 to the Agreement.) The following criteria shall be used as a basis for evaluation of technical proposals: Technical Quality 1 30% Approach and methodology 50% Work plan 20% Organization 15% QA and BIMP 10% Reporting 5% Qualification and competence of Key Personnel 2 70 % Title Fund Manager 40 % General qualifications 20 % Adequacy for the assignment 60 % Experience in the region and language 20 % Title Senior BMO Capacity Building Officer 20 % General qualifications 20 % Adequacy for the assignment 70 % Experience in the region and language 10 % Title BMO Capacity Building Officer 15 % General qualifications 20 % Adequacy for the assignment 70 % Experience in the region and language 10 % Title Financial Controller (Accountant) 10 % General qualifications 40 % Adequacy for the assignment 50 % Experience in the region and language 10 % Title Grant Officer 8 % General qualifications 20 % Adequacy for the assignment 70 % Experience in the region and language 10 % Title IT Communication Specialist 7 % General qualifications 40 % Adequacy for the assignment 50 % 1 Description of Approach and Methodology, Work Plan and Detailed Tasks, Organisation, outline QA Plan, outline Business Integrity Management Plan, Reporting, etc. as specified in schedule 2. 2 The required qualifications and experience are specified in Appendix 1 Scope of Services. Key Personnel mean any professional Personnel as defined in Particular Conditions, Part B, Clause

12 Tender for [Name of Program/Component/Project] Page 12 of 64 Experience in the region and language 10 % Total technical part 100 % Weighted technical part 85 % Weighted price part 15 % Total technical and price part 100 % The level of responsiveness for each criterion and sub-criterion shall be rated on a scale using the following discrete grades poor: 40 points satisfactory: 70 points good: 90 points very good: 100 points The rating of each criterion and sub-criterion shall then be weighted and added to give the total score. The Tender shall be rejected if the technical part fails to achieve a minimum score of [75] out of 100. The Tender with the lowest evaluated price (cfr. Instructions to Tenderers, clause 7, Tender Evaluation) will be given a score of 100 points and the other Tenderers' evaluated prices will be given scores inversely proportional. The total score of the Tender shall be obtained by weighting and adding the technical and price scores. The Tenderer with the Tender obtaining the highest total score shall be invited to finalize a contract agreement. For guidelines on which the evaluation is based, see World Bank "Consulting Services Manual, a Comprehensive Guide to Selection of Consultants" of which Chapter 17 gives a good description of "Evaluation Practices of Technical Proposals". The manual is available on The technical evaluation of the tender will attach importance to its presentation, i.e. that it is clear and concise, whether the proposed approach and methodology appears solid and adequate to meet the objectives of the assignment, and whether it reflects the Tenderer s knowledge and experience, and that the tasks can realistically be completed within the time frame given. Furthermore, when relevant, the evaluation will consider whether potential challenges or special issues have been identified, and whether the solutions for overcoming these are satisfactory. The evaluation will also assess whether the work plan and organisation are clear, efficient and well thought through. Finally, the evaluation will consider

13 Tender for [Name of Program/Component/Project] Page 13 of 64 whether the tender proposes a clear system for ensuring satisfactory QA and BIM, and a well defined detailing of the reporting. The evaluation of qualification and experience of key personnel will focus on the degree to which they meet the evaluation criteria set up in the Terms of Reference.

14 Tender for [Name of Program/Component/Project] Page 14 of 64 LETTER OF TENDER (To be printed on the Tenderer s official letter head, and addressed to the Contact Point stated in the Contract Notice I.1) Contract Notice: (insert Contract Notice number) Subject: (insert title as stated in Contract Notice II.1.1) We hereby submit our Tender and ESPD(s) with reference to the above mentioned Contract Notice. (if this Tender is being submitted by a group of entities, hereinafter called a Joint Venture, insert the following: This Tender is being submitted by the following entities in Joint Venture: Lead member name and address Name(s) and address(es) of other members of the Joint Venture The members of the joint venture have authorised the Lead Member with authority to bind the joint venture and to act on its behalf in all matters in connection with or arising out of the Tender. The composition or constitution of the Joint Venture shall not be altered without prior written consent by the Client. The members of the Joint Venture shall be jointly and severally bound by this Tender and (if accepted) the Agreement. A letter of intent to enter into a joint venture signed by all the members is attached to the Tender.) We accept that our Tender may not be considered if we in the opinion of the Ministry of Foreign Affairs fail to meet the criteria for eligibility, including the minimum requirements as specified in section III.1.2) and III.1.3) of the Contract Notice for this contract. We have examined the Agreement, the General and Particular Conditions, Appendix 1 Scope of Services, Appendix 2 - Personnel, Equipment, Facilities and Services of Others, Appendix 3 - Remuneration and Payment, and the Addenda Nos. (insert identification of addenda) for the abovenamed assignment. We accordingly offer to execute the Services in conformity with all these documents and this Tender including the Schedules of Tender for the Total Price as stated in the Schedule of Prices. We agree to abide by this Tender for a period of 60 days from the Tender Submission Date, and that it shall remain binding upon us and may be accepted at any time before that date. We undertake, if our Tender is accepted, to commence and complete the Services within the periods stated in the Particular Conditions of the Contract. We accept that any significant change in the information submitted with this letter may disqualify us from participation in the Tender and award of contract. We undertake to notify the Client, as soon as practicable, of any change in this information. We also accept that you have the right to cancel the tender process or reject any or all Tenders at any

15 Tender for [Name of Program/Component/Project] Page 15 of 64 time prior to the award, without thereby incurring any liability to the affected Tenderer or Tenderers. Date: Authorized signature(s) of Tenderer (if a joint venture, authorized signatures of all members): Attachments: 1. Joint Venture letter of intent, if applicable. 2. European Standard Procurement Document (filled in and signed) and the Technical proposal both submitted in one original, 2 copies, and as PDF files, each not exceeding 8 MB, on one CD ROM / USB MEMORY STICK. 3. Price proposal, submitted in a separate envelope, in one original, 2 copies, and as PDF files, each not exceeding 5 MB, on a CD ROM / USB MEMORY STICK. 4. Power of attorney.

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17 Tender for [Name of Program/Component/Project] Page 17 of 64 SCHEDULES OF TENDER The Tenderer's Schedules of Tender shall include as APPENDIX 1.1: Schedule 1 - Comments to Appendix 1 Scope of Services and Appendix 2 - Personnel, Equipment, Facilities and Services of Others Schedule 2 - Description of Approach, Work Plan and Detailed Tasks, Reporting, Organization, outline QA Plan, and outline Business Integrity Management Plan Schedule 3 - List of Key Personnel, Task Assignment Chart and CV's for all Key Personnel and other professional personnel at the home office assigned as Project Director, Quality Manager and Auditor, Business Integrity Manager and Letter of Availability for Key Personnel not permanently employed by the Tenderer or any of its sub-consultants Schedule 4 - Outline Implementation Plan and Personnel Assignment Chart

18 Tender for [Name of Program/Component/Project] Page 18 of 64 Schedule 1 - Comments to Appendix 1 Scope of Services and Appendix 2 - Personnel, Equipment, Facilities and Services of Others (To be prepared by the Tenderer and should be limited to maximum [2] pages (maximum 4000 keystrokes per page) of relevant and specific comments to the appendices mentioned - a discussion of the "understanding of the Terms of Reference" or "appreciation of the program/component/project" is not required and will not be considered or credited. This schedule should clearly list all comments including suggestions to the Appendix 1 - Scope of Services and Appendix 2 - Personnel, Equipment, Facilities and Services of Others. Comments or suggestions may not be phrased in such a way that they constitute reservations to the Scope of Services.)

19 Tender for [Name of Program/Component/Project] Page 19 of 64 Schedule 2 - Description of Approach and Methodology, Work Plan and Detailed Tasks, Organisation, outline QA Plan, and outline Business Integrity Management Plan, Reporting (To be prepared by the Tenderer and should be limited to a maximum of 10 pages (maximum 4000 keystrokes per page). This schedule shall include (i) (ii) (iii) (iv) A description of the proposed approach and methodology for; (a) (b) (c) (d) (e) (f) implementation of the main components of the Services, project management and monitoring, proposed sub-consultants and share of the services (including a signed pre-contract agreement), co-operation with the Recipient and Danida, local capacity building, institutional development, and training, and long term sustainability. A description of the proposed work plan with a detailing of the activities and outputs outlined in the Terms of Reference as well as any additional activities as required. The organisation proposed for the Consultant's team with interface to the Client's and the Recipient's organisation. An outline plan for the quality management, monitoring, and auditing specifically for this particular assignment including; (a) (b) (c) (d) the contents of the final plan, names of the persons proposed for the quality management, monitoring and auditing (please note that person(s) proposed for quality management, monitoring, and auditing should be independent of the Consultant's team carrying out the Services), timing of the audits, a description of the applicant s approach to comply with the Danida Anti-corruption Code of Conduct and the principles of the UN Global Compact during implementation, hereunder present an outline of the Tenderer's Business Integrity Management Plan for this particular assignment including; definitions of roles, responsibilities and authority in relation to this assignment, business integrity procedures for acquiring, bidding, negotiations and execution of the assignment, accounting structures, and enforcement measures for the Consultant and partners and sub-consultants. (v) A detailing of the reporting required in the Terms of Reference. This Schedule shall not include any comments or suggestions to the Terms of Reference.

20 Tender for [Name of Program/Component/Project] Page 20 of 64 Schedule 3 - List of Key Personnel, Task Assignment Chart and CV's for all Key Personnel and other professional personnel at the home office assigned as Project Director, Quality Manager and Auditor, Business Integrity Manager To be prepared by the Tenderer. This schedule should include (i) (ii) (iii) a list of the proposed positions and names of Key Personnel and other professional Personnel responsible for home office management and quality management, monitoring and audits, if applicable a task assignment chart indicating the tasks/activities assigned to each of the Personnel, e.g. in the format as suggested below, or of the choice of the Tenderer, and brief CV's for each of the Key Personnel and other professional Personnel responsible for home office management, quality management, monitoring and audits, and management of business integrity, monitoring and audits. CVs shall be in the format specified below. The CV should, in Part 5 (SPECIAL EXPERIENCE RELEVANT TO THE ASSIGNMENT) and Part 6 (OTHER INFORMATION OF RELEVANCE TO THE ASSIGNMENT), focus on the experience relevant for the assessment of the Candidate's' suitability for his/her position in this assignment. Please note that recent qualifications and experience may be more relevant than qualifications and experience from assignments more than 15 years old. The CVs should be as brief as possible (usually not more than 5 pages) but at the same time include all relevant information. For Key Personnel not permanently employed by the Tenderer or any of its sub-consultants, a letter of availability signed by the proposed candidate shall be attached. The Client does not accept exclusive agreements with key personnel not permanently employed by the Tenderer or any of the sub-consultants.

21 Tender for [Name of Program/Component/Project] Page 21 of TaskAssignmentChart (To be prepared by the Tenderer) (Suggested format) KeyPersonnel Task/Activity No. Task/Activity Name Name/Pos Name/Pos Name/Pos Name/Pos Name/Pos Name/Pos Name/Pos Name/Pos Name/Pos Name/Pos l 1.1 r a a 1.2 q r a 1.3 q r a 2.1 q r a a 2.2 q r a 3.1 r a a 3.2 q r a 3.3 q r a 3.4 q r a 3.5 q r a r q a 4.2 r a r:responsible a:assisting q:qualitymanagement/control

22 Tender for [Name of Program/Component/Project] Page 22 of 64 BriefCurriculumVitae(to be completed for each Key Personnel and other professional Personnel) Assignment: Proposed position on the proposed team: 1. PERSONAL DATA Family name: First Name(s): 2. EMPLOYMENT RECORD (State all employments in the career also those in developed countries, if any. Most recent employment first) Employer's Company Name: Period of service and length: Position with the Enterprise: 3. EDUCATION Institution (University, etc.), city and country: Length of education Date: from (month/year) to (month/year) Degree/Diploma obtained: 4. LANGUAGE SKILLS OF RELEVANCE TO THE ASSIGNMENT (State language, formal language education and level of speaking, reading and writing skills (mother tongue, perfect, average, poor)) Language: Formal Education: Speaking skills: Reading skills: Writing skills : 5.SPECIALEXPERIENCERELEVANTTOTHEASSIGNMENT (IndicatethefollowinginformationforthoseassignmentsthatbestillustratePersonnelcapabilitytohandlethe tasksofthisassignment.addnumberofassignmentsasapplicable) Nameofassignment Periodofserviceandlength: YearIyear(totalnumberofmonths) Location Client Mainprojectfeatures Positionheld Activitiesperformed

23 Tender for [Name of Program/Component/Project] Page 23 of 64 Nameofassignment Periodofserviceandlength:from (month/year)to(month/year) Location Client Mainprojectfeatures Positionheld Activitiesperformed Nameofassignment Periodofserviceandlength:from (month/year)to(month/year) Location Client Mainprojectfeatures Positionheld Activitiesperformed Nameofassignment Periodofserviceandlength Location Client Mainprojectfeatures Positionheld Activitiesperformed 6. OTHER INFORMATION OF RELEVANCE TO THE ASSIGNMENT

24 Tender for [Name of Program/Component/Project] Page 33 of 84 Schedule 4 Schedule Outline Implementation Plan (To be prepared by the Tenderer) (Suggested format divided into Months or Quarters as appropriate) No. Activities and sub-activities of the Services Month or Quarter Etc.

25 Schedule Personnel Assignment Chart (To be prepared by the Tenderer) (Suggested format divided into Months or Quarters as appropriate) Month or Quarter Person Months/days Designation Recipient Country Home office Total number of person-months

26 AGREEMENT This Agreement Between: Ministry of Foreign Affairs of Denmark / DANIDA of: (hereinafter called the Client ) of the one part Asiatisk Plads 2, DK-1448 Copenhagen K, Denmark And Of (Consultant s name) (Consultant s address) (hereinafter called the Consultant ) of the other part. WHEREAS, the Client desires that certain Services should be performed by the Consultant, namely (Description of Services) and has accepted a proposal by the Consultant for the performance of such Services. THE CLIENT AND THE CONSULTANT AGREE AS FOLLOWS: In consideration for the performance of the Services, the Client shall pay to the Consultant the contract price which amount shall be: (Contract Price in figures and words If phased included amounts in figures for both phases and the total contract prices (only the latter in words). Such Contract Price is the total amount of the Ceiling Amounts mentioned in the Schedule of Prices. All amounts in the agreement are in Danish kroner (DKK) including all taxes, charges, and VAT. Fluctuations in foreign prices and exchange rates are of no concern to the Client and will therefore not result in any adjustment of the agreed total budget in Danish kroner. If duties, taxes, VAT or other levies against expectations should be refunded such refund shall be paid by the Consultant to the Ministry of Foreign Affairs, Danida. 1 In this Agreement words and expressions shall have the same meanings as are respectively assigned to them in Clause 1.1 of the General Conditions. 2 The following documents shall be deemed to form and be read and construed as part of the Agreement, namely: (a) (b) The minutes of the clarification meeting(s) (if any) including clarifications of Tender, addenda and Q/A from the tender process. The Conditions of the Agreement comprising the General Conditions and the Particular

27 Conditions Part A and B). (c) The Appendices, namely: Appendix 1 - Scope of Services Appendix 1.1 Consultant s schedules of Tender Appendix 2 - Personnel, Equipment, Facilities and Services of Others to be provided by the Client Appendix 3.1 Schedules of Prices Appendix 3.2 Terms of Remuneration Appendix 3.3 Terms of Payment Appendix 4 Form of Advance Payment Security 3 In consideration of the payments to be made by the Client to the Consultant under this Agreement, the Consultant hereby agrees with the Client to perform the Services in conformity with the provisions of the Agreement. The Client hereby agrees to pay the Consultant in consideration of the performance of the Services such amounts as may become payable under the provisions of the Agreement at the times and in the manner prescribed by the Agreement. 4 If the Consultant is an association as a joint venture, consortium or other unincorporated grouping of one or more entities (here called a joint venture), the following shall apply: The joint venture hereby states: - that the members of the joint venture undertake, jointly and severally, the obligations of the joint venture under the contract, - that the members of the joint venture appoints and authorizes the lead member (named) with authority to bind the joint venture, and to act on its behalf in all matters in connection with or arising out of this Agreement, - that the composition or constitution of the joint venture shall not be altered without prior written consent by the Contracting Authority. - AUTHORISED SIGNATURE(S) OF CLIENT Date: Signature: Name:

28 AUTHORISED SIGNATURE(S) OF CONSULTANT (if a Joint Venture, authorized signature of all members of the Joint Venture) Date: Signature: Name:

29 GENERAL CONDITIONS TheGeneralConditionsshallbethoseoftheFIDICClient/ConsultantModelServicesAgreement,FourthEdition2006

30 PARTICULAR CONDITIONS A. References from Clauses in the General Conditions 1.1 Definitions The Project is Business Advocacy Fund BAF III, Phase III, Kenya Parties [if the Recipient is a third party to the Agreement insert] [A third party is the Recipient whose role shall be [insert description of role or reference to the Terms of Reference] Name of Recipient: [insert] Postal address: [insert] Name of representative: [insert] [insert]] [if not insert N/A] Consultant Add the following text to the sub-clause: If the Consultant is an association as a joint venture, consortium or other unincorporated grouping of two or more entities (in these conditions called a "Joint Venture") the following shall be added: With reference to Clause of the General Conditions the Consultant is not a firm but a Joint Venture with members as stated in the Agreement. The entities: (member, member,..) of the Joint Venture authorize (name of firm) to be known as lead member with authority to bind the Joint Venture, and to act on its behalf in all matters in connection with or arising out of this Agreement. The composition or constitution of the Joint Venture shall not be altered without prior written consent by the Client. The members of the Joint Venture shall undertake jointly and severally the obligations of the Joint Venture under the Agreement. For the purposes of the implementation of the Agreement, the Joint Venture shall act as and be considered a single entity. The joint venture agreement entered into by the members is attached to this Agreement Commencement Date Time for Completion The Commencement Date shall be 30 days after the effective date, unless otherwise agreed between the parties. The Completion Date shall be [insert number of days or months - consider phasing] after the Commencement Date, or as alternatively agreed in writing between the parties to the Agreement. [In the event of phasing of the assignment add - amend as

31 appropriate:] 1.3 Language(s) for Communications [The extension of the Agreement to include the Services in Phase 2 (optional to the Client) shall become effective on the date of the Client's written notice to proceed.] [Or: The extension of the Agreement to include the Services in Phase 2 (optional to the Client) is conditional upon the approval of the Project by the Danish appropriation authorities and conclusion of a Government Project Agreement and shall become effective on the date of the Client's written notice to proceed with Phase 2.] The Services shall, however, not be considered completed until acknowledged by the Client's approval of the Consultant's Completion Report. The Client shall, however, not unreasonably withhold or delay this approval Language(s) for Communications The language for Communications shall be the English language. 1.4 Language of the Agreement Language of the Agreement Ruling language Governing Law The language of the Agreement shall be English. The ruling language shall be the English language. The law to which the Agreement is subject shall be the law of Denmark. 1.6 Assignments and Sub-contracts If the Consultant has proposed sub-consultant inset list and their part of the Services with part and percentage: (name, part and percentage/n.a. Name of contact person Address and information) 1.8 Notices Client s address: [ Name and address of Embassy or: ÖKO, Procurement and Contracts, Ministry of Foreign Affairs of Denmark Asiatisk Plads 2, DK-1448 Copenhagen K, Denmark] danidacontracts@um.dk Telephone number:

32 Consultant s address: Telephone number: 2.7 Client's Representative 2.7 Client's Representative The Client will act in matters pertaining to the administration of the Agreement, and has delegated the authority to act on its behalf for matters pertaining to the implementation of the Services in the Recipient Country to: Name of representative: [Mogens Strunge Larsen] Postal address: [Ministry of Foreign Affairs, Asiatisk Plads 2, 1448 Copenhagen K, Denmark] address: [danidacontracts@um.dk] 3.6 Consultant's Representative 3.6 Consultant's Representative The Consultant has delegated the authority to act on its behalf in matters pertaining to the administration of the Agreement to: Name of representative: (insert) Postal address: (insert) address: (insert) and for matters pertaining to the implementation of the Services in the Recipient Country to: Name of representative: (insert) Postal address: (insert) address: (insert) 4.1 Agreement Effective Agreement Effective The Agreement shall become effective on the day of the latest signature necessary to complete the formal Agreement. Add the following text to the sub-clause: [In the event of phasing of the assignment add - amend as appropriate:] [The extension of the Agreement to include the Services in Phase 2 (optional to the Client) shall become effective on the date of the Client's written notice to proceed.] [Or: The extension of the Agreement to include the Services in Phase 2 (optional to the Client) is conditional upon the approval of the Project