NURSING COUNCIL OF KENYA (NCK)

P.O. BOX 20056-00200, NAIROBI

PROVISION OF UPGRADE AND ENHANCEMENT OF MICROSOFT NAVISION

2016 ENTERPRISE RESOURCE PLANNING SYSTEM TO MICROSOFT

DYNAMICS 365

INVITATION TO TENDER (ITT) TENDER NO: NCK/ICT/004/2024

June 2024

 
Page 2 of 98 
 
TABLE OF CONTENT  
INVITATION TO TENDER........................................................................................................................ 3 
PART 1 - TENDERING PROCEDURES ...................................................................................................... 5 
SECTION I - INSTRUCTIONS TO TENDERERS ....................................................................................... 6 
1.  General .............................................................................................................................................. 6 
2.  Scope of Tender................................................................................................................................ 6 
3.  Terms................................................................................................................................................. 6 
4.  Fraud and Corruption ....................................................................................................................... 6 
5.  Eligible Tenderers .............................................................................................................................. 7 
6. Contents of Tendering Document .................................................................................................. 10 
Sections of Tendering Document ....................................................................................................... 10 
7. Site Visit ............................................................................................................................................. 11 
8.  Pre-Tender Meeting ......................................................................................................................... 11 
10.Amendment of Tender Documents ............................................................................................... 12 
Preparation of Tenders ........................................................................................................................ 12 
SECTION II - TENDER DATA SHEET (TDS) ............................................................................................ 31 
SECTION III – EVALUATION AND QUALIFICATION CRITERIA ............................................................ 35 
SECTION IV - TENDERING FORMS ....................................................................................................... 37 
FORM OF TENDER ................................................................................................................................ 37 
CONFIDENTIAL BUSINESS QUESTIONNAIRE .................................................................................... 40 
CERTIFICATE OF INDEPENDENT TENDER DETERMINATION ............................................................ 44 
SELF-DECLARATION FORMS .............................................................................................................. 46 
OTHER FORMS ..................................................................................................................................... 53 
QUALIFICATION FORMS ...................................................................................................................... 55 
FORM PER-2: ........................................................................................................................................ 55 
TENDERERS QUALIFICATION WITHOUT PRE-QUALIFICATION ........................................................59 
SCHEDULE FORMS ............................................................................................................................... 61 
NOTIFICATION OF INTENTION TO AWARD ........................................................................................ 62 
HOW TO REQUEST A DEBRIEFING ..................................................................................................... 64 
LETTER OF AWARD .............................................................................................................................. 67 
FORM OF CONTRACT .......................................................................................................................... 68 
PART II – PROCURING ENTITY'S REQUIREMENTS ............................................................................. 70 
SECTION V - ACTIVITY SCHEDULE ....................................................................................................... 71 
TERMS OF REFERENCE ........................................................................................................................ 71 
PRICE SCHEDULE FORM ...................................................................................................................... 77 
FORM FIN-1 SUMMARY of Costs ......................................................................................................... 79 
PART III – CONDITIONS OF CONTRACT AND CONTRACT FORMS ................................................... 80 
SECTION VI - GENERAL CONDITIONS OF CONTRACT........................................................................ 80 
SECTION VII - SPECIAL CONDITIONS OF CONTRACT......................................................................... 96 
SECTION VIII -CONTRACT FORMS ...................................................................................................... 98 
FORM NO. 1 - PERFORMANCE SECURITY – (Unconditional Demand Bank Guarantee) ................. 98 
 
  

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INVITATION TO TENDER

PROCURING ENTITY: NURSING COUNCIL OF KENYA

CONTRACT NAME AND DESCRIPTION:

PROVISION OF UPGRADE AND ENHANCEMENT OF MICROSOFT NAVISION 2016

ENTERPRISE RESOURCE PLANNING SYSTEM TO MICROSOFT DYNAMICS 365

REFERENCE: NCK/ICT/004/2024

1. Nursing Council of Kenya invites sealed tenders for PROVISION OF UPGRADE AND

ENHANCEMENT OF MICROSOFT NAVISION 2016 ENTERPRISE RESOURCE PLANNING

SYSTEM TO MICROSOFT DYNAMICS 365.

2. Tendering will be conducted under open competitive method using an Open National

Method standardized tender document. Tendering is open to all qualified and

interested Tenderers.

3. Qualified and interested tenderers may obtain further information and inspect the

Tender Documents during office hours from (8.00am to 17.00pm Monday to Friday

except Public Holidays) at the address given below. More details on the Services are

provided in PART 2 - Services' Requirements, Section V - Description of Services of the

Tender Document.

4. A complete set of tender documents may be purchased or obtained by interested

tenders upon payment of a non-refundable fees of (Ksh.1000) in cash or Banker's

Cheque and payable to the address given below. Tender documents may be obtained

electronically from the website www.nckenya.com. Tender documents obtained

electronically will be free of charge.

5. Tender documents may be viewed and downloaded for free from the website

www.nckenya.com. Tenderers who download the tender document must forward

their particulars immediately to supplychain@nckenya.go.ke +254 20 7854665/9,

+254721920567, +254733924669 and Nursing Council of Kenya P.O Box 20056-00200)

to facilitate any further clarification or addendum.

6. The Tenderer shall chronologically serialize all pages of the tender documents

submitted.

7. Completed tenders must be delivered to the address below on or before 4

June 2024

10:00am. Electronic Tenders Will not be permitted.

8. Tenders will be opened immediately after the deadline date and time specified above

or any deadline date and time specified later. Tenders will be publicly opened in the

presence of the Tenderers' designated representatives who choose to attend at the

address below.

9. Late tenders will be rejected.

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Address for obtaining further information and for purchasing tender documents.

DEPUTY DIRECTOR, SUPPLY CHAIN MANAGEMENT

NURSING COUNCIL OF KENYA

P.O.BOX 20056-00200

NAIROBI

NCK PLAZA

GROUND FLOOR, SUPPLY CHAIN OFFICE

E-mail Add: [email protected]

TEL: No: +254 20 7854665/9, +254721920567, +254733924669

Address for Submission of Tenders.

THE REGISTRAR/CEO

NURSING COUNCIL OF KENYA

P.O.BOX 20056-00200

NAIROBI

NCK PLAZA, KABARNET LANE OFF NGONG RD.

Address for Opening of Tenders.

DEPUTY DIRECTOR, SUPPLY CHAIN MANAGEMENT

NURSING COUNCIL OF KENYA

P.O.BOX 20056-00200

NAIROBI

NCK PLAZA, KABARNET LANE OFF NGONG RD.

FLOOR BOARDROOM

E-mail Add: [email protected]

TEL: No: +254 20 7854665/9, +254721920567, +254733924669

----------------------------------------------------------------------------------------------------------------------

Deputy Director, Supply Chain

FOR REGISTRAR/CEO

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PART 1 - TENDERING PROCEDURES

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SECTION I - INSTRUCTIONS TO TENDERERS

1. General

2. Scope of Tender

2.1 This tendering document is for the delivery of Services, as specified in Section V,

Procuring Entity's Requirements. The name, identification and number of this

tender are specified in the TDS.

3. Terms

Throughout this tendering document:

3.1 The terms:

3.2 The term “in writing” means communicated in written form (e.g., by mail, e-mail,

fax, including if specified in the TDS, distributed or received through the electronic-

procurement system used by the Procuring Entity) with proof of receipt;

3.3 if the contexts or esquires, “singular” means “plural” and vice versa; and

3.4 “Day” means calendar day, unless otherwise specified as “Business Day”. A

Business Day is any day that is an official working day of the Procuring Entity. It

excludes the Procuring Entity's official public holidays.

3.5 The successful Tenderer will be expected to complete the performance of the

Services by the Intended Completion Date provided in the TDS.

4. Fraud and Corruption

4.1 The Procuring Entity requires compliance with the provisions of the Public

Procurement and Asset Disposal Act, 2015 (the Act), Section 62 “Declaration not

to engage in corruption”. The tender submitted by a person shall include a

declaration that the person shall not engage in any corrupt or fraudulent practice

and a declaration that the person or his or her subcontractors are not debarred

from participating in public procurement proceedings.

4.2 The Procuring Entity requires compliance with the provisions of the Competition

Act 2010, regarding collusive practices in contracting. Any tenderer found to have

engaged in collusive conduct shall be disqualified and criminal and/or civil sanctions

may be imposed. To this effect, Tenders shall be required to complete and sign the

“Certificate of Independent Tender Determination” annexed to the Form of

Tender.

4.3 Unfair Competitive Advantage - Fairness and transparency in the tender process

require that the firms or their Affiliates competing for a specific assignment do not

derive a competitive advantage from having provided consulting services related

to this tender. To that end, the Procuring Entity shall indicate in the TDS and make

available to all the firms together with this tender document all Information that

would in that respect give such firm any unfair competitive advantage over

competing firms.

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4.4 The Procuring Entity shall indicate in the TDS firms (if any) that provided consulting

services for the contract being tendered for. The Procuring Entity shall check

whether the owners or controllers of the Tenderer are same as those that provided

consulting services. The Procuring Entity shall, upon request, make available to any

tenderer information that would give such firm unfair competitive advantage over

competing firms.

5. Eligible Tenderers

5.1 A Tenderer may be a firm that is a private entity, a state-owned entity or institution

subject to ITT 4.6, or any combination of such entities in the form of a Joint Venture

(JV) under an existing agreement or with the intent to enter into such an

agreement supported by a Form of intent. In the case of a joint venture, all

members shall be jointly and severally liable for the execution of the entire Contract

in accordance with the Contract terms. The JV shall nominate a Representative who

shall have the authority to conduct all business for and on behalf of any and all the

members of the JV during the Tendering process and, in the event the JV is awarded

the Contract, during contract execution. Members of a joint venture may not also

make an individual tender, be a subcontract or in a separate tender or be part of

another joint venture for the purposes of the same Tender. The maximum number

of JV members shall be specified in the TDS.

5.2 Public Officers, of the Procuring Entity, their Spouses, Child, Parent, Brothers or

Sister. Child, Parent, Brother or Sister of a Spouse in which they have a substantial

or controlling interest shall not be eligible to tender or be awarded contract. Public

Officers are also not allowed to participate in any procurement proceedings.

5.3 A Tenderer shall not have a conflict of interest. Any Tenderer found to have a

conflict of interest shall be disqualified. A Tenderer may be considered to have a

conflict of interest for the purpose of this Tendering process, if the Tenderer:

a. Directly or indirectly controls, is controlled by or is under common control

with another

Tenderer; or

b. Receives or has received any direct or indirect subsidy from another

Tenderer; or

c. has the same legal representative as another Tenderer; or

d. has a relationship with another Tenderer, directly or through common

third parties, that puts it in a position to influence the Tender of another

Tenderer, or influence the decisions of the

Procuring Entity regarding this Tendering process; or

e. any of its affiliates participated as a consultant in the preparation of the

Procuring Entity's Requirements (including Activities Schedules,

Performance Specifications and Drawings) for the Services that are the

subject of the Tender; or

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f. any of its affiliates has been hired (or is proposed to be hired) by the

Procuring Entity or

Procuring Entity for the Contract implementation; or

g. would be providing goods, works, or non-consulting services resulting

from or directly related to consulting services for the preparation or

implementation of the project specified in the TDS ITT 2. 1 that it provided

or were provided by any affiliate that directly or indirectly controls, is

controlled by, or is under common control with that firm; or

h. has a close business or family relationship with a professional staff of the

Procuring Entity or of the project implementing agency, who:

i. are directly or in directly involved in the preparation of the tendering

document or specifications of the contract, and/or the Tender

evaluation process of such contract; or

ii. would be involved in the implementation or supervision of such

contract unless the conflicts teeming from such relationship has

been resolved in a manner acceptable to the Procuring Entity

throughout the procurement process and execution of the Contract.

5.4 A firm that is a Tenderer (either individually or as a JV member) shall not participate

in more than one tender, except for permitted alternative Tenders. This includes

participation as a subcontractor. Such participation shall result in the

disqualification of all Tenders in which the firm is involved. A firm that is not a

Tenderer or a JV member may participate as a subcontractor in more than one

Tender.

5.5 A Tenderer may have the nationality of any country, subject to the restrictions

pursuant to ITT 4 .9.

5.6 A Tenderer that has been sanctioned by PPRA or are under a temporary suspension

or a debarment imposed by any other entity of the Government of Kenya shall be

ineligible to be pre-qualified for, initially selected for, tender for, propose for, or be

awarded a contract during such period of sanctioning. The list of debarred firms

and individuals is available at the PPRA Website www.ppra.go.ke

5.7 Tenderers that are state-owned enterprises or institutions in Kenya may be eligible

to compete and be awarded a Contract(s) only if they can establish that they: (i)

are legally and financially autonomous; (ii) operate under Commercial law; and (iii)

are not under supervision of the Procuring Entity.

5.8 Firms and individuals may be ineligible if (a) as a matter of law or official

regulations, Kenya prohibits commercial relations with that country, or (b) by an

act of compliance with a decision of the United Nations Security Council take under

Chapter VII of the Charter of the United Nations, Kenya prohibits any import of

goods or contracting of works or services from that country, or any payments to

any country, person or entity in that country.

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5.9 A Tenderer shall be deemed to have the nationality of a country if the Tenderer is

constituted, incorporated or registered in and operates in conformity with the

provisions of the laws of that country, as evidenced by its articles of incorporation

(or equivalent documents of constitution or association) and its registration

documents, as the case may be. This criterion also shall apply to the determination

of the nationality of proposed subcontractors or sub consultants for any part of

the Contract including related Services.

5.10 Foreign tenderers are required to source at least forty (40%) percent of their

contract inputs (in supplies, subcontracts and labor) from national suppliers and

contractors. To this end, a foreign tenderer shall provide in its tender documentary

evidence that this requirement is met. Foreign tenderers not meeting this criterion

will be automatically disqualified. Information required to enable the Procuring

Entity determine if this condition is met shall be provided for this purpose in

“SECTION III-EVALUATION AND QUALIFICATION CRITERIA, Item 9”.

5.11 Pursuant to the eligibility requirements of ITT 4.10, a tender is considered a foreign

tenderer, if the tenderer is not registered in Kenya or if the tenderer is registered

in Kenya and has less than 51 percent ownership by Kenyan citizens. JVs are

considered as foreign tenderers if the individual member firms are not registered

in Kenya or if they are registered in Kenya and have less than 51 percent ownership

by Kenyan citizens. The JV shall not subcontract to foreign firms more than 10

percent of the contract price, excluding provisional sums.

5.12 The Competition Act of Kenya requires that firms wishing to tender as Joint

Venture undertakings which may prevent, distort or lessen competition in

provision of services are prohibited unless they are exempt in accordance with the

provisions of Section 25 of the Competition Act, 2010. JVs will be required to seek

for exemption from the Competition Authority. Exemption shall not be a condition

for tender, but it shall be a condition of contract award and signature. A JV tenderer

shall be given opportunity to seek such exemption as a condition of award and

signature of contract. Application for exemption from the Competition Authority

of Kenya may be accessed from the website www.cak.go.ke

5.13 A Tenderer may be considered ineligible if he/she offers goods, works and

production processes with characteristics that have been declared by the relevant

national environmental protection agency or by other competent authority as

harmful to human beings and to the environment shall not be eligible for

procurement.

5.14 A Kenyan tenderer shall be eligible to tender if it provides evidence of having

fulfilled his/her tax obligations by producing a valid tax compliance certificate or

tax exemption certificate issued by the Kenya Revenue Authority.

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5.15 Qualification of the Tenderer

5.16 All Tenderers shall provide in Section IV, Tendering Forms, a preliminary description

of the proposed work method and schedule, including drawings and charts, as

necessary.

5.17 In the event that pre-qualification of Tenderers has been undertaken as stated in

ITT 18.3, the provisions on qualifications of the Section III, Evaluation and

Qualification Criteria shall not apply.

6. Contents of Tendering Document

Sections of Tendering Document

6.1 The tendering document consists of Parts 1, 2, and 3, which include all the sections

indicated below and should be read in conjunction with any Addenda issued in

accordance with ITT 10.

PART 1: Tendering Procedures

i) Section I - Instructions to

Tenderers (ITT)

ii) Section II - Tender Data Sheet (TDS)

iii) Section III - Evaluation and Qualification Criteria

iv) Section IV - Tendering Forms

PART 2: Procuring Entity's Requirements

v) Section V-Procuring Entity's Requirements

PART 3: Contract

vi) Section VI - General Conditions of Contract (GCC)

vii) Section VII - Special Conditions of Contract (SCC)

viii) Section VIII - Contract Forms

6.2 The Invitation to Tender (ITT) notice or the notice to pre-qualify Tenderers, as the

case may be, issued by the Procuring Entity is not part of this tendering document.

6.3 Unless obtained directly from the Procuring Entity, the Procuring Entity is not

responsible for the completeness of the document, responses to requests for

clarification, the Minutes of the pre-Tender meeting (if any), or Addenda to the

tendering document in accordance with ITT 10. In case of any contradiction,

documents obtained directly from the Procuring Entity shall prevail.

6.4 The Tenderer is expected to examine all instructions, forms, terms, and

specifications in the tendering document and to furnish with its Tender all

information or documentation as is required by the tendering document.

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7. Site Visit

7.1 The Tenderer, at the Tenderer's own responsibility and risk, is encouraged to visit

and examine and inspect the Site of the Required Services and its surroundings and

obtain all information that may be necessary for preparing the Tender and entering

into a contract for the Services. The costs of visiting the Site shall be at the

Tenderer's own expense.

8. Pre-Tender Meeting

8.1 The Procuring Entity shall specify in the TDS if a pre-tender conference will be held,

when and where. The Procuring Entity shall also specify in the TDS if a pre-arranged

pretender site visit will be held and when. The Tenderer's designated

representative is invited to attend a pre-arranged pretender visit of the site of the

works. The purpose of the meeting will be to clarify issues and to answer questions

on any matter that may be raised at that stage.

8.2 The Tenderer is requested to submit any questions in writing, to reach the

Procuring Entity not later than the period specified in the TDS before the meeting.

8.3 Minutes of the pre-Tender meeting and the pre-arranged pre tender visit of the site

of the service, if applicable, including the text of the questions asked by Tenderers

and the responses given, together with any responses prepared after the meeting,

will be transmitted promptly to all Tenderers who have acquired the Tender

Documents in accordance with ITT6.3. Minutes shall not identify the source of the

questions asked.

8.4 The Procuring Entity shall also promptly publish anonymized (no names) Minutes

of the preTender meeting and the pre-arranged pretender visit of the site of the

service at the web page identified in the TDS. Any modification to the Tender

Documents that may become necessary as a result of the pre-Tender meeting shall

be made by the Procuring Entity exclusively through the issue of an Addendum

pursuant to ITT10 and not through the minutes of the preTender meeting.

Nonattendance at the pre-Tender meeting will not be a cause for disqualification of

a Tenderer.

9. Clarification of Tender Documents

9.1 A Tenderer requiring any clarification of the Tender Document shall contact the

Procuring Entity in writing at the Procuring Entity's address specified in the TDS or

raise its enquiries during the pre-Tender meeting and the pre- arranged pretender

visit of the site of the Service if provided for in accordance with ITT 8.4. The

Procuring Entity will respond in writing to any request for clarification, provided

that such request is received no later than the period specified in the TDS prior to

the deadline for submission of tenders. The Procuring Entity shall forward copies

Page 12 of 98

of its response to all tenderers who have acquired the Tender Documents in

accordance with ITT 6.3, including a description of the inquiry but without

identifying its source. If so specified in the TDS, the Procuring Entity shall also

promptly publish its response at the webpage identified in the TDS. Should the

clarification result in changes to the essential elements of the Tender Documents,

the Procuring Entity shall amend the Tender Documents appropriately following

the procedure under ITT 8.4.

10. Amendment of Tender Documents

1.01 At any time prior to the deadline for submission of Tenders, the Procuring Entity

may amend the Tendering document by issuing addenda.

10.2 Any addendum issued shall be part of the tendering document and shall be

communicated in writing to all who have obtained the tendering document from

the Procuring Entity in accordance with ITT 6.3. The Procuring Entity shall also

promptly publish the addendum on the Procuring Entity's web page in accordance

with ITT 8.4.

10.3 To give prospective Tenderers reasonable time in which to take an addendum into

account in preparing their Tenders, the Procuring Entity shall extend, as necessary,

the deadline for submission of Tenders, in accordance with ITT 24.2 below.

Preparation of Tenders

11. Cost of Tendering

11.1 The Tenderer shall bear all costs associated with the preparation and submission

of its Tender, and the Procuring Entity shall not be responsible or liable for those

costs, regardless of the conduct or outcome of the Tendering process.

12. Language of Tender

12.1 The Tender as well as all correspondence and documents relating to the Tender

exchanged by the Tenderer and the Procuring Entity shall be written in the English

language. Supporting documents and printed literature that are part of the Tender

may be in another language provided they are accompanied by an accurate

translation of the relevant passages into the English language, in which case, for

purposes of interpretation of the Tender, such translation shall govern.

13. Documents Comprising the Tender

13.1 The Tender shall comprise the following:

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a. Form of Tender prepared in accordance with ITT 14;

b. Schedules: priced Activity Schedule completed in accordance with ITT 14 and ITT

16;

c. Tender Security or Tender-Securing Declaration in accordance with ITT 21.1;

d. Alternative Tender: if permissible in accordance with ITT 15;

e. Authorization: written confirmation authorizing the signatory of the Tender to

commit the Tenderer, in accordance with ITT 22.3;

f. Qualifications: documentary evidence in accordance with ITT 19 establishing the

Tenderer's qualifications to perform the Contract if its Tender is accepted;

g. Tenderer's Eligibility: documentary evidence in accordance with ITT 19 establishing

the Tenderer's eligibility to Tender;

h. Conformity: documentary evidence in accordance with ITT 18, that the Services

conform to the tendering document; and

i. Any other document required in the TDS.

j. The Tenderer shall chronologically serialize pages of all tender documents

submitted.

13.2 In addition to the requirements under ITT 13.1, Tenders submitted by a JV shall

include a copy of the Joint Venture Agreement entered into by all members.

Alternatively, a Form of intent to execute a Joint Venture Agreement in the event

of a successful Tender shall be signed by all members and submitted with the

Tender, together with a copy of the proposed Agreement.

13.3 The Tenderer shall furnish in the Form of Tender information on commissions and

gratuities, if any, paid or to be paid to agents or any other party relating to this

Tender.

14. Form of Tender and Activity Schedule

14.1 The Form of Tender and priced Activity Schedule shall be prepared using the

relevant forms furnished in Section IV, Tendering Forms. The forms must be

completed without any alterations to the text, and no substitutes shall be accepted

except as provided under ITT 22.3. All blank spaces shall be filled in with the

information requested.

14.2 The Tenderer shall furnish in the Form of Tender information on commissions and

gratuities, if any, paid or to be paid to agents or any other party relating to this

Tender.

15. Alternative Tenders

15.1 Unless otherwise indicated in the TDS, alternative Tenders shall not be considered.

If alternatives are permitted, only the technical alternatives, if any, of the Best

Evaluated Tender shall be considered by the Procuring Entity.

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15.2 When alternative times for completion are explicitly invited, a statement to that

effect will be included in the TDS and the method of evaluating different time

schedules will be described in Section III, Evaluation and Qualification Criteria.

15.3 When specified in the TDS, Tenderers are permitted to submit alternative technical

solutions for specified parts of the Services, and such parts will be identified in the

TDS, as will the method for their evaluating, and described in Section VII, Procuring

Entity's Requirements.

16. Tender Prices and Discounts

16.1 The prices and discounts (including any price reduction) quoted by the Tenderer in

the Form of Tender and in the Activity Schedule (s) shall conform to the

requirements specified below.

16.2 All lots (contracts) and items must be listed and priced separately in the Activity

Schedule(s).

16.3 The Contract shall be for the Services, as described in Appendix A to the Contract

and in the Specifications (or Terms of Reference), based on the priced Activity

Schedule, submitted by the Tenderer.

16.4 The Tenderer shall quote any discounts and indicate the methodology for their

application in the Form of Tender in accordance with ITT 16.1.

16.5 The Tenderer shall fill in rates and prices for all items of the Services described in

the in Specifications (or Terms of Reference), and listed in the Activity Schedule in

Section VII, Procuring Entity's Requirements. Items for which no rate or price is

entered by the Tenderer will not be paid for by the Procuring Entity when executed

and shall be deemed covered by the other rates and prices in the Activity Schedule.

16.6 All duties, taxes, and other levies payable by the Service Provider under the

Contract, or for any other cause, prior to the deadline for submission of Tenders,

shall be included in the total Tender price submitted by the Tenderer.

16.7 If provided for in the TDS, the rates and prices quoted by the Tenderer shall be

subject to adjustment during the performance of the Contract in accordance with

and the provisions of Clause 6.6 of the General Conditions of Contract and / or

Special Conditions of Contract. The Tenderer shall submit with the Tender all the

information required under the Special Conditions of Contract and of the General

Conditions of Contract.

16.8 For the purpose of determining the remuneration due for additional Services, a

breakdown of the lump-sum price shall be provided by the Tenderer in the form of

Appendices D and E to the Contract.

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17 Currencies of Tender and Payment

17.1 The currency of the Tender and the currency of payments shall be Kenya Shillings.

18 Documents Establishing Conformity of Services

18.1 To establish the conformity of the Services to the tendering document, the

Tenderer shall furnish as part of its Tender the documentary evidence that Services

provided conform to the technical specifications and standards specified in Section

VII, Procuring Entity's Requirements.

18.2 Standards for provision of the Services are intended to be descriptive only and not

restrictive. The Tenderer may offer other standards of quality provided that it

demonstrates, to the Procuring Entity's satisfaction, that the substitutions ensure

substantial equivalence or are superior to those specified in the Section VII,

Procuring Entity's Requirements.

18.3 Tender to provide, as part of the data for qualification, such information, including

details of ownership, as shall be required to determine whether, according to the

classification established by the Procuring Entity, a Service provider or group of

service providers qualifies for a margin of preference. Further the information will

enable the Procuring Entity identify any actual or potential conflict of interest in

relation to the procurement and/or contract management processes, or a

possibility of collusion between tenderers, and thereby help to prevent any corrupt

influence in relation to the procurement processor contract management.

18.4 The purpose of the information described in ITT 18.3 above, overrides any claims to

confidentiality which a tenderer may have. There can be no circumstances in which

it would be justified for a tenderer to keep information relating to its ownership

and control confidential where it is tendering to undertake public sector work and

receive public sector funds. Thus, confidentiality will not be accepted by the

Procuring Entity as a justification for a Tenderer's failure to disclose, or failure to

provide required information on its ownership and control.

18.5 The Tenderer shall provide further documentary proof, information or

authorizations that the Procuring Entity may request in relation to ownership and

control which information on any changes to the information was provided by the

tenderer under ITT18.3. The obligations to require this information shall continue

for the duration of the procurement process and contract performance and after

completion of the contract, if any change to the information previously provided

may reveal a conflict of interest in relation to the award or management of the

contract.

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18.6 All information provided by the tenderer pursuant to these requirements must be

complete, current and accurate as at the date of provision to the Procuring Entity.

In submitting the information required pursuant to these requirements, the

Tenderer shall warrant that the information submitted is complete, current and

accurate as at the date of submission to the Procuring Entity.

18.7 If a tenderer fails to submit the information required by these requirements, its

tenderer will be rejected. Similarly, if the Procuring Entity is unable, after taking

reasonable steps, to verify to a reasonable degree the information submitted by a

tenderer pursuant to these requirements, then the tender will be rejected.

18.8 If information submitted by a tenderer pursuant to these requirements, or

obtained by the Procuring Entity (whether through its own enquiries, through

notification by the public or otherwise), shows any conflict of interest which could

materially and improperly benefit the tenderer in relation to the procurement or

contract management process, then:

i) If the procurement process is still on going, the tenderer will be disqualified

from the procurement process,

ii) if the contract has been awarded to that tenderer, the contract award will

be set aside, pending the outcome of (iii),

iii) The tenderer will be referred to the relevant law enforcement authorities for

investigation of whether the tenderer or any other persons have committed

any criminal offence.

18.9 If a tenderer submits information pursuant to these requirements that is in

complete, inaccurate or out-of- date, or attempts to obstruct the verification

process, then the consequences of ITT 18.9 will ensue unless the tenderer can show

to the reasonable satisfaction of the Procuring Entity that any such act was not

material, or was due to genuine err or which was not attributable to the intentional

act, negligence or recklessness of the tenderer.

19 Documents Establishing the Eligibility and Qualifications of the Tenderer

19.1 To establish Tenderer's their eligibility in accordance with ITT4, Tenderers shall

complete the Form of Tender, included in Section IV, Tendering Forms.

19.2 The documentary evidence of the Tenderer's qualifications to perform the

Contract if its Tender is accepted shall establish to the Procuring Entity's

satisfaction that the Tenderer meets each of the qualification criterion specified in

Section III, Evaluation and Qualification Criteria.

19.3 All Tenderers shall provide in Section IV, Tendering Forms, a preliminary description

of the proposed methodology, work plan and schedule.

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19.4 In the event that pre-qualification of Tenderers has been undertaken, only Tenders

from prequalified Tenderers shall be considered for award of Contract. These

qualified Tenderers should submit with their Tenders any information updating

their original pre-qualification applications or, alternatively, confirm in their

Tenders that the originally submitted prequalification information remains

essentially correct as of the date of Tender submission.

19.5 If pre-qualification has not taken place before Tendering, the qualification criteria

for the Tenderers are specified- in Section III, Evaluation and Qualification Criteria.

20 Period of Validity of Tenders

20.1 Tenders shall remain valid for the Tender Validity period specified in the TDS. The

Tender Validity period starts from the date fixed for the Tender submission

deadline date (as prescribed by the Procuring Entity in accordance with ITT 24.1). A

Tender valid for a shorter period shall be rejected by the Procuring Entity as non-

responsive.

20.2 In exceptional circumstances, prior to the expiration of the Tender validity period,

the Procuring Entity may request Tenderers to extend the period of validity of their

Tenders. The request and the responses shall be made in writing. If a Tender

Security is requested in accordance with ITT 20, it shall also be extended for a

corresponding period. A Tenderer may refuse the request without forfeiting its

Tender Security. A Tenderer granting the request shall not be required or permitted

to modify its Tender.

21 Tender Security

21.1 The Tenderer shall furnish as part of its Tender, either a Tender-Securing

Declaration or a Tender security, as specified in the TDS, in original form and, in the

case of a Tender Security, in the amount and currency specified in the TDS.

21.2 A Tender Securing Declaration shall use the form included in Section IV, Tendering

Forms.

21.3 If a Tender Security is specified pursuant to ITT 21.1, from a reputable source, and

an eligible country and shall be in any of the following forms at the Tenderer's

option: i) cash; ii) a bank guarantee; iii) a guarantee by an insurance company

registered and licensed by the Insurance Regulatory Authority listed by the

Authority; or iv) a guarantee issued by a financial institution approved and licensed

by the Central Bank of Kenya,

21.4 If a Tender Security is specified pursuant to ITT 21.1, any Tender not accompanied

by a substantially responsive Tender Security shall be rejected by the Procuring

Entity as nonresponsive.

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21.5 If a Tender Security is specified pursuant to ITT 21.1, the Tender Security of

unsuccessful Tenderers shall be returned as promptly as possible upon the

successful Tenderer's signing the contract and furnishing the Performance Security

pursuant to ITT 46. The Procuring Entity shall also promptly return the tender

security to the tenderers where the procurement proceedings are terminated, all

tenders were determined non- responsive or a bidder declines to extend tender

validity period.

21.6 The Tender Security of the successful Tenderer shall be returned as promptly as

possible once the successful Tenderer has signed the Contract and furnished the

required Performance Security.

21.7 The Tender Security may be forfeited or the Tender-Securing Declaration executed:

a. If a Tenderer withdraws its Tender during the period of Tender validity specified by

the Tenderer in the Form of Tender, or any extension there to provide by the

Tenderer; or

b. If the successful Tenderer fails to:

i. Sign the Contract in accordance with ITT 46; or

ii. Furnish a performance security in accordance with ITT 44.

21.8 Where Tender Securing Declaration is executed, the Procuring Entity shall

recommend to the PPRA that PPRA debars the Tenderer from participating in

public procurement as provided in the law.

21.9 The Tender Security or Tender-Securing Declaration of a JV must be in the name of

the JV that submits the Tender. If the JV has not been legally constituted into a

legally enforceable JV at the time of Tendering, the Tender security or Tender-

Securing Declaration shall be in the names of all future members as named in the

Form of intent referred to in ITT 4.1 and ITT 13.2.

21.10 A tenderer shall not issue a tender security to guarantee itself.

22 Format and Signing of Tender

22.1 The Tenderer shall prepare one original of the documents comprising the Tender

as described in ITT 13, bound with the volume containing the Form of Tender, and

clearly marked “Original”. In addition, the Tenderer shall submit copies of the

Tender, in the number specified in the TDS, and clearly marked as “Copies”. In the

event of discrepancy between them, the original shall prevail.

22.2 Tenderers shall mark as “CONFIDENTIAL “information in their Tenders which is

confidential to their business. This may include proprietary information, trade

secrets, or commercial or financially sensitive information.

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22.3 The original and all copies of the Tender shall be typed or written in indelible ink

and shall be signed by a person or persons duly authorized to sign on behalf of the

Tenderer. This authorization shall consist of a written confirmation as specified in

the TDS and shall be attached to the Tender. The name and position held by each

person signing the authorization must be typed or printed below the signature. All

pages of the Tender where entries or amendments have been made shall be signed

or initialed by the person signing the Tender.

22.4 In case the Tenderer is a JV, the Tender shall be signed by an authorized

representative of the JV on behalf of the JV, and so as to be legally binding on all

the members as evidenced by a power of attorney signed by their legally

authorized representatives.

22.5 Any inter-lineation, erasures, or overwriting shall be valid only if they are signed or

initialed by the person signing the Tender.

Submission and Opening of Tenders

22. Sealing and Marking of Tenders

22.6 Depending on the sizes or quantities or weight of the tender documents, a

tenderer may use an envelope, package or container. The Tenderer shall deliver the

Tender in a single sealed envelope, or in a single sealed package, or in a single

sealed container bearing the name and Reference number of the Tender,

addressed to the Procuring Entity and a warning not to open before the time and

date for Tender opening date. Within the single envelope, package or container,

the Tenderer shall place the following separate, sealed envelopes:

a. in an envelope or package or container marked “ORIGINAL”, all documents

comprising the Tender, as described in ITT 13; and

b. in an envelope or package or container marked “COPIES”, all required copies of the

Tender; and

c. if alternative Tenders are permitted in accordance with ITT 15, and if relevant:

i in an envelope or package or container marked “ORIGINAL–ALTERNATIVE

TENDER”, the alternative Tender; and

ii in the envelope or package or container marked “COPIES- ALTERNATIVE

TENDER”, all required copies of the alternative Tender.

The inner envelopes or packages or containers shall:

a) Bear the name and address of the Procuring Entity.

b) Bear the name and address of the Tenderer; and

c) Bear the name and Reference number of the Tender.

22.7 If an envelope or package or container is not sealed and marked as required, the

Procuring Entity will assume no responsibility for the misplacement or premature

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opening of the Tender. Tenders misplaced or opened prematurely will not be

accepted.

Deadline for Submission of Tenders

22.8 Tenders must be received by the Procuring Entity at the address and no later than

the date and time specified in the TDS. When so specified in the TDS, Tenderers

shall have the option of submitting their Tenders electronically. Tenderers

submitting Tenders electronically shall follow the electronic Tender submission

procedures specified in the TDS.

22.9 The Procuring Entity may, at its discretion, extend the deadline for the submission

of Tenders by amending the tendering document in accordance with ITT 9, in which

case all rights and obligations of the Procuring Entity and Tenderers previously

subject to the deadline shall thereafter be subject to the deadline as extended.

23 Late Tenders

23.1 The Procuring Entity shall not consider any Tender that arrives after the deadline

for submission of Tenders, in accordance with ITT 24. Any Tender received by the

Procuring Entity after the deadline for submission of Tenders shall be declared late,

rejected, and returned unopened to the Tenderer.

24 Withdrawal, Substitution and Modification of Tenders

24.1 A Tenderer may withdraw, substitute, or modify its Tender after it has been

submitted by sending a written notice, duly signed by a n authorized

representative, and shall include a copy of the authorization (the power of

attorney) in accordance with ITT 21.3, (except that withdrawal notices do not

require copies). The corresponding substitution or modification of the Tender must

accompany the respective written notice. All notices must be:

a) Prepared and submitted in accordance with ITT 21 and ITT 22 (except that

withdrawal notices do not require copies), and in addition, the respective

envelopes shall be clearly marked “WITHDRAWAL,” “SUBSTITUTION,” or

“MODIFICATION;” and

b) Received by the Procuring Entity prior to the deadline prescribed for submission of

Tenders, in accordance with ITT 23.

24.2 Tenders requested to be withdrawn in accordance with ITT 25.1 shall be returned

unopened to the Tenderers.

24.3 No Tender may be withdrawn, substituted, or modified in the interval between the

deadline for submission of Tenders and the expiration of the period of Tender

validity specified by the Tenderer on the Form of Tender or any extension thereof.

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25 Tender Opening

25.1 Except as in the cases specified in ITT 23 and ITT 25.2, the Procuring Entity shall, at

the Tender opening, publicly open and read out all Tenders received by the

deadline at the date, time and place specified in the TDS in the presence of

Tenderers' designated representatives and anyone who choose to attend. Any

specific electronic Tender opening procedures required if electronic tendering is

permitted in accordance with ITT 23.1 shall be as specified in the TDS.

25.2 First, envelopes marked “WITHDRAWAL” shall be opened and read out and the

envelope with the corresponding Tender shall not be opened but returned to the

Tenderer. If the withdrawal envelope does not contain a copy of the “power of

attorney” confirming the signature as a person duly authorized to sign on behalf

of the Tenderer, the corresponding Tender will be opened. No Tender withdrawal

shall be permitted unless the corresponding withdrawal notice contains a valid

authorization to request the withdrawal and is read out at Tender opening.

25.3 Next, envelopes marked “SUBSTITUTION” shall be opened and read out and

exchanged with the corresponding Tender being substituted, and the substituted

Tender shall not be opened, but returned to the Tenderer. No Tender substitution

shall be permitted unless the corresponding substitution notice contains a valid

authorization to request the substitution and is read out at Tender opening.

25.4 Next, envelopes marked “MODIFICATION” shall be opened and read out with the

corresponding Tender. No Tender modification shall be permitted unless the

corresponding modification notice contains a valid authorization to request the

modification and is read out at Tender opening.

25.5 Next, all remaining envelopes shall be opened one at a time, reading out: the name

of the Tenderer and whether there is a modification; the total Tender Prices, per

lot (contract) if applicable, including any discounts and alternative Tenders; the

presence or absence of a Tender Security or Tender-Securing Declaration, if

required; and any other details as the Procuring Entity may consider appropriate.

25.6 Only Tenders, alternative Tenders and discounts that are opened and read out at

Tender opening shall be considered further. The Form of Tender and the priced

Activity Schedule are to be initialed by representatives of the Procuring Entity

attending Tender opening in the manner specified in the TDS.

25.7 The Procuring Entity shall neither discuss the merits of any Tender nor reject any

Tender (except for late Tenders, in accordance with ITT 25.1).

25.8 The Procuring Entity shall prepare a record of the Tender opening that shall include,

as a minimum:

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a) The name of the Tenderer and whether there is a withdrawal, substitution, or

modification;

b) The Tender Price, per lot (contract) if applicable, including any discounts; and c)

Any alternative Tenders;

d) The presence or absence of a Tender Security or Tender-Securing Declaration, if

one was required.

e) Number of pages of each tender document submitted.

25.9 The Tenderers' representatives who are present shall be requested to sign the

record. The omission of a Tenderer's signature on the record shall not invalidate

the contents and effect of the record. A copy of the tender opening register shall

be distributed to Tenderers upon request.

26 Confidentiality

26.1 Information relating to the evaluation of Tenders and recommendation of contract

award, shall not be disclosed to Tenderers or any other persons not officially

concerned with the Tendering process until information on the Intention to Award

the Contract is transmitted to all Tenderers in accordance with ITT 42.

26.2 Any effort by a Tenderer to influence the Procuring Entity in the evaluation or

contract award decisions may result in the rejection of its Tender.

26.3 Notwithstanding ITT 28.2, from the time of Tender opening to the time of Contract

Award, if any Tenderer wishes to contact the Procuring Entity on any matter

related to the Tendering process, it should do so in writing.

27 Clarification of Tenders

27.1 To assist in the examination, evaluation, and comparison of Tenders, and

qualification of the Tenderers, the Procuring Entity may, at the Procuring Entity's

discretion, ask any tenderer for clarification of its Tender including break downs of

the prices in the Activity Schedule, and other information that the Procuring Entity

may require. Any clarification submitted by a Tenderer in respect to its Tender and

that is not in response to a request by the Procuring Entity shall not be considered.

The Procuring Entity's request for clarification and the response shall be in writing.

No change, including any voluntary increase or decrease, in the prices or substance

of the Tender shall be sought, offered, or permitted, except to confirm the

correction of arithmetic errors discovered by the Procuring Entity in the evaluation

of the Tenders, in accordance with ITT 32.

27.2 If a Tenderer does not provide clarifications of its Tender by the date and time set

in the Procuring Entity's request for clarification, its Tender may be rejected.

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28 Deviations, Reservations, and Omissions

28.1 During the evaluation of Tenders, the following definitions apply:

a) “Deviation” is a departure from the requirements specified in the tendering

document;

b) “Reservation” is the setting of limiting conditions or withholding from complete

acceptance of the requirements specified in the tendering document; and

c) “Omission” is the failure to submit part or all of the information or documentation

required in the tendering document.

29 Determination of Responsiveness

29.1 The Procuring Entity's determination of a Tender's responsiveness is to be based

on the contents of the Tender itself, as defined in ITT 12.

29.2 A substantially responsive Tender is one that meets the requirements of the

tendering document without material deviation, reservation, or omission. A

material deviation, reservation, or omission is one that:

a) If accepted, would:

i. affect in any substantial way the scope, quality, or performance of the

Services specified in the Contract; or

ii. limit in any substantial way, inconsistent with the tendering document, the

Procuring Entity's rights or the Tenderer's obligations under the Contract; or

b) if rectified, would unfairly affect the competitive position of other Tenderers

presenting substantially responsive Tenders.

29.3 The Procuring Entity shall examine the technical aspects of the Tender submitted

in accordance with ITT 18 and ITT 19, in particular, to confirm that all requirements

of Section VII, Procuring Entity's Requirements have been met without any

material deviation or reservation, or omission.

29.4 If a Tender is not substantially responsive to the requirements of tendering

document, it shall be rejected by the Procuring Entity and may not subsequently

be made responsive by correction of the material deviation, reservation, or

omission.

29.5 Provided that a Tender is substantially responsive, the Procuring Entity may waive

any nonconformity in the Tender.

29.6 Provided that a Tender is substantially responsive, the Procuring Entity may

request that the Tenderer submit the necessary information or documentation,

within a reasonable period of time, to rectify nonmaterial non- conformities or

omissions in the Tender related to documentation requirements. Requesting

information or documentation on such nonconformities shall not be related to any

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aspect of the price of the Tender. Failure of the Tenderer to comply with the

request may result in the rejection of its Tender.

29.7 Provided that a Tender is substantially responsive, the Procuring Entity shall rectify

quantifiable nonmaterial non-conformities related to the Tender Price. To this

effect, the Tender Price shall be adjusted, for comparison purposes only, to reflect

the price of a missing or non-conforming item or component in the manner

specified in the TDS.

30 Arithmetical Errors

30.1 The tender sum as submitted and read out during the tender opening shall be

absolute and final and shall not be the subject of correction, adjustment or

amendment in any way by any person or entity.

30.2 Provided that the Tender is substantially responsive, the Procuring Entity shall

handle errors on the following basis:

a) Any error detected if considered a major deviation that affects the substance of

the tender, shall lead to disqualification of the tender as non-responsive.

b) Any errors in the submitted tender arising from a miscalculation of unit price,

quantity, subtotal and total bid price shall be considered as a major deviation that

affects the substance of the tender and shall lead to disqualification of the tender

as non-responsive and

c) If there is a discrepancy between words and figures, the amount in words shall

prevail

30.3 Tenderers shall be notified of any error detected in their bid during the notification

of a ward.

31 Conversion to Single Currency

31.1 For evaluation and comparison purposes, the currency(ies) of the Tender shall be

converted into a single currency as specified in the TDS.

32 Margin of Preference and Reservations

32.1 Margin of preference on local service providers may be allowed if it is deemed that

the services require participation of foreign tenderers. If so allowed, it will be

indicated in the TDS.

32.2 Where it is intended to reserve the contract to specific groups under Small and

Medium Enterprises, or enterprise of women, youth and /or persons living with

disability, who are appropriately registered as such by the authority to be specified

in the TDS, a procuring entity shall ensure that the invitation to tender specifically

indicates that only businesses/firms belonging to the specified group are eligible to

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tender as specified in the TDS. Otherwise, if not so stated, the invitation will be

open to all tenderers.

33. Evaluation of Tenders

33.1 The Procuring Entity shall use the criteria and methodologies listed in this ITT and

Section III, Evaluation and Qualification Criteria. No other evaluation criteria or

methodologies shall be permitted. By applying the criteria and methodologies, the

Procuring Entity shall determine the Best Evaluated Tender. This is the Tender of

the Tenderer that meets the qualification criteria and whose Tender has been

determined to be:

a) Substantially responsive to the tendering document; and

b) The lowest evaluated cost.

33.2 In evaluating the Tenders, the Procuring Entity will determine for each Tender the

evaluated Tender cost by adjusting the Tender price as follows:

a) Price adjustment due to discounts offered in accordance with ITT 16.4;

b) Price adjustment due to quantifiable nonmaterial non-conformities in accordance

with ITT 31.3;

c) Converting the amount resulting from applying (a) and (b) above, if relevant, to a

single currency in accordance with ITT33; and

d) Any additional evaluation factors specified in the TDS and Section III, Evaluation

and Qualification Criteria.

33.3 The estimated effect of the price adjustment provisions of the Conditions of

Contract, applied over the period of execution of the Contract, shall not be

considered in Tender evaluation.

33.4 In the case of multiple contracts or lots, Tenderers are allowed to tender for one

or more lots and the methodology to determine the lowest evaluated cost of the

lot (contract) and for combinations, including any discounts offered in the Form of

Tender, is specified in Section III, Evaluation and Qualification Criteria. For one or

more lots (contracts). Each lot or contract will be evaluated in accordance with ITT

33.5 The methodology to determine the lowest evaluated tenderer or tenderers based

one lot (contract) or based on a combination of lots (contracts), will be specified

in Section III, Evaluation and Qualification Criteria. In the case of multiple lots or

contracts, tenderer will be required to prepare the Eligibility and Qualification

Criteria Form for each Lot.

34 Comparison of Tenders

34.1 The Procuring Entity shall compare the evaluated costs of all substantially

responsive Tenders established in accordance with ITT 35.2 to determine the

Tender that has the lowest evaluated cost.

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Abnormally Low Tenders and Abnormally High Abnormally Low Tenders

34.2 An Abnormally Low Tender is one where the Tender price, in combination with

other elements of the Tender, appears so low that it raises material concerns as to

the capability of the Tenderer in regards to the Tenderer's ability to perform the

Contract for the offered Tender Price.

34.3 In the event of identification of a potentially Abnormally Low Tender, the Procuring

Entity shall seek written clarifications from the Tenderer, including detailed price

analyses of its Tender price in relation to the subject matter of the contract, scope,

proposed methodology, schedule, allocation of risks and responsibilities and any

other requirements of the Tender document.

34.4 After evaluation of the price analyses, in the event that the Procuring Entity

determines that the Tenderer has failed to demonstrate its capability to perform

the Contract for the offered Tender Price, the Procuring Entity shall reject the

Tender.

Abnormally High Tenders

34.5 An abnormally high price is one where the tender price, in combination with other

constituent elements of the Tender, appears unreasonably too high to the extent

that the Procuring Entity is concerned that it (the Procuring Entity) may not be

getting value for money, or it may be paying too high a price for the contract

compared with market prices or that genuine competition between Tenderers is

compromised.

34.6 In case of an abnormally high price, the Procuring Entity shall make a survey of the

market prices, check if the estimated cost of the contract is correct and review the

Tender Documents to check if he specifications, scope of work and conditions of

contract are contributory to the abnormally high tenders. The Procuring Entity may

also seek written clarification from the tenderer on the reason for the high tender

price. The Procuring Entity shall proceed as follows:

i) If the tender price is abnormally high based on wrong estimated cost of the

contract, the Procuring Entity may accept or not accept the tender depending on

the Procuring Entity's budget considerations.

ii) If specifications, scope of work and/or conditions of contract are contributory to

the abnormally high tender prices, the Procuring Entity shall reject all tenders and

may retender for the contract based on revised estimates, specifications, scope of

work and conditions of contract, as the case maybe.

34.7 If the Procuring Entity determines that the Tender Price is abnormally too high

because genuine competition between tenderers is compromised (often due to

collusion, corruption or other manipulations), the Procuring Entity shall reject all

Tenders and shall institute or cause competent Government Agencies to institute

an investigation on the cause of the compromise, before retendering.

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35 Unbalanced and/or Front-Loaded Tenders

35.1 If in the Procuring Entity's opinion, the Tender that is evaluated as the lowest

evaluated price is seriously unbalanced and/or front loaded, the Procuring Entity

may require the Tenderer to provide written clarifications. Clarifications may

include detailed price analyses to demonstrate the consistency of the tender prices

with the scope of works, proposed methodology, schedule and any other

requirements of the Tender document.

35.2 After the evaluation of the information and detailed price analyses presented by

the Tenderer, the Procuring Entity may as appropriate:

a) Accept the Tender; or

b) Require that the total amount of the Performance Security be increased at the

expense of the Tenderer to a level not exceeding 10% of the Contract Price; or

c) Agree on a payment mode that eliminates the inherent risk of the Procuring Entity

paying too much for undelivered works; or

d) Reject the Tender.

36 Qualification of the Tenderer

36.1 The Procuring Entity shall determine to its satisfaction whether the Tenderer that

is selected as having submitted the lowest evaluated cost and substantially

responsive Tender is eligible and meets the qualifying criteria specified in Section

III, Evaluation and Qualification Criteria.

36.2 The determination shall be based upon an examination of the documentary

evidence of the Tenderer's qualifications submitted by the Tenderer, pursuant to

ITT 18. The determination shall not take into consideration the qualifications of

other firms such as the Tenderer's subsidiaries, parent entities, affiliates,

subcontractors or any other firm(s)different from the Tenderer that submitted the

Tender.

36.3 An affirmative determination shall be a prerequisite for award of the Contract to

the Tenderer. A negative determination shall result in disqualification of the

Tender, in which event the Procuring Entity shall proceed to the Tenderer who

offers a substantially responsive Tender with the next lowest evaluated cost to

make a similar determination of that Tenderer's qualifications to perform

satisfactorily.

37 Right to Accept and to Reject Tenders

37.1 Procuring Entity reserves the right to accept or reject any Tender, and to annul the

Tendering process and reject all Tenders at any time prior to Contract Award,

without there by incurring any liability to Tenderers. In case of annulment, all

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Tenders submitted and specifically, Tender securities, shall be promptly returned

to the Tenderers.

38. Award of contract

Award Criteria

38.1 The Procuring Entity shall award the Contract to the successful tenderer whose

tender has been determined to be the Lowest Evaluated Tender.

39. Notice of Intention to enter into a Contract

39.1 Upon award of the contract and prior to the expiry of the Tender Validity Period

the Procuring Entity shall issue a Notification of Intention to Enter into a

Contract/Notification of award to all tenderers which shall contain, at a minimum,

the following information:

a) The name and address of the Tenderer submitting the successful tender;

b) The Contract price of the successful tender;

c) A statement of the reason(s) the tender of the unsuccessful tenderer to whom the

letter is addressed was unsuccessful, unless the price information in(c) above

already reveals the reason;

d) The expiry date of the stand still period; and

e) Instructions on how to request a debriefing and/or submit a complaint during the

stand still period;

40. Stand still Period

40.1 The Contract shall not be signed earlier than the expiry of a Standstill Period of 10

days to allow any dissatisfied tender to launch a complaint. Where only one Tender

is submitted, the Standstill Period shall not apply.

40.2 Where a Standstill Period applies, it shall commence when the Procuring Entity has

transmitted to each Tenderer the Notification of Intention to Enter into a Contract

with the successful Tenderer.

41. Debriefing by the Procuring Entity

41.1 On receipt of the Procuring Entity's Notification of Intention to Enter into a

Contract referred to in ITT 42, an unsuccessful tenderer may make a written

request to the Procuring Entity for a debriefing on specific issues or concerns

regarding their tender. The Procuring Entity shall provide the debriefing within five

days of receipt of the request.

41.2 Debriefings of unsuccessful Tenderers may be done in writing or verbally. The

Tenderer shall bear its own costs of attending such a debriefing meeting.

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42. Letter of Award

42.1 Prior to the expiry of the Tender Validity Period and upon expiry of the Standstill

Period specified in ITT 43.1, upon addressing a complaint that has been filed within

the Standstill Period, the Procuring Entity shall transmit the Letter of Award to the

successful Tenderer. The letter of award shall request the successful tenderer to

furnish the Performance Security within 21 days of the date of the letter.

43. Signing of Contract

43.1 Upon the expiry of the fourteen days of the Notification of Intention to enter into

contract and upon the parties meeting their respective statutory requirements, the

Procuring Entity shall send the successful Tenderer the Contract Agreement.

43.2 Within fourteen (14) days of receipt of the Contract Agreement, the successful

Tenderer shall sign, date, and return it to the Procuring Entity.

43.3 The written contract shall be entered into within the period specified in the

notification of award and before expiry of the tender validity period

44. Performance Security

44.1 Within fourteen (14) days of the receipt of the Form of Acceptance, the successful

Tenderer, if required, shall furnish the Performance Security in accordance with the

GCC 3.9, using for that purpose the Performance Security Form included in Section

VIII, Contract Forms, or another Form acceptable to the Procuring Entity. If the

Performance Security furnished by the successful Tenderer is in the form of a bond,

it shall be issued by a bonding or insurance company that has been determined by

the successful Tenderer to be acceptable to the Procuring Entity. A foreign

institution providing a bond shall have a correspondent financial institution located

in Kenya, unless the Procuring Entity has agreed in writing that a correspondent

financial institution is not required.

44.2 Failure of the successful Tenderer to submit the above-mentioned Performance

Security or sign the Contract shall constitute sufficient grounds for the annulment

of the award and forfeiture of the Tender Security. In that event the Procuring

Entity may award the Contract to the Tenderer offering the next Best Evaluated

Tender.

45. Publication of Procurement Contract

45.1 Within fourteen days after signing the contract, the Procuring Entity shall publish

the awarded contract at its notice boards and websites; and on the Website of the

Authority. At the minimum, the notice shall contain the following information:

 Name and address of the Procuring Entity;

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 Name and reference number of the contract being awarded, a summary of its

scope and the selection method used;

 The name of the successful Tenderer, the final total contract price, the

contract duration.

 Dates of signature, commencement and completion of contract;

 Names of all Tenderers that submitted Tenders, and their Tender prices as

read out at Tender opening.

46. Procurement Related Complaints and Administrative Review

46.1 The procedures for making a Procurement-related Complaint are as specified in the

TDS.

46.2 A request for administrative review shall be made in the form provided under

contract forms.

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SECTION II - TENDER DATA SHEET (TDS)

The following specific data for the Services to be procured shall complement, supplement,

or amend the provisions in the Instructions to Tenderers (ITT). Whenever there is a conflict,

the provisions here in shall prevail over those in ITT.

ITT Reference

PARTICULARS OF APPENDIX TO INSTRUCTIONS TO TENDERS

A. General

ITT 1.1

The reference number of the Request for Tenders (ITT) is:

NCK/ICT/001/023

The Procuring Entity is: PROVISION OF UPGRADE AND

ENHANCEMENT OF MICROSOFT NAVISION 2016 ENTERPRISE

RESOURCE PLANNING SYSTEM TO MICROSOFT DYNAMICS 365

ITT 2.2

The intended completion date is: 6 months from commencement.

ITT 3.3

Information that any unfair competitive advantage over competing

firms is as follow: None

ITT 3.4

The firms that provided consulting services ..None

ITT 4.1

Maximum number of members in the Joint Venture (JV) shall be: Not

Applicable

ITT 8.1

(a) A pre-tender conference will not be held

(b) A pre-arranged pretender visit of the site of the works visit will

not be held

ITT 8.2

The questions in writing, to reach the Procuring Entity not later than

May 2024, 1600hours

ITT 8.4

Minutes of the pre-Tender meeting and the pre-arranged pretender

visit of the site of the works shall be published on the website. Not

Applicable

ITT 9.1

(a) The Tenderer will submit any request for clarifications in writing

using the email address [email protected] to reach the

Procuring Entity not later than 28

May 2024, 1000hours

(b) The Procuring Entity shall publish its response at the

website/s; www.nckenya.org and/or https://tenders.go.ke

C. Preparation of Tenders

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ITT 13.1

(i)

The Tenderer shall submit the following mandatory documents in its

Tender:

• Original copy of Tender Security of KShs. 200,000.00

in the form of Unconditional Bank Guarantee from a

reputable bank in Kenya valid up to 30 days beyond

the tender validity period.

• Copy of valid certificate of registration/incorporation

• Copy of current valid Tax Compliance Certificate

• Copy of recent CR 12 form (Issued within the last 12

months from the Tender Opening Date)

• Filled Confidential Business Questionnaire

• Duly filled and signed Form of Tender

• Provide Audited financial statements for the last 3

years.

• Provide a Certified, duly filled, signed and stamped

Self-Declaration Form

• (template provided in this tender document).

• Bidder MUST provide Microsoft Cloud Solution

Provider (CSP) Manufacturer

Authorization letter specific for this tender.

• Valid Microsoft Gold Partner in Enterprise Resource

Planning

• Valid Microsoft Gold Partner in Cloud Productivity

• Valid ICT Authority accreditation for Systems and

Applications Level 4 or above

Other documents required are:

i. Detailed work plan, including timeframes.

ii. References as evidence of firms’ experience in undertaking

similar services in public or private organizations by providing

a list of five (5) organizations in which services have been

provided within the last five (5) years including contact person

details.

iii. A detailed analysis of the assignment and proposal.

ITT 15.1

Alternative Tenders “shall not be” considered.

ITT 15.2

Alternative times for completion “shall not be” permitted.

ITT 16.7

The prices quoted by the Tenderer “shall not” be subject to

adjustment during the performance of the Contract.

ITT 20.1

The Tender validity period shall be 90 (Ninety) days

ITT 21.1

A Tender Security “SHALL NOT BE” required.

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ITT 22.1

In addition to the original of the Tender, one other copy will be

required

ITT 22.3

The written confirmation of authorization to sign on behalf of the

Tenderer shall consist of:

Name of signatory

Designation of signatory.

D. Submission and Opening of Tenders

ITT 24.1

For Tender submission purposes only, the Procuring Entity’s address

is:

Postal Address: Nursing Council of Kenya,

P.O. Box 20056-00200,

Nairobi

Physical Address: Tender Box Located on Ground Floor,

NCK Plaza, Kabarnet Lane off Ngong Rd

Attention: The Registrar/Chief Executive Officer

ITT 24.1

The deadline for Tender submission is: Date: 4

June 2024

Time: 10:00 a.m.

Tenderers “shall not “have the option of submitting their Tenders

electronically.

ITT 27.1

The Tender opening shall take place at:

Physical Address: 1

Floor NCK Plaza, Kabarnet Lane, Nairobi

Date: 4

June 2024

Time: 10:30 a.m.

ITT 27.6

The Form of Tender and priced Activity Schedule shall be initialed by

the Tender Opening Committee representatives of NCK. Each Tender

shall be initialed by all representatives and shall be numbered, any

modification to the unit or total price shall be initialed by the

Representative of the Procuring Entity.

E. Evaluation and Comparison of Tenders

ITT 31.7

For comparison purposes only, to reflect the price of a missing or

nonconforming item or component in the manner specified as

follows: The adjustment shall be based on the “highest” price of the

item or component as quoted in other substantially responsive

Tenders. If the price of the item or component cannot be derived

from the price of other substantially responsive Tenders, the

Procuring Entity shall use its best estimate.

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ITT 33.1

The currency that shall be used for Tender evaluation and

comparison purposes only to convert at the selling exchange rate all

Tender prices expressed in various currencies into a single currency is

Kenya Shillings. The source of exchange rate shall be: The Central

bank of Kenya (mean rate). The date for the exchange rate shall be:

the deadline date for Submission of the Tenders.

ITT 34.1

Margin of preference is allowed.

ITT 34.2

The invitation to tender is extended to the following group that qualify

for Reservations: Not Applicable

ITT 35.4

Tenderers shall not be allowed to quote separate prices for different

lots (contracts) and the methodology to determine the lowest

tenderer is specified in Section III, Evaluation and Qualification

Criteria.

F. Award of Contract

ITT 44

The performance security will be required and will be equivalent to

10% of the contract price

ITT 50.1

The procedures for making a Procurement-related complaint are

available from the PPRA Website www.ppra.go.ke

If a Tenderer wishes to make a Procurement-related complaint, the

Tenderer should submit its complaint following these procedures, in

writing (by the quickest means available, that is either by hand

delivery or email to:

For the attention: Chief Executive Officer

Title/position: Chief Executive Officer Management

Procuring Entity: Nursing Council of Kenya

Email address: [email protected]

In summary, a Procurement-related Complaint may challenge any of

the following:

(i) the terms of the Tender Documents; and

(ii) the Procuring Entity’s decision to award the contract.

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SECTION III – EVALUATION AND QUALIFICATION CRITERIA

This section contains the criteria that the Employer shall use to evaluate tender and qualify

tenderers. No other factors, methods or criteria shall be used other than specified in this

tender document. The Tenderer shall provide all the information requested in the forms.

Evaluation and contract award Criteria

The Procuring Entity shall use the criteria and methodologies listed in this Section to

evaluate tenders and arrive at the Lowest Evaluated Tender. The tender that (i) meets the

qualification criteria, (ii)has been determined to be substantially responsive to the Tender

Documents, and(iii) is determined to have the Lowest Evaluated Tender price shall be

selected for award of contract.

a) Preliminary evaluation

Confirmation of provision of valid copies of the following Mandatory

documents and conditions;

i. Original copy of Tender Security of KShs. 200,000.00 in the form of

Unconditional Bank Guarantee from a reputable bank in Kenya valid up to

30 days beyond the tender validity period.

ii. Copy of valid certificate of registration/incorporation

iii. Copy of current valid Tax Compliance Certificate

iv. Copy of recent CR 12 form (Issued within the last 12 months from the

Tender Opening Date)

v. Filled Confidential Business Questionnaire

vi. Duly filled and signed Form of Tender

vii. Provide Audited financial statements for the last 3 years.

viii. Provide a Certified, duly filled, signed and stamped Self-Declaration Form

ix. (template provided in this tender document).

x. Bidder MUST provide Microsoft Cloud Solution Provider (CSP)

Manufacturer

Authorization letter specific for this tender.

xi. Valid Microsoft Gold Partner in Enterprise Resource Planning

xii. Valid Microsoft Gold Partner in Cloud Productivity

v. Valid ICT Authority accreditation for Systems and Applications Level 4 or

above

b) Technical Evaluation

i. Bidder Experience: Provide names, addresses and contact details of at least 5

clients provided with similar services.

ii. Customer Reference: Provide letters of reference/recommendation from clients

served indicated in (i) above

iii. Human Resource Capacity: Qualifications and experience of key management and

technical personnel proposed for the assignment. Provide CV’s and copies of

certificates and testimonials

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NB: The proposed staff shall be the ones to execute the assignment. Any

substitution should be staff with equivalent or higher skills and approved by NCK.

iv. Financial Capability: Demonstrate financial capacity to handle the project. Provide

bank reference letter with evidence of Cash or Credit availability for at least half of

project cost and audited financial statements for the last 3 years with positive

capital ratio.

v. Litigation history: Provide details of cases you have been involved in the last 5 years.

vi. Detailed explanation of how upgrade and migration is to carried out in line with the

Terms of Reference including implementation schedule.

c) Financial evaluation

Bidders who pass technical evaluation will proceed to financial evaluation and the

lowest evaluated bidders will be awarded the tender.

Page 37 of 98

SECTION IV - TENDERING FORMS

FORM OF TENDER

INSTRUCTIONS TO TENDERERS

i) The Tenderer must prepare this Form of Tender on stationery with its letterhead

clearly showing the Tenderer's complete name and business address.

ii) All italicized text is to help the Tenderer in preparing this form.

iii) Tenderer must complete and sign CERTIFICATE OF INDEPENDENT TENDER

DETERMINATION and the SELF DECLARATION OF THE TENDERER attached to this Form

of Tender.

iv) The Form of Tender shall include the following Forms duly completed and signed by

the Tenderer.

a) Tenderer's Eligibility-Confidential Business Questionnaire

b) Certificate of Independent Tender Determination

c) Self-Declaration of the Tenderer

Date of this Tender submission: …………………..

ITT No.: NCK/ICT/004/2024

a) No reservations: We have examined and have no reservations to the tendering

document, including Addenda issued in accordance with ITT 9;

b) Eligibility: We meet the eligibility requirements and have no conflict of interest in

accordance with ITT 4;

c) Tender Securing Declaration: We have not been suspended nor declared ineligible

by the Procuring Entity based on execution of a Tender Securing Declaration or

Proposal Securing Declaration in Kenya in accordance with ITT 21;

d) Conformity: We offer to provide the Services in conformity with the tendering

document of the following: [insert a brief description of the Services];

e) Tender Price: The total price of our Tender, excluding any discounts offered in

item(f) below is: …………………………………………………………… [insert

the total price of the Tender in words and figures, indicating the various amounts and

the respective currencies];

f) Discounts: The discounts offered and the methodology for their application are:

i) The discounts offered are: [Specify in detail each discount offered.] ii) The exact

method of calculations to determine the net price after application of discounts is

shown below: [Specify in detail the method that shall be used to apply the discounts]

g) Tender Validity Period: Our Tender shall be valid for the period specified in TDS 19.1

(as amended if applicable) from the date fixed for the Tender submission deadline

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(specified in TDS 23.1(as amended if applicable) and it shall remain binding upon us

and may be accepted at any time before the expiration of that period;

h) Performance Security: If our Tender is accepted, we commit to obtain a

Performance Security in accordance with the tendering document;

i) One Tender Per Tenderer: We are not submitting any other Tender(s) as an

individual Tenderer, and we are not participating in any other Tender(s) a s a Joint

Venture member or as a subcontractor, and meet the requirements of ITT 4.3,

other than alternative Tenders submitted in accordance with ITT 14;

j) Suspension and Debarment: We, along with any of our subcontractors, suppliers,

consultants, manufacturers, or service providers for any part of the contract, are

not subject to, and not controlled by any entity or individual that is subject to, a

temporary suspension or a debarment imposed by the PPRA. Further, we are not

ineligible under Kenya's official regulations or pursuant to a decision of the United

Nations Security Council;

k) State-owned enterprise or institution: [select the appropriate option and delete

the other] [We are not a state-owned enterprise or institution] / [We are a state-

owned enterprise or institution but meet the requirements of ITT 4.6];

l) We confirm that we understand the provisions relating to Standstill Period as

described in this tendering document and the Procurement Regulations [Delete if

not appropriate, or amend to suit];

m) Binding Contract: We understand that this Tender, together with the written

acceptance thereof included in the Form of Acceptance, shall constitute a binding

contract between us, until a formal contract is prepared and executed;

n) Not Bound to Accept: We understand that you are not bound to accept the lowest

evaluated cost Tender, the Best Evaluated Tender or any other Tender that you

may receive;

o) Fraud and Corruption: We hereby certify that we have taken steps to ensure that

no person acting for us or on our behalf engages in any type of Fraud and

Corruption.

p) Collusive practices: We hereby certify and confirm that the tender is genuine,

noncollusive and made with the intention of accepting the contract if awarded. To

this effect we have signed the “Certificate of Independent tender Determination”

attached below.

q) Code of Ethical Conduct: We undertake to adhere by the Code of Ethics for Persons

Participating in Public Procurement and Asset Disposal during the procurement

process and the execution of any resulting contract.

r) We, the Tenderer, have completed fully and signed the following Forms as part of

our Tender:

i Tenderer's Eligibility; Confidential Business Questionnaire–to establish we

are not in any conflict to interest.

ii Certificate of Independent Tender Determination–to declare that we

completed the tender without colluding with other tenderers.

iii Self-Declaration of the Tenderer–to declare that we will, if awarded a

contract, not engage in any form of fraud and corruption.

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iv Declaration and commitment to the Code of Ethics for Persons

Participating in Public Procurement and Asset Disposal.

Further, we confirm that we have read and understood the full content and scope of fraud

and corruption as informed in “Appendix 1- Fraud and Corruption” attached to the Form

of Tender.

Name of the Tenderer *[insert complete name of person signing the Tender]

Name of the person duly authorized to sign the Tender on behalf of the

Tenderer……………………………………*[insert complete name of person duly

authorized to sign the Tender]

Title of the person signing the Tender [insert complete title of the person signing the

Tender]

Signature of the person named above [insert signature of person whose name

and capacity are shown above]

Date signed.......................... [insert date of signing] day of [insert month], [insert year]

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CONFIDENTIAL BUSINESS QUESTIONNAIRE

Instruction to Tenderer

Tenderer is instructed to complete the particulars required in this Form, one form for each

entity even if Tender is a JV. Tenderer is further reminded that it is an offence to give false

information on this Form.

Tenderer's details

ITEM

DESCRIPTION

Name of the Procuring Entity

Nursing Council of Kenya

Reference Number of the Tender

NCK/ICT/004/2024

Date and Time of Tender Opening

June 2024

Name of the Tenderer

Full Address and Contact Details of

the Tenderer.

1. Country

2. City

3. Location

4. Building

5. Floor

6. Postal Address

7. Name and email of contact person.

Current Trade License

Registration

Number and Expiring date

Name, country and full address

(postal and physical addresses,

email, and telephone number) of

Registering Body/Agency

Description of Nature of Business

Maximum value of business which

the Tenderer can handles

KSHs…………………………….

State if Tenders Company is listed in

stock exchange, give name and full

address (postal and physical

addresses, email, and telephone

number) of state which stock

exchange

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General and Specific Details

a) Sole Proprietor, provide the following details.

Name in full Age Nationality Country of Origin

Citizenship

b) Partnership, provide the following details.

Names of

Partners

Nationality

Citizenship

% Shares

owned

c) Registered Company, provide the following details;

i) Private or public Company

ii) State the nominal and issued capital of the Company-

Nominal Kenya Shillings (Equivalent) ………………………...............................…....

Issued Kenya Shillings (Equivalent) ……………………….....................................…

iii) Give details of Directors as follows;

Names of

Director

Nationality

Citizenship

% Shares

owned

d) Disclosure of Interest - Interest of the Firm in the Procuring Entity;

i. Are there any person/persons in Nursing Council of Kenya who has/have an

interest or relationship in this firm?

Yes/No……..........…………………

If yes, provide details as follows.

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Names

Person

Designation in the

Procuring Entity

Interest or Relationship

with Tenderer

Conflict of interest disclosure

Type of Conflict

If YES provide

details of the

relationship with

Tenderer

Tenderer is directly or indirectly controlled by or is

under common control with another tenderer.

Tenderer receives or has received any direct or

indirect subsidy from another tenderer.

Tenderer has the same legal representative as

another tenderer

Tender has a relationship with another tenderer,

directly or through common third parties that puts it in

a position to influence the tender of another tenderer,

or influence the decisions of the Procuring Entity

regarding this tendering process.

Any of the Tenderer’s affiliates participated as a

consultant in the preparation of the design or

technical specifications of the works that are the

subject of the tender.

Tenderer would be providing goods, works, non-

consulting services or consulting services during

implementation of the contract specified in this Tender

Document.

Tenderer has a close business or family relationship

with a professional staff of the Procuring Entity who are

directly or indirectly involved in the preparation of the

Tender

document or specifications of the Contract, and/or the

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Tender evaluation process of such contract.

Tenderer has a close business or family relationship

with a professional staff of the Procuring Entity who

would be involved in the implementation or supervision

of the Contract.

Has the conflict stemming from such relationship

stated in item 7 and 8 above been resolved in a

manner acceptable to the Procuring Entity

throughout the tendering process and execution of

the Contract?

e) Certification

On behalf of the Tenderer, I certify that the information given above is complete,

current and accurate as at the date of submission.

Full Name

Title or Designation

(Signature) (Date)

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CERTIFICATE OF INDEPENDENT TENDER DETERMINATION

I, the undersigned, in submitting the accompanying Letter of Tender to the

[Name of Procuring Entity] for: [Name and number of tender] in response to the

request for tenders made by: [Name of Tenderer] do hereby make the following

statements that I certify to be true and complete in every respect:

I certify, on behalf of [Name of Tenderer] that:

1. I have read and I understand the contents of this Certificate;

2. I understand that the Tender will be disqualified if this Certificate is found not to be

true and complete in every respect;

3. I am the authorized representative of the Tenderer with authority to sign this

Certificate, and to submit the Tender on behalf of the Tenderer;

4. For the purposes of this Certificate and the Tender, I understand that the word

“competitor” shall include any individual or organization, other than the Tenderer,

whether or not affiliated with the Tenderer, who:

a) Has been requested to submit a Tender in response to this request for tenders;

b) Could potentially submit a tender in response to this request for tenders, based on

their qualifications, abilities or experience;

5. The Tenderer discloses that [check one of the following, a s applicable]:

a) The Tenderer has arrived at the Tender independently from, and without

consultation, communication, agreement or arrangement with, any competitor;

b) the Tenderer has entered into consultations, communications, agreements or

arrangements with one or more competitors regarding this request for tenders,

and the Tenderer discloses, in the attached document(s), complete details thereof,

including the names of the competitors and the nature of, and reasons for, such

consultations, communications, agreements or arrangements;

6. In particular, without limiting the generality of paragraphs(5)(a) or (5)(b) above,

there has been no consultation, communication, agreement or arrangement with

any competitor regarding:

a) prices;

b) methods, factors or formulas used to calculate prices;

c) the intention or decision to submit, or not to submit, a tender; or

d) the submission of a tender which does not meet the specifications of the request

for Tenders; except as specifically disclosed pursuant to paragraph (5) (b) above;

7. In addition, there has been no consultation, communication, agreement or

arrangement with any competitor regarding the quality, quantity, specifications or

delivery particulars of the works or services to which this request for tenders

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relates, except as specifically authorized by the procuring authority or as

specifically disclosed pursuant to paragraph (5)(b) above;

8. The terms of the Tender have not been, and will not be, knowingly disclosed by the

Tenderer, directly or indirectly, to any competitor, prior to the date and time of the

official tender opening, or of the awarding of the Contract, which ever comes first,

unless otherwise required by law or as specifically disclosed pursuant to paragraph

(5) (b) above.

Name

Title

Date

[Name, title and signature of authorized agent of Tenderer and Date]

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SELF-DECLARATION FORMS

FORM SD1

SELF DECLARATION THAT THE PERSON/TENDERER IS NOT DEBARRED IN THE MATTER

OF THE PUBLIC PROCUREMENT AND ASSET DISPOSAL ACT 2015

I, ……………………………………., of Post Office Box …….………………………. being

a resident of………… ………………………………….. in the Republic of do hereby

make a statement as follows:-

1. THAT I am the Company Secretary/ Chief Executive/ Managing Director /Principal

Officer/Director of ……..………....……………………………….. (insert name of

the Company) who is a Bidder in respect of Tender No.

………………….. for. (insert tender title/description) for ……………………..

(insert name of the Procuring entity) and duly authorized and competent to make

this statement.

2. THAT the aforesaid Bidder, its Directors and subcontractors have not been

debarred from participating in procurement proceeding under Part IV of the Act.

3. THAT what is deponed to herein above is true to the best of my knowledge,

information and belief.

…………………………………. ……………………………….………………………

(Title)

Bidder Official Stamp (Signature) (Date)

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FORM SD2

SELF DECLARATION THAT THE PERSON/TENDERER WILL NOT ENGAGE IN ANY CORRUPT

OR FRAUDULENT PRACTICE

I, …………………………………….of P. O. Box...................................................being a

resident of ………….

………………………………….. in the Republic of do hereby make a

statement as follows:-

1. THAT I am the Chief Executive/Managing Director/Principal Officer/Director of

...........................………........................................... (insert name of the Company)

who is a Bidder in respect of Tender No…………………….. for

……………………..(insert tender title/description) for (insert name of the

Procuring entity) and duly authorized and competent to make this statement.

2. THAT the aforesaid Bidder, its servants and/or agents /subcontractors will not

engage in any corrupt or fraudulent practice and has not been requested to pay

any inducement to any member of the Board, Management, Staff and/or

employees and/or agents of (insert name of the Procuring entity) which is the

procuring entity.

3. THAT the aforesaid Bidder, its servants and/or agents /subcontractors have not

offered any inducement to any member of the Board, Management, Staff and/or

employees and/or agents of… (name of the procuring entity)

4. THAT the aforesaid Bidder will not engage /has not engaged in any corrosive

practice with other bidders participating in the subject tender

5. THAT what is deponed to here in above is true to the best of my knowledge

information and belief.

……………………………………………………………………........……….............

(Title) (Signature) (Date)

Bidder's Official Stamp

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DECLARATION AND COMMITMENT TO THE CODE OF ETHICS

I, (person) on behalf of (Name of the

Business/ Company/Firm) declare that I have read

and fully understood the contents of the Public Procurement & Asset Disposal Act, 2015,

Regulations and the Code of Ethics for persons participating in Public Procurement and

Asset Disposal and my responsibilities under the Code.

I do hereby commit to abide by the provisions of the Code of Ethics for persons

participating in Public Procurement and Asset Disposal.

Name of Authorized Signatory .................................................................................................

Sign………….......................................................................…..................................................

Position………………………………………...........................................................................

Office Address……………………………………………. Telephone……...………………..

Email……………………………………………….....................................................................

Name of the Firm/Company….…...............................................................................................

Date……………………………….............................................................................................

(Company Seal/ Rubber Stamp where applicable)

Witness

Name……………………………………………………….......................................................

Sign………………………………………………......................................................................

Date……………………………………………………..............................................................

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APPENDIX 1-FRAUD AND CORRUPTION

1. Purpose

1.1 The Government of Kenya's Anti-Corruption and Economic Crime laws and their

sanction's policies and procedures, Public Procurement and Asset Disposal Act (no.

33 of 2015) and its Regulation, and any other Kenya's Acts or Regulations related to

Fraud and Corruption, and similar offences, shall apply with respect to Public

Procurement Processes and Contracts that are governed by the laws of Kenya.

2. Requirements

2.1 The Government of Kenya requires that all parties including Procuring Entities,

Tenderers, (applicants/proposers), Consultants, Contractors and Suppliers; any

Subcontractors, Sub-consultants, Service providers or Suppliers; any Agents

(whether declared or not); and any of their Personnel, involved and engaged in

procurement under Kenya's Laws and Regulation, observe the highest standard of

ethics during the procurement process, selection and contract execution of all

contracts, and refrain from Fraud and Corruption and fully comply with Kenya's

laws and Regulations as per paragraphs 1.1above.

2.2 Kenya's public procurement and asset disposal act (no. 33 of 2015) under Section

66 describes rules to be followed and actions to be taken in dealing with Corrupt,

Coercive, Obstructive, Collusive or Fraudulent practices, and Conflicts of Interest in

procurement including consequences for offences committed. A few of the

provisions noted below highlight Kenya's policy of no tolerance for such practices

and behavior:

1) A person to whom this Act applies shall not be involved in any corrupt, coercive,

obstructive, collusive or fraudulent practice; or conflicts of interest in any

procurement or asset disposal proceeding;

2) A person referred to under sub section (1) who contravenes the provisions of that

sub-section commits an offence;

3) Without limiting the generality of the subsection (1) and (2), the person shall be: -

a) disqualified from entering into a contract for a procurement or asset disposal

proceeding; or

b) if a contract has already been entered into with the person, the contract shall be

voidable;

4) The voiding of a contract by the procuring entity under subsection (7) does not

limit any legal remedy the procuring entity may have;

3. An employee or agent of the procuring entity or a member of the Board or

committee of the procuring entity who has a conflict of interest with respect to a

procurement: -

a) Shall not take part in the procurement proceedings;

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b) Shall not, after a procurement contract has been entered into, take part in any

decision relating to the procurement or contract; and

c) Shall not be a subcontractor for the tender to whom was awarded contract, or a

member of the group of tenders to whom the contract was awarded, but the

subcontractor appointed shall meet all the requirements of this Act.

4. An employee, agent or member described in subsection (1) who refrains from

doing anything prohibited under that subsection, but for that subsection, would

have been within his or her duties shall disclose the conflict of interest to the

procuring entity;

4.1 If a person contravenes subsection (1) with respect to a conflict of interest

described in subsection (5) (a) and the contract is awarded to the person or his

relative or to another person in whom one of them had a direct or indirect

pecuniary interest, the contract shall be terminated and all costs incurred by the

public entity shall be made good by the a warding officer. etc.

In compliance with Kenya's laws, regulations and policies mentioned above, the

Procuring Entity:

a) Defines broadly, for the purposes of the above provisions, the terms set forth

below as follows:

i) “corrupt practice” is the offering, giving, receiving, or soliciting, directly or

indirectly, of anything of value to influence improperly the actions of another party;

“fraudulent practice” is any act or omission, including misrepresentation, that

knowingly or recklessly misleads, or attempts to mislead, a party to obtain

financial or other benefit or to avoid an obligation;

ii) “collusive practice” is an arrangement between two or more parties designed to

achieve an improper purpose, including to influence improperly the actions of

another party;

iii) “coercive practice” is impairing or harming, or threatening to impair or harm,

directly or indirectly, any party or the property of the party to influence improperly

the actions of a party;

iv) “obstructive practice” is:

a) deliberately destroying, falsifying, altering, or concealing of evidence material to

the investigation or making false statements to investigators in order to materially

impede investigation by Public Procurement Regulatory Authority (PPRA) or any

other appropriate authority appointed by Government of Kenya into allegations of

a corrupt, fraudulent, coercive, or collusive practice; and/or threatening, harassing,

or intimidating any party to prevent it from disclosing its knowledge of matters

relevant to the investigation or from pursuing the investigation; or

b) acts intended to materially impede the exercise of the PPRA's or the appointed

authority's inspection and audit rights provided for under paragraph 2.3e. below.

c) Defines more specifically, in accordance with the above procurement Act

provisions set forth for fraudulent and collusive practices as follows:

Page 51 of 98

"fraudulent practice" includes a misrepresentation of fact in order to influence a

procurement or disposal process or the exercise of a contract to the detriment of

the procuring entity or the tenderer or the contractor, and includes collusive

practices amongst tenderers prior to or after tender submission designed to

establish tender prices at artificial non-competitive levels and to deprive he

procuring entity of the benefits of free and open competition.

c) Rejects a proposal for award

of a contract if PPRA determines that the firm or

individual recommended for award, any of its personnel, or its agents, or its sub-

consultants, sub- contractors, service providers, suppliers and/ or their employees,

has, directly or indirectly, engaged in corrupt, fraudulent, collusive, coercive, or

obstructive practices in competing for the contract in question;

d) Pursuant to the Kenya's above stated Acts and Regulations, may sanction or

recommend to appropriate authority(ies) for sanctioning and debarment of a firm

or individual, as applicable under the Act sand Regulations;

e) Requires that a clause be included in Tender documents and Request for Proposal

documents requiring (i) Tenderers (applicants/proposers), Consultants,

Contractors, and Suppliers, and their Sub-contractors, Subconsultants, Service

providers, Suppliers, Agents personnel, permit the PPRA or any other appropriate

authority appointed by Government of Kenya to inspect

all accounts, records and

other documents relating to the procurement process, selection and/or contract

execution, and to have them audited by auditors appointed by the PPRA or any

other appropriate authority appointed by Government of Kenya; and

f) Pursuant to Section 62 of the above Act, requires Applicants/Tenderers to submit

along with their Applications/Tenders/Proposals a “Self-Declaration Form” as

included in the procurement document declaring that they and all parties involved

in the procurement process and contract execution have not engaged/will not

engage in any corrupt or fraudulent practices.

Page 52 of 98

TENDERER INFORMATION FORM

Date [insert date (as day, month and year) of Tender submission]

ITT No. [insert number of Tendering process]

1. Tenderer's Name: [insert Tenderer's legal name]

2. In case of JV, legal name of each member [insert legal name of each member in JV]

3. Tenderer's actual or intended country of registration [insert actual or intended

country of registration]

4. Tenderer's year of registration [insert Tenderer's year of registration]

5. Tenderer's Address in country of registration [insert Tenderer's legal address in

country of registration]

6. Tenderer's Authorized Representative Information

Name: [insert Authorized Representative's name]

Address [insert Authorized Representative's Address]

Telephone: [insert Authorized Representative's telephone/fax numbers]

Email Address [insert Authorized Representative's email address]

7. Attached are copies of original documents of [check the box(es) of the attached

original documents]

Articles of Incorporation (or equivalent documents of constitution or association),

and/or documents of registration of the legal entity named above, in accordance

with ITT 4.4.

In case of JV, Form of intent to form JV or JV agreement, in accordance with ITT 4.1.

In case of state-owned enterprise or institution, in accordance with ITT4.6

documents establishing: i) Legal and financial autonomy ii) Operation under

commercial law iii) Establishing that the Tenderer is not under the supervision of

the agency of the Procuring Entity

A current tax clearance certificate/valid tax compliance certificate or tax exemption

certificate in case of Kenyan tenderers issued by the Kenya Revenue Authority in

accordance with ITT 4.14.

8. Included are the organizational chart, a list of Board of Directors, and the

beneficial ownership.

Page 53 of 98

OTHER FORMS

TENDERER'S JV MEMBERS INFORMATION FORM

Date [insert date (as day, month and year) of Tender submission]

ITT No. [insert number of Tendering process]

1. Tenderer’s Name: [insert Tenderer’s legal name]

2. Tenderer’s JV Member’s name: [insert JV’s Member legal name]

3. Tenderer’s JV Member’s country of registration: [insert JV’s Member country of

registration]

4. Tenderer’s JV Member’s year of registration: [insert JV’s Member year of

registration]

5. Tenderer’s JV Member’s legal address in country of registration: [insert JV’s Member

legal

address in country of registration]

6. Tenderer’s JV Member’s authorized representative information Name: [insert name

of JV’s Member authorized representative] Address: [insert address of JV’s

Member authorized representative]

Telephone/Fax numbers: [insert telephone/fax numbers of JV’s Member authorized

representative]

Email Address: [insert email address of JV’s Member authorized representative]

7. Attached are copies of original documents of [check the box(es) of the attached

original documents]

 Articles of Incorporation (or equivalent documents of constitution or association),

and/or registration documents of the legal entity named above, in accordance with

ITT 4.4.

 In case of a state-owned enterprise or institution, documents establishing legal and

financial autonomy, operation in accordance with commercial law, and that they are

not under the supervision of the Procuring Entity, in accordance with ITT 4.6.

8. Included are the organizational chart, a list of Board of Directors, and the beneficial

ownership.

Page 54 of 98

FORM OF TENDER SECURITY- [Option 1–Demand Bank Guarantee]

Beneficiary:

Request for Tenders No:

Date: TENDER GUARANTEE No.:

Guarantor:

1. We have been informed that (here in after called "the Applicant") has submitted

or will submit to the Beneficiary its Tender (here in after called" the Tender") for

the execution of under Request for Tenders No. (“the ITT”).

2. Furthermore, we understand that, according to the Beneficiary's conditions,

Tenders must be supported by a Tender guarantee.

3. At the request of the Applicant, we, as Guarantor, hereby irrevocably undertake to

pay the Beneficiary any sum or sums not exceeding in total an amount of upon

receipt by us of the Beneficiary's complying demand, supported by the

Beneficiary's statement, whether in the demand itself or a separate signed

document accompanying or identifying the demand, stating that either the

Applicant:

(a) has withdrawn its Tender during the period of Tender validity set forth in the

Applicant's Letter of Tender (“the Tender Validity Period”), or any extension

thereto provided by the Applicant; or

(b) having been notified of the acceptance of its Tender by the Beneficiary during the

Tender Validity Period or any extension there to be provided by the Applicant, (i)

has failed to execute the contract agreement, or (ii) has failed to furnish the

Performance.

4. This guarantee will expire: (a) if the Applicant is the successful Tenderer, upon our

receipt of copies of the contract agreement signed by the Applicant and the

Performance Security and, or (b) if the Applicant is not the successful Tenderer,

upon the earlier of (i) our receipt of a copy of the Beneficiary's notification to the

Applicant of the results of the Tendering process; or (ii) thirty days after the end of

the Tender Validity Period.

5. Consequently, any demand for payment under this guarantee must be received by

us at the office indicated above on or before that date.

[signature(s)]

Page 55 of 98

Note: All italicized text is for use in preparing this form and shall be deleted from the final

product.

QUALIFICATION FORMS

FORM PER - 1

Consultant's Representative and Key Personnel Schedule

Tenderers should provide the names and details of the suitably qualified Consultant's

Representative and Key Personnel to perform the Contract. The data on their experience

should be supplied using the Form PER-2 below for each candidate.

Consultant's Representative and Key Personnel

Title of position: Lead Consultant

Name of candidate:

Duration of

appointment:

[insert the whole period (start and end dates) for which

this position will be engaged]

Time commitment:

for this position:

[insert the number of days/week/months/ that has been

scheduled for this position]

Expected time

schedule for this

position:

[insert the expected time schedule for this position (e.g.

attach high level Gantt chart]

Title of position: Support Consultant

Name of candidate:

Duration of

appointment:

[insert the whole period (start and end dates) for which

this position will be engaged]

Time commitment:

for this position:

[insert the number of days/week/months/ that has been

scheduled for this position]

Expected time

schedule for this

position:

[insert the expected time schedule for this position (e.g.

attach high level Gantt chart]

Title of position: Support Consultant

Name of candidate:

Duration of

appointment

[insert the whole period (start and end dates) for which

this position will be engaged]

Page 56 of 98

Time commitment:

for this position:

[insert the number of days/week/months/ that has

been scheduled for this position]

Expected time

schedule for this

position:

[insert the expected time schedule for this position (e.g.

attach high level Gantt chart]

FORM PER-2:

Resume and Declaration - Contractor's Representative and Key Personnel

Name of Tenderer

Position [#1]: [title of position from Form PER-1]

Personnel information

Name:

Date of birth:

Address:

E-mail:

Professional qualifications:

Academic qualifications:

Language proficiency: [language and levels of speaking,

reading and writing skills]

Details

Address of Procuring Entity:

Telephone:

Contact (manager / personnel

officer):

Fax:

Job title:

Years with present Procuring

Entity:

Page 57 of 98

Summarize professional experience in reverse chronological order. Indicate

particular technical and managerial experience relevant to the project.

Project

Role

Duration of

involvement

Relevant

experience

[main

project

details]

[role and

responsibilities on

the project]

[time in

role]

[describe

the

experience

relevant to

this

position]

DECLARATION

I, the undersigned. [insert either “Consultant's Representative” or “Key Personnel” as

applicable],

certify that to the best of my knowledge and belief, the information contained in this Form

PER-2 correctly describes myself, my qualifications and my experience.

I confirm that I am available as certified in the following table and throughout the

expected time schedule for this position as provided in the Tender:-

Commitment

Details

Commitment to

duration of

contract:

[insert period (start and end dates) for which this

Consultant’s

Representative

or Key Personnel is available to work on this contract]

Time commitment:

[insert period (start and end dates) for which this

Consultant’s

Representative

or Key Personnel is available to work on this contract]

I understand that any misrepresentation or omission in this Form may:

a) be taken into consideration during Tender evaluation;

b) result in my disqualification from participating in the Tender;

c) result in my dismissal from the contract.

Page 58 of 98

Name of Consultant's Representative or Key Personnel: [insert name]

Signature:

Date: (day month year):

Countersignature of authorized representative of the Tenderer:

Signature:

Date: (day month year):

Page 59 of 98

TENDERERS QUALIFICATION WITHOUT PRE-QUALIFICATION

To establish its qualifications to perform the contract in accordance with Section III,

Evaluation and Qualification Criteria the Tenderer shall provide the information requested

in the corresponding Information Sheets included hereunder.

FORM ELI -1.1 Tenderer Information Form

Date:

ITT No. and title:

Tenderer's name:

In case of Joint Venture (JV), name of each member:

Tenderer's actual or intended country of

registration: [indicate country of

Constitution]

Tenderer's actual or intended year of incorporation:

Tenderer's legal address [in country of registration]:

Tenderer's authorized representative information Name:

Telephone/Fax numbers:

E-mail address:

Address:

1. Attached are copies of original documents of

Articles of Incorporation (or equivalent documents of constitution or

association), and/or documents of registration of the legal entity named

above, in accordance with ITT 4.4

In case of JV, letter of intent to form JV or JV agreement, in accordance

with ITT 4.1 In case of state-owned enterprise or institution, in

accordance with ITT 4.6, documents establishing:

Legal and financial autonomy

Operation under commercial law

Establishing that the Tenderer is not under the supervision of the

Procuring Entity 2. Included are the organizational chart, a list of

Board of Directors, and the beneficial ownership.

Page 60 of 98

FORM ELI -1.2

Tenderer's JV Information Form (to be completed for each member of Tenderer's

JV where applicable)

Date: ITT No. and title:

Tenderer’s JV name:

JV member’s name:

JV member’s country of registration:

JV member’s year of constitution:

JV member’s legal address in country of constitution:

JV member’s authorized representative information Name:

Address: Telephone/Fax numbers:

E-mail address: _________________________________

1. Attached are copies of original documents of Articles of Incorporation

(or equivalent documents of constitution or association), and/or

registration documents of the legal entity named above, in accordance

with ITT 4.4. In case of a state-owned enterprise or institution,

documents establishing legal and financial autonomy, operation in

accordance with commercial law, and that they are not under the

supervision of the Procuring Entity, in accordance with ITT 4.6.

2. Included are the organizational chart, a list of Board of Directors, and

the beneficial ownership.

Page 61 of 98

SCHEDULE FORMS

[The Tenderer shall fill in these Forms in accordance with the instructions indicated. The

list of line items in column 1 of

the Activity Schedules shall coincide with the List of Services specified in the Procuring

Entity's Requirements.]

Page 62 of 98

NOTIFICATION OF INTENTION TO AWARD

For the attention of Tenderer's Authorized Representative

Name: [insert Authorized Representative's name]

Address [insert Authorized Representative's Address]

Telephone numbers: [insert Authorized Representative's telephone/fax numbers] Email

Address [insert Authorized Representative's email address]

DATE OF TRANSMISSION: This Notification is sent by: [email/fax] on [date] (local time)

Procuring Entity: [insert the name of the Procuring Entity]

Contract Title [insert the name of the contract]

ITT No: [insert ITT reference number from Procurement Plan]

This Notification of Intention to Award (Notification) notifies you of our decision to award the

above contract. The transmission of this Notification begins the Standstill Period. During the

Standstill Period you may:

a) Request a debriefing in relation to the evaluation of your Tender, and/or

b) Submit a Procurement-related Complaint in relation to the decision to award the

contract.

i) The successful Tenderer

Name:

[insert name of successful Tenderer]

Address:

[insert address of the successful Tenderer]

Contract price:

[insert contract price of the successful Tender]

ii) Other Tenderers

Name of

Tenderer

Technical score (if

applicable)

Evaluated Tender price (if

applicable)

[insert

name]

[insert technical

score]

[insert evaluated price]

[insert

name]

[insert technical

score]

[insert evaluated price]

Page 63 of 98

[insert

name]

[insert technical

score]

[insert evaluated price]

[insert

name]

[insert technical

score]

[insert evaluated price]

[insert

name]

[insert technical

score]

[insert evaluated price]

Page 64 of 98

HOW TO REQUEST A DEBRIEFING

You may request a debriefing in relation to the results of the evaluation of your Tender. If you

decide to request a debriefing your written request must be made within three (3) Business

Days of receipt of this Notification of Intention to Award.

Provide the contract name, reference number, name of the Tenderer, contact details; and

address the request for debriefing as follows:

Attention [insert full name of person, if applicable]

Title/position [insert title/position]

Agency [insert name of Procuring Entity]

Email address [insert email address]

If your request for a debriefing is received within the 3 Business Days deadline, we will provide the

debriefing within five (5) Business Days of receipt of your request. If we are unable to provide the

debriefing within this period, the Standstill Period shall be extended by five (5) Business Days after

the date that the debriefing is provided. If this happens, we will notify you and confirm the date

that the extended Standstill Period will end.

The debriefing may be in writing, by phone, video conference call or in person. We shall

promptly advise you in writing how the debriefing will take place and confirm the date and time.

If the deadline to request a debriefing has expired, you may still request a debriefing. In this

case, we will provide the debriefing as soon as practicable, and normally no later than fifteen

(15) Business Days from the date of publication of the Contract Award Notice.

How to make a complaint

Provide the contract name, reference number, name of the Tenderer, contact details; and address

the Procurement- related Complaint as follows:

Attention [insert full name of person, if applicable]

Title/position [insert title/position]

Agency [insert name of Procuring Entity]

Email address [insert email address]

At this point in the procurement process, you may submit a Procurement-related Complaint

challenging the decision to award the contract. You do not need to have requested, or received,

a debriefing before making this complaint. Your complaint must be submitted within the Stand

still Period and received by us before the Stand still Period ends. In summary, there are four

essential requirements:

Page 65 of 98

1. You must be an 'interested party'. In this case, that means a Tenderer who submitted a

Tender in this tendering process, and is the recipient of a Notification of Intention to

Award.

2. The complaint can only challenge the decision to award the contract.

3. You must submit the complaint within the period stated above.

4. You must include, in your complaint, all of the information required to support the

complaint.

5. The application must be accompanied by the fees set out in the Procurement Regulations,

which shall not be refundable (information available from the Public Procurement

Authority at [email protected]

Standstill Period

The Standstill Period lasts ten (10) Business Days after the date of transmission of this

Notification of Intention to Award.

The Standstill Period may be extended as stated in Section 4 above. If you have any questions

regarding this Notification please do not hesitate to contact us. On behalf of the Procuring

Entity:

Signature:

Name:

Title/position:

Telephone: Email:

Page 66 of 98

REQUEST FOR REVIEW

FORM FOR REVIEW (r.203(1))

PUBLIC PROCUREMENT ADMINISTRATIVE REVIEW BOARD APPLICATION NO…………….

OF……….….20……...

BETWEEN

…………………………...………………………………. APPLICANT

AND

…………………………………RESPONDENT (Procuring Entity)

Request for review of the decision of the…………… (Name of the Procuring Entity

of ……………dated the…day of

………….20……..….in the matter of Tender No…………….….…of ………….20……. for

(Tender description).

REQUEST FOR REVIEW

I/We……………………………, the above-named Applicant(s), of address: Physical

address……………. P. O. Box No… Tel.

No…….Email , hereby request the Public Procurement Administrative Review Board to review

the whole/part of the above mentioned decision on the following grounds , namely: 1.

By this memorandum, the Applicant requests the Board for an order/orders that: 1.

SIGNED ……………….(Applicant) Dated on…………….day of ……………/…20……

FOR OFFICIAL USE ONLY Lodged with the Secretary Public Procurement Administrative Review

Board on… day of

………....20….………

SIGNED

Board Secretary

Page 67 of 98

LETTER OF AWARD

[Form head paper of the Procuring Entity]

.......................................................................[date]

To: [name and address of the Service Provider]

This is to notify you that your Tender dated[date]for execution of the [name of the Contract and

identification number, as given in the Special Conditions of Contract] for the Contract Price of the

equivalent of [amount in numbers and words] [name of currency], as corrected and modified in

accordance with the Instructions to Tenderers is hereby accepted by us (Procuring Entity).

You are requested to furnish the Performance Security within 28 days in accordance with the

Conditions of Contract, using, for that purpose, one of the Performance Security Forms included

in Section VIII, Contract Forms, of the tender document.

Please return the attached Contract dully signed

Authorized

Signature:....................................................................................

Name and Title of Signatory:............................................................................

Name of Agency:..............................................................................................

Attachment: Contract

Page 68 of 98

FORM OF CONTRACT

[Form head paper of the Procuring entity]

LUMP SUM REMUNERATION

This CONTRACT (herein after called the “Contract”) is made the [day] of the month

of[month],[year], between, on the one hand,[name of Procuring Entity](herein after

called the “Procuring Entity”) and, on the other hand, [name of Service

Provider](hereinafter called the“ Service Provider”).

[Note: In the text below text in brackets is optional; all notes should be deleted in final

text. If the Service Provider consist of more than one entity, the above should be partially

amended to read as follows:“…(herein after called the “Procuring Entity”) and, on the

other hand, a joint venture consisting of the following entities, each of which will be

jointly and severally liable to the Procuring Entity for all the Service Provider's obligations

under this Contract, namely, [name of Service Provider]and[name of Service

Provider](herein after called the “Service Provider”).]

WHEREAS

a) The Procuring Entity has requested the Service Provider to provide certain

Services as defined in the General Conditions of Contract attached to this

Contract (herein after called the “Services”);

b) the Service Provider, having represented to the Procuring Entity that they have

the required professional skills, and personnel and technical resources, have

agreed to provide the Services on the terms and conditions set forth in this

Contract at a contract price of ;

NOW THEREFORE the parties hereto hereby agree as follows:

1. The following documents shall be deemed to form and be read and construed as

part of this Agreement, and the priority of the documents shall be as follows: a)

The Form of Acceptance;

b) The Service Provider's Tender

c) The Special Conditions of Contract;

d) The General Conditions of Contract;

e) The Specifications;

f) The Priced Activity Schedule; and

g) The following Appendices: [Note: If any of these Appendices are not used, the

words “Not Used” should be inserted below next to the title of the Appendix and

on the sheet attached hereto carrying the title of that Appendix.]

Appendix A: Description of the Services Appendix B: Schedule of Payments

Appendix C: Subcontractors Appendix D:

Breakdown of Contract Price

Page 69 of 98

Appendix E: Services and Facilities Provided by the Procuring Entity

2. The mutual rights and obligations of the Procuring Entity and the Service Provider

shall be as set forth in the Contract, in particular:

a) The Service Provider shall carry out the Services in accordance with the provisions

of the

Contract; and

b) The Procuring Entity shall make payments to the Service Provider in accordance

with the provisions of the Contract.

IN WITNESS WHERE OF, the Parties here to have caused this Contract to be signed in their

respective

names as of the day and year first above written.

For and on behalf of [name of Procuring Entity]

[Authorized Representative]

For and on behalf of [name of Service Provider]

[Authorized Representative]

[Note :If the Service Provider consists of more than one entity, all these entities should

appear as signatories, e.g., in the following manner:]

For and on behalf of each of the Members of the Service Provider

..............................................................................[name of member]

..............................................................................[Authorized Representative]

.............................................................................. [name of member]

..............................................................................[Authorized Representative]

Page 70 of 98

PART II – PROCURING ENTITY'S REQUIREMENTS

Page 71 of 98

SECTION V - ACTIVITY SCHEDULE

TERMS OF REFERENCE

BACKGROUND

NCK has put in place an ERP to automate business process and its operations. The Council is

seeking a service provider to upgrade and enhance its current Microsoft Navision 2016 Enterprise

Resource Planning System with SQL Server 2016 Enterprise and Microsoft Server 2016 to the

latest version of the Microsoft Dynamics 365 Business Central on premise, database and

operating system and further implementation of functions/modules in line with current Council

business processes and government directives in the following areas:

a) Financial Management.

b) Supply Chain Management (Procurement Services)

c) Human Resources Management.

d) Payroll Services with web-based Employee Self Service.

e) Internal Audit Management.

f) General and IT Administration

g) Project Management and Project Accounting.

h) Process Workflow and Alerts

i) Sharepoint implementation and integration

j) Business Intelligence BI, Analytics, and Crystal reports.

The solution provider should be able to carry out the following services: -

a) Upgrade from Microsoft Dynamics Navision 2026 to the latest Microsoft

Dynamics 365 Business

Central version

b) Carry out on demand support during the contract period on the Microsoft

Dynamics 365 Business

Central

Integration to users M365 suite

c) In addition to (b) above, implement such changes in the system as and when

required by the

Council. This may include adding or removing features as the case may be;

d) Advise the Council on how to customize the system to achieve optimal use of the

system;

e) Upgrade the system to match the customer/NCK needs and migrating the data

from the previously customized module to the newly upgraded version.

f) Develop a staff portal for non-core users’ access.

g) Provide user training for end users and admin staff

Page 72 of 98

1 SCOPE OF WORK & KEY DELIVERABLES

The firm shall be responsible for upgrading current system to the latest version of Microsoft

Dynamics 365 Business Central and support, enhancing and maintaining the Microsoft Dynamics

in accordance to NCK requirements.

The firm shall also offer advisory to the Council on best practices with respect to the version of

Business Central in use, the operating systems and database system the ERP runs on. This will be

in a view to ensure that the system remains secure and supported at all times by Microsoft.

The firm should also be ready and willing to work with other parties to integrate third party

applications and systems to the ERP.

Detailed description of modules

The description of the modules to be upgraded/implemented during the contract period are listed

below. The Provider will be expected to be flexible and accommodate requests from process

owners that may not be necessarily listed below.

i) Human Resource

The developer shall ensure the following features are fully functional in the new ERP

setup;

• Company details

• Employee Profile

• Recruitment and Selection to be automated

• Performance and Appraisal management

• Job descriptions

• Attendance, Discipline and Grievance, Welfare and Separation

• Retirement/suspension notice

• Staff claims/ pension and other benefits

• Training and development

• Online job application, analysis and reporting

• Leave management – online application and leave day tracking

• Insurance Claims management

• Payroll and Payroll reports

• Report generation

• Security and control

Reports

The system should have multiple reports including but not limited to:-

• Leave utilization and balance

• Vacant positions, job descriptions and persons specifications

• Pending disciplinary cases/litigation reports

• Staff bio data and list of dependents and next of kin

Page 73 of 98

• Officer's due for retirement in the current year

• Casual staff list and expiry period

• Performance appraisal reports

• Staff Training Reports

Fleet and Asset Management

• Inspect warranty of the assets

• Maintenance of the assets

• Facilitate transfer of assets

• Tag and track responsible employee

• Vehicle booking workflow

• Workshops & Scheduling

ii) Finance Management Module Cash Management:

The developer shall ensure the following features are fully functional in the new ERP

setup;

• Online Control of Bank Accounts

• Manage Multiple Bank Accounts

• Automate Bank Reconciliation

• Attach supporting documents on payment vouchers

• Fully automate zonal offices as cost centers

• Enable import/export of excel sheets

• Automate receipt printing with update of respective ledger/cashbook

Reports

The system should have multiple reports including but not limited to:-

• Bank reconciliation report showing un-reconciling entries i.e. un-credited and un-

presented cheques

• Cash flow projection report

General Ledger

The developer shall ensure the following features are functional in the General Ledger of the new

ERP setup;

• Enable drill down to the (particular) details of an entry

• Enable continuous viewing of updated balances and net changes

• Enable viewing of balance/budget by period or dimension

• Enable tracking of entries throughout the program

• Enable ease of transfer of data

• Reduce redundant input

• Ledger reconciliation

• Generation of financial statements i.e. P&L and balance sheet and other ad hoc

reports

Page 74 of 98

Reports

The system should have multiple reports including but not limited to:-

Profit and loss report comparing year to date and same period last

year

• Balance sheet report

• Green leaf sales and production report showing totals for each buying centre and

totals for each factory

• Zonal revenue & cost performance

• Motor vehicle cost analysis report showing vehicle cost like fuel, repairs,

insurance etc

• Staff cost report per zone separated as administration & operations Budget vs.

actual variance report on a monthly basis

• Budget vs. actual variance report compared to same period last year

Key features of fixed assets

The developer shall ensure the following items are functional in the fixed assets sub-module in

the new ERP;

• Enable flexible Definition and Grouping of Assets

• Enable choice of Standard or Customer Depreciation Methods

• Maintenance Information

• Allocation of Periodic Depreciation

• Reclassification of Fixed Assets

• Separation and Partial Disposal of a Fixed Asset

• Block the posting of block entries like service and repairs to fixed assets. These

should be posted to the specific asset account

Receivables and payables

The developer shall ensure the following in the receivables and payables sub-

module; Define flexible payment terms, discount periods, and payment

methods.

• Define flexible payment application policies including payment tolerance amounts,

payment discount grace periods, and cross-currency application rounding limits.

• Define an unlimited number of finance charge terms.

• Enable reversal of incorrect transactions

• Enable reversal of customer and vendor transactions posted manually in journals, including

all related ledger entries, VAT entries, and bank account entries.

• Define a default currency for customers and vendors; and invoice and accept payment in

an unlimited number of currencies.

• View customer/vendor statistics per currency, detailed transaction history, and aging/trial

balance reports.

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• Automatic suggestion of vendor payments based on due dates, dimension values, vendor

priority, and discount availability.

• Receive notices informing if a customer exceeds their credit limit, has been blocked from

further transactions, or has an overdue balance.

• Allow querying of creditors and debtors list ( oldest, highest, alphabetically etc)

• A control to be input that a payable or receivable has to be applied to the related debt or

credit: if not, the system should not post the entry

• Enable a report filtering / sorting of debtors, creditors and imprests based on applied /

matched transactions

• Create a standard excel template for monthly imprest which can be filled by zone

accountant and sent to head office. After the necessary approval s it can be uploaded to

Navision directly. Input receipt writing which directly updates the GL and block the

receipt journal form

Reports

The system should have multiple reports including but not limited to:-

• Customer statement report showing outstanding amounts

• Customer aging report

• Supplier statement showing outstanding amounts

• Suppliers aging report

iii) Procurement and store management

The developer will be responsible for implementing new modules / functionality as specified

below in the procurement module:

• Placing of requests for store items and purchasing items (Requisitions)

• Applying procedures for approval and rejection of requests/requisitions

• Detailed status-tracking of requests/requisitions, by current status of each line

item in the request

• Preparing Request for Quotations (RFQ’s)

• Collection and Evaluation of Vendor Quotes

• Consolidation of requests/Requisitions during the Purchase Order preparation

step

• Electronic document attachment for requests, quotes, orders, deliveries, invoices

among others

• Restock level management for store requisition items

• Enable attachment of inspection certificate documents

• Email notification of related users upon arrival of the items in the purchase order

• The system keeps track of deliveries made on the purchase order and notifies the

users of arrival of items requested for.

• Definition of minimum required specification lines for new items, to avoid

misleading purchasing scenarios (very important for purchase orders of

equipment, machinery etc with technical details

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• Tolerance management of quantity differences with purchase order and Delivery

notes

• Performance evaluation of vendors

Reports

The system should have multiple reports including but not limited to:-

• Outstanding/unfulfilled Purchase orders

• Inventory availability plan

• Approved Requisitions

• Rejected Requisitions with reasons for rejection

• Purchase order listing

• Goods received Notes (GRNS)

• Supplier Quotations

iv) Legal Services Management

• Legal Requisitions,

• Litigations Requisitions,

• Case fillings,

• Reports

v) Risk management

• Risk Register,

• Risk Mitigations, Risk Indicators, Risk Reports.

vi) Internal Audit

• Audit Plan,

• Audit Requisitions, Audit Findings processing, Audit Reports.

vii) Help Desk

• ICT Requisitions,

• Help Desk issues register

• ERP Support Request,

• Knowledge base register

viii) Customer Relations Management (CRM).

• Customers Case tracking,

• Complains

• Compliments Register

• Biometric integration

• Staff check-in/Out Integration to HR Absents sub module

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x) Bank Integration

• The system should be able to have perform the following

in real time; Merge payments from various payment runs

• Create batches and route them for approval.

• Approve payments before they are delivered to the bank

• Bank Statement monitor capability

xi) Cloud SharePoint Integration.

xii) CEO’s dashboard with ability to view;

• Financial reports

• HR reports

• Procurement reports

• Query approval status

Training and User Acceptance Tests

The Provider shall also be required to;

• Conduct training

• Conduct training for all end users

• Train ICT staff on administration and Audit trails

• Ensure sign off by all users

• Carry out a system testing

• Carry out data migration

• Ensure system goes live with all processes automated

Warranty and Maintenance Requirements

The provider shall provide a detailed description regarding a one-year warranty period for the

ERP system. The provider shall also describe its policy with respect to superseded and

discontinued software, error correction, revisions and upgrades. The Provider shall describe its

available telephone support and the various levels of escalation for maintenance support that are

available, the direction, financial capability and commitment of the Provider for support and

enhancement of the software. The Provider shall describe its process for escalation of support

issues and outline its approach for providing NCK assurance that important support requests are

addressed in a timely manner. As part of this, the Provider shall provide their support service level

agreement for different levels of issue criticality (e.g., system down, key transactions not

processing, data not displaying properly, etc.)

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BREP (Business Ready Enhancement Plan Renewal)

The successful consultant should be able to provide BREP renewal facility for this

upgrade.

Other Features/Requirements:

a) Intuitive graphical interface for a short learning curve

b) Network ready with multi-user password control

c) Web Based

d) Employee Self Service

e) Workflow and Alert Management

f) Embedded Document attachment

g) Email Integration and Sharepoint Integration

h) System integration to existing systems

i) Provision of end user and technical design documents

j) Audit Trails

k) Testing and quality assurance

l) Alignment to Council Management Systems – Quality Management, Information

Security Management and Business Continuity and Disaster Recovery

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PRICE SCHEDULE FORM

FORM FIN-1 SUMMARY of Costs

Description of

services

Unit cost

(Kshs)

Total

cost

(Ksh)

Remarks

Name of Tenderer ......................................................[insert complete name of Tenderer]

Name of Tender Authorized representative……………………………………………..

Signature of Tenderer……………………………………………………………

[signature of person signing the Tender]

Date …………………………………….

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PART III – CONDITIONS OF CONTRACT AND CONTRACT FORMS

SECTION VI - GENERAL CONDITIONS OF CONTRACT

1. General Provisions

1.1 Definitions

Unless the context otherwise requires, the following terms whenever used in this Contract

have the following meanings:

a) The Adjudicator is the person appointed jointly by the Procuring Entity and the

Service

Provider to resolve disputes in

the first instance.

b) “Activity Schedule” is the priced and completed list of items of Services to be

performed by the Service

Provider forming part of his Tender;

c) “Completion Date” means the date of completion of the Services by the Service

Provider as certified by

the Procuring Entity

d) “Contract” means the Contract signed by the Parties, to which these General

Conditions of Contract

(GCC) are attached, together with all the documents listed in Clause 1 of such signed

Contract;

e) “Contract Price” means the price to be paid for the performance of the Services,

in accordance with

Clause 6;

f) “Day works” means varied work inputs subject to payment on a time basis for the

Service Provider's employees and equipment, in addition to payments for associated

materials and administration.

g) “Procuring Entity” means the Procuring Entity or party who employs the Service

Provider

h) “Foreign Currency” means any currency other than the currency of Kenya;

i) “GCC” means these General Conditions of Contract;

j) “Government ”means the Government of Kenya;

k) “Local Currency ”means Kenya shilling;

l) “Member,” in case the Service Provider consist of a joint venture of more than

one entity, means any of these entities; “Members” means all these entities, and

“Member in Charge” means the entity specified in the SC to act on their behalf in

exercising all the Service

Provider' rights and obligations towards the Procuring Entity under this Contract;

m) “Party” means the Procuring Entity or the Service Provider, as the case maybe,

and

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“Parties”

means both

of them;

n) “Personnel” means persons hired by the Service Provider or by any

Subcontractor as employees and

assigned to the performance of the Services or any part there of;

o) “Service Provider” is a person or corporate body whose Tender to provide the

Services has been accepted by the Procuring Entity;

p) “Service Provider's Tender” means the completed Tendering Document

submitted by the

Service Provider to the Procuring Entity

q) “SCC” means the Special Conditions of Contract by which the GCC may be

amended or supplemented;

r) “Specifications” means the specifications of the service included in the Tendering

Document submitted by the Service

Provider to the Procuring Entity

s) “Services” means the work to be performed by the Service Provider pursuant to

this Contract, as described in Appendix A; and in the Specifications and Schedule

of Activities included in the Service Provider's Tender.

t) “Subcontractor” means any entity to which the Service Provider subcontracts

any part of the Services in accordance with the provisions of Sub-Clauses3.5 and

u) “Public Procurement Regulatory Authority (PPRA)” shall mean the Government

Agency responsible for oversight of public procurement.

v) “Project Manager” shall the person appointed by the Procuring Entity to act as

the Project Manager for the purposes of the Contract and named in the Particular

Conditions of Contract, or other person appointed from time to time by the

Procuring Entity and notified to the Contractor.

w) “Notice of Dissatisfaction” means the notice given by either Party to the other

indicating

its dissatisfaction and intention to commence

arbitration.

1.2 Applicable Law

The Contract shall be interpreted in accordance with the laws of Kenya.

1.3 Language

This Contract has been executed in the English language, which shall be the binding and

controlling language for all matters relating to the meaning or interpretation of this

Contract.

1.4 Notices

Any notice, request, or consent made pursuant to this Contract shall be in writing and shall

be deemed to have been made when delivered in person to an authorized representative

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of the Party to whom the communication is addressed, or when sent by registered mail,

hand delivery, or email to such Party at the address specified in the SCC.

1.5 Location

The Services shall be performed at such locations as a specified in Appendix A, in the

specifications and, where the location of a particular task is not so specified, at such

locations, whether in Kenya or elsewhere, as the Procuring Entity may approve.

1.6 Authorized Representatives

Any action required or permitted to be taken, and any document required or permitted

to be executed, under this Contract by the Procuring Entity or the Service Provider may

be taken or executed by the officials specified in the SCC.

1.7 Inspection and Audit by the PPRA

Pursuant to paragraph 2.2 e. of Attachment 1 to the General Conditions, the Service

Provider shall permit and shall cause its subcontract or sand sub-consultants to permit,

PPRA and/or persons appointed by PPRA to inspect the Site and/or the accounts and

records relating to the procurement process, selection and/or contract execution, and to

have such accounts and records audited by auditors appointed by PPRA. The Service

Provider's and its Subcontractors' and sub-consultants' attention is drawn to Sub-Clause

3.10 which provides, inter alia, that acts intended to materially impede the exercise of

PPRA's inspection and audit rights constitute a prohibited practice subject to contract

termination (as well as to a determination of ineligibility pursuant to PPRA's prevailing

sanctions procedures).

1.8 Taxes and Duties

The Service Provider, Subcontractors, and their Personnel shall pay such taxes, duties,

fees, and other impositions as may be levied under the Applicable Law, the amount of

which is deemed to have been included in the Contract Price.

2. Commencement, Completion, Modification, and Termination of Contract

2.1 Effectiveness of Contract

This Contract shall come into effect on the date the Contract is signed by both parties or

such other later date as maybe stated in the SCC.

2.2 Commencement of Services

2.2.1 Program

Before commencement of the Services, the Service Provider shall submit to the Procuring

Entity for approval a Program showing the general methods, arrangements order and

timing for all activities. The Services shall be carried out in accordance with the approved

Program as updated.

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2.2.2 Starting Date

The Service Provider shall start carrying out the Services thirty (30) days after the date the

Contract becomes effective, or at such other date as may be specified in the SCC.

2.3 Intended Completion Date

Unless terminated earlier pursuant to Sub-Clause 2.6, the Service Provider shall complete

the activities by the Intended Completion Date, as is specified in the SCC. If the Service

Provider does not complete the activities by the Intended Completion Date, it shall be

liable to pay liquidated damage as per Sub-Clause3.8. In this case, the Completion Date will

be the date of completion of all activities.

2.4 Modification

Modification of the terms and conditions of this Contract, including any modification of the scope

of the Services or of the Contract Price, may only be made by written agreement between the

Parties.

2.4.1 Value Engineering

The Service Provider may prepare, at its own cost, a value engineering proposal at any time during

the performance of the contract. The value engineering proposal shall, at a minimum,

include the following;

a) The proposed change(s), and a description of the difference to the existing contract

requirements;

b) A full cost/benefit analysis of the proposed change(s) including a description and estimate

of costs (including life cycle costs, if applicable) the Procuring Entity may incur in

implementing the value engineering proposal; and

c) A description of any effect(s)of the change on performance/functionality.

The Procuring Entity may accept the value engineering proposal if the proposal demonstrates

benefits that:

a) accelerates the delivery period; or

b) reduces the Contract Price or the lifecycle costs to the Procuring Entity; or

c) improves the quality, efficiency, safety or sustainability of the services; or

d) yields any other benefits to the Procuring Entity, without compromising the necessary

functions of the Facilities.

If the value engineering proposal is approved by the Procuring Entity and results in:

a) a reduction of the Contract Price; the amount to be paid to the Service Provider shall be

the

percentage specified in the SCC of the reduction in the Contract Price; or

b) an increase in the Contract Price; but results in a reduction in lifecycle costs due to any

benefit described in

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(a) to (d)above, the amount to be paid to the Service Provider shall be the full increase in the

Contract Price.

2.5 Force Majeure

2.5.1 Definition

For the purposes of this Contract, “Force Majeure” means an event which is beyond the

reasonable control of a Party and which makes a Party's performance of its obligations

under the Contract impossible or so impractical as to be considered impossible under the

circumstances.

2.5.2 No Breach of Contract

The failure of a Party to fulfill any of its obligations under the contract shall not be

considered to be a breach of, or default under, this Contract insofar as such inability arises

from an event of Force Majeure, provided that the Party affected by such an event (a) has

taken all reasonable precautions, due care and reasonable alternative measures in order

to carry out the terms and conditions of this Contract, and(b) has informed the other Party

as soon as possible about the occurrence of such an event.

2.5.3 Extension of Time

Any period with in which a Party shall, pursuant to this Contract, complete any action or

task, shall be extended for a period equal to the time during which such Party was unable

to perform such action as a result of Force Majeure.

2.5.4 Payments

During the period of their inability to perform the Services as a result of an event of Force

Majeure, the Service Provider shall be entitled to continue to be paid under the terms of

this Contract, as well as to be reimbursed for additional costs reasonably and necessarily

incurred by them during such period for the purposes of the Services and in reactivating

the Service after the end of such period.

2.6 Termination

2.6.1 By the Procuring Entity

The Procuring Entity may terminate this Contract, by not less than thirty (30) days' written

notice of termination to the Service Provider, to be given after the occurrence of any of

the events specified in paragraphs(a)through (d) of this Sub-Clause 2.6.1:

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a) If the Service Provider does not remedy a failure in the performance of its obligations

under the Contract, within thirty (30) days after being notified or within any further period

as the Procuring Entity may have subsequently approved in writing;

b) if the Service Provider becomes insolvent or bankrupt;

c) if, as the result of Force Majeure, the Service Provider is unable to perform a material

portion of the Services for a period of not less than sixty (60) days; or

d) if the Service Provider, in the judgment of the Procuring Entity has engaged in Fraud and

Corruption, as defined in paragraph2.2a. of Attachment1 to the GCC, in competing for or in

executing the Contract

2.6.2 By the Service Provider

The Service Provider may terminate this Contract, by not less than thirty (30) days' written notice

to the Procuring Entity, such notice to be given after the occurrence of any of the events

specified in paragraphs (a) and (b) of this Sub-Clause 2.6.2:

a) If the Procuring Entity fails to pay any monies due to the Service Provider pursuant to this

Contract and not subject to dispute pursuant to Clause 7 within forty-five (45) days after

receiving written notice from the Service Provider that such payment is overdue; or

b) if, as the result of Force Majeure, the Service Provider is unable to perform a material

portion of the Services for a period of not less than sixty (60) days.

2.6.3 Payment up on Termination

Upon termination of this Contract pursuant to Sub-Clauses 2.6.1 or 2.6.2, the Procuring Entity shall

make the following payments to the Service Provider:

a) remuneration pursuant to Clause 6 for Services satisfactorily performed prior to the

effective date of termination;

b) except in the case of termination pursuant to paragraphs (a), (b), (d) of Sub-Clause 2.6.1,

reimbursement of any reasonable cost incident to the prompt and orderly termination of

the Contract, including the cost of the return travel of the Personnel.

3 Obligations of the Service Provider

3.1 General

The Service Provider shall perform the Services in accordance with the Specifications and

the Activity Schedule, and carry out its obligations with all due diligence, efficiency, and

economy, in accordance with generally accepted professional techniques and practices,

and shall observe sound management practices, and employ appropriate advanced

technology and safe methods. The Service Provider shall always act, in respect of any

matter relating to this Contractor to the Services, as faithful adviser to the Procuring Entity,

and shall at all times support and safeguard the Procuring Entity's legitimate interests in

any dealings with Subcontractors or third parties.

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3.2 Conflict of Interests

3.2.1 Service Provider Not to Benefit from Commissions and Discounts.

The remuneration of the Service Provider pursuant to Clause 6 shall constitute the Service

Provider's sole remuneration in connection with this Contractor the Services, and the

Service Provider shall not accept for their own benefit any trade commission, discount, or

similar payment in connection with activities pursuant to this Contractor to the Services or

in the discharge of their obligations under the Contract, and the Service Provider shall use

their best efforts to ensure that the Personnel, any Subcontractors, and agents of either

of them similarly shall not receive any such additional remuneration.

3.2.2 Service Provider and Affiliates Not to be Otherwise Interested in Project

The Service Provider agree that, during the term of this Contract and after its termination,

the Service Provider and its affiliates, as well as any Subcontractor and any of its affiliates,

shall bed is qualified from providing goods, works, or Services (other than the Services and

any continuation thereof) for any project resulting from or closely related to the Services.

3.2.3 Prohibition of Conflicting Activities

Neither the Service Provider nor its Subcontractors nor the Personnel shall engage, either

directly or indirectly, in any of the following activities:

a) During the term of this Contract, any business or professional activities in Kenya

which would conflict with the activities assigned to them under this Contract;

b) during the term of this Contract, neither the Service Provider nor their

Subcontractors shall hire public employees’ inactive duty or on any type of leave,

to perform any activity under this Contract;

c) After the termination of this Contract, such other activities as may be specified in

the SCC.

3.3 Confidentiality

The Service Provider, its Subcontractors, and the Personnel of either of them shall not,

either during the term or within two (2) years after the expiration of this Contract, disclose

any proprietary or confidential information relating to the Project, the Services, this

Contract, or the Procuring Entity's business or operations without the prior written

consent of the Procuring Entity.

3.4 The Service Provider

(a) shall take out and maintain, and shall cause any Subcontractors to take out and maintain,

at its (or the Sub contractors', as the case may be) own cost but on terms and conditions

approved by the Procuring Entity, insurance against the risks, and for the coverage, as shall

be specified in the SCC; and

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(b) at the Procuring Entity's request, shall provide evidence to the Procuring Entity showing

that such insurance has been taken out and maintained and that the current premiums

have been paid.

3.5 Service Provider's Actions Requiring Procuring Entity's Prior Approval

The Service Provider shall obtain the Procuring Entity's prior approval in writing before taking any

of the following actions:

a) Entering into a subcontract for the performance of any part of the Services,

b) appointing such members of the Personnel not listed by name in Appendix C (“Key

Personnel and Subcontractors”),

c) changing the Program of activities; and

d) Any other action that may be specified in the SCC.

3.6 Reporting Obligations

The Service Provider shall submit to the Procuring Entity the reports and documents specified in

Appendix B in the form, in the numbers, and within the periods set forth in the said Appendix.

3.7 Documents Prepared by the Service Provider to Be the Property of the Procuring Entity

All plans, drawings, specifications, designs, reports, and other documents and software

submitted by the Service Provider in accordance with Sub-Clause 3.6 shall become and

remain the property of the Procuring Entity, and the Service Provider shall, not later than

upon termination or expiration of this Contract, deliver all such documents and software

to the Procuring Entity, together with a detailed inventory thereof. The Service Provider

may retain a copy of such documents and software. Restrictions about the future use of

these documents, if any, shall be specified in the SCC.

3.8 Liquidated Damages

3.8.1 Payments of Liquidated Damages

The Service Provider shall pay liquidated damages to the Procuring Entity at the rate per

day stated in the SCC for each day that the Completion Date is later than the Intended

Completion Date. The total amount of liquidated damages shall not exceed the amount

defined in the SCC. The Procuring Entity may deduct liquidated damages from payments

due to the Service Provider. Payment of liquidated damages shall not affect the Service

Provider's liabilities.

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3.8.2 Correction for Over-payment

If the Intended Completion Date is extended after liquidated damages have been paid, the

Procuring Entity shall correct any overpayment of liquidated damages by the Service

Provider by adjusting the next payment certificate. The Service Provider shall be paid

interest on the overpayment, calculated from the date of payment to the date of

repayment, at the rates specified in Sub-Clause 6.5.

3.8.3 Lack of performance penalty

If the Service Provider has not corrected a Defect within the time specified in the Procuring

Entity's notice, a penalty for Lack of performance will be paid by the Service Provider. The

amount to be paid will be calculated as a percentage of the cost of having the Defect

corrected, assessed as described in Sub-Clause7.2 and specified in the SCC.

3.9 Performance Security

The Service Provider shall provide the Performance Security to the Procuring Entity no

later than the date specified in the Form of acceptance. The Performance Security shall be

issued in an amount and form and by a bank or surety acceptable to the Procuring Entity,

and denominated in the types and proportions of the currencies in which the Contract

Price is payable. The performance Security shall be valid until a date 28 days from the

Completion Date of the Contract in case of a bank guarantee, and until one year from the

Completion Date of the Contract in the case of a Performance Bond.

3.10 Fraud and Corruption

The Procuring Entity requires compliance with the Government's Anti-Corruption laws and

its prevailing sanctions. The Procuring Entity requires the Service Provider to disclose any

commissions or fees that may have been paid or are to be paid to agents or any other party

with respect to the tendering process or execution of the Contract. The information

disclosed must include at least the name and address of the agent or other party, the

amount and currency, and the purpose of the commission, gratuity or fee.

3.11 Sustainable Procurement

The Service Provider shall conform to the sustainable procurement contractual provisions,

if and as specified in the SCC.

4 Service Provider's Personnel

4.1 Description of Personnel

The titles, agreed job descriptions, minimum qualifications, and estimated periods of

engagement in the carrying out of the Services of the Service Provider's Key Personnel are

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described in Appendix C. The Key Personnel and Subcontractors listed by title as well as by

name in Appendix Care hereby approved by the Procuring Entity.

4.2 Removal and/or Replacement of Personnel

a) Except as the Procuring Entity may otherwise agree, no changes shall be made in the Key

Personnel. If, for any reason beyond the reasonable control of the Service Provider, it

becomes necessary to replace any of the Key Personnel, the Service Provider shall provide

as a replacement a person of equivalent or better qualifications.

b) If the Procuring Entity finds that any of the Personnel have (i) committed serious

misconduct or have been charged with having committed a criminal action, or (ii) have

reasonable cause to be dissatisfied with the performance of any of the Personnel, then the

Service Provider shall, at the Procuring Entity's written request specifying the grounds

thereof, provide as a replacement a person with qualifications and experience acceptable

to the Procuring Entity.

c) The Service Provider shall have no claim for additional costs arising out of or incidental to

any removal and/or replacement of Personnel.

5 Obligations of the Procuring Entity

5.1 Assistance and Exemptions

The Procuring Entity shall use its best efforts to ensure that the Government shall provide

the Service Provider such assistance and exemptions as specified in the SCC.

5.2 Change in the Applicable Law

If, after the date of this Contract, there is any change in the Applicable Law with respect

to taxes and duties which increases or decreases the cost of the Services rendered by the

Service Provider, then the remuneration and reimbursable expenses otherwise payable to

the Service Provider under this Contract shall be increased or decreased accordingly by

agreement between the Parties, and corresponding adjustments shall be made to the

amounts referred to in SubClauses 6.2(a) or (b), as the case may be.

5.3 Services and Facilities

The Procuring Entity shall make available to the Service Provider the Services and Facilities

listed under Appendix F.

6 Payments to the Service Provider

6.1 Lump-Sum Remuneration

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The Service Provider's remuneration shall not exceed the Contract Price and shall be a

fixed lump-sum including all Subcontractors' costs, and all other costs incurred by the

Service Provider in carrying out the Services described in Appendix A. Except as provided

in Sub-Clause 5.2, the Contract Price may only be increased above the amounts stated in

Sub-Clause 6.2 if the Parties have agreed to additional payments in accordance with Sub-

Clauses2.4and6.3.

6.2 Contract Price

a) The price payable is set forth in the SCC.

b) Price may be payable in foreign currency, if so allowed in this document.

6.3 Payment for Additional Services, and Performance Incentive Compensation

6.3.1 For the purpose of determining the remuneration due for additional Services as may be

agreed under Sub- Clause 2.4, a breakdown of the lump-sum price is provided in

Appendices D and E.

6.3.2 If the SCC so specify, the service provider shall be paid performance incentive compensation

asset out in the Performance Incentive Compensation appendix.

6.3.3 Where the contract price is different from the corrected tender price, in order to ensure the

contractor is not paid less or more relative to the contract price (which would be the tender

price), payment valuation certificates and variation orders on omissions and additions

valued based on rates in the schedule of rates in the Tender, will be adjusted by a plus or

minus percentage. The percentage already worked out during tender evaluation is worked

out as follows:(corrected tender price–tender price)/tender price X100.

6.4 Terms and Conditions of Payment

Payments will be made to the Service Provider according to the payment schedule stated

in the SCC. Unless otherwise stated in the SCC, the advance payment (Advance for

Mobilization, Materials and Supplies) shall be made against the provision by the Service

Provider of a bank guarantee for the same amount and shall be valid for the period stated

in the SCC. Any other payment shall be made after the conditions listed in the SCC for such

payment have been met, and the Service Provider have submitted an invoice to the

Procuring Entity specifying the amount due.

6.5 Interest on Delayed Payments

If the Procuring Entity has delayed payments beyond thirty (30) days after the due date

stated in the SCC, interest shall be paid to the Service Provider for each day of delay at the

rate stated in the SCC.

6.6 Price Adjustment

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6.6.1 Prices shall be adjusted for fluctuations in the cost of inputs only if provided for in the SCC.

If so provided, the amounts certified in each payment certificate, after deducting for

Advance Payment, shall be adjusted by applying the respective price adjustment fact or to

the payment amounts due in each currency. A separate formula of the type indicated

below applies to each Contract currency:

= A

+ B

Lmc / Loc + C

Imc / Ioc

Where:

is the adjustment factor for the portion of the Contract Price payable in a specific

currency “c”. A

, B

and C

are coefficients specified in the SCC, representing: A

the non-

adjustable portion; B

the adjustable portion relative to labor costs and C

the adjustable

portion for other inputs, of the Contract Price payable in that specific currency “c”; and

Lmc is the index prevailing at the first day of the month of the corresponding invoice date

and Loc is the index prevailing 28 days before Tender opening for labor; both in the specific

currency “c”.

If a price adjustment factor is applied to payments made in a currency other than the

currency of the source of the index for a particular indexed input, a correction factor Zo/Zn

will be applied to the respective component factor of pn for the formula of the relevant

currency. Zo is the number of units of Kenya Shillings of the index, equivalent to one unit

of the currency payment on the date of the base index, and Zn is the corresponding

number of such currency units on the date of the current index.

6.6.2 If the value of the index is changed after it has been used in a calculation, the calculation shall

be corrected, and an adjustment made in the next payment certificate. The index value

shall be deemed to take account to fall changes in cost due to fluctuations in costs.

6.7 Day works

6.7.1 If applicable, the Day work rates in the Service Provider's Tender shall be used for small

additional amounts of Services only when the Procuring Entity has given written

instructions in advance for additional services to be paid in that way.

6.7.2 All work to be paid for as Day works shall be recorded by the Service Provider on forms

approved by the Procuring Entity. Each completed form shall be verified and signed by the

Procuring Entity representative as indicated in Sub-Clause1.6 within two days of the

Services being performed.

6.7.3 The Service Provider shall be paid for Day works subject to obtaining signed Day works forms

as indicated in Sub-Clause6.7.2

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7 Quality Control

7.1 Identifying Defects

The principle and modalities of Inspection of the Services by the Procuring Entity shall be

as indicated in the SCC. The Procuring Entity shall check the Service Provider's

performance and notify him of any Defects that are found. Such checking shall not affect

the Service Provider's responsibilities. The Procuring Entity may instruct the Service

Provider to search for a Defect and to uncover and test any service that the Procuring

Entity considers may have a Defect. Defect Liability Period is as defined in the SCC.

Correction of Defects, and Lack of Performance Penalty

a) The Procuring Entity shall give notice to the Service Provider of any Defects before the end

of the Contract. The Defects liability period shall be extended for as long as Defects remain

to be corrected.

b) Every time notice a Defect is given, the Service Provider shall correct the notified Defect

within the length of time specified by the Procuring Entity's notice.

c) If the Service Provider has not corrected a Defect within the time specified in the Procuring

Entity's notice, the Procuring Entity will assess the cost of having the Defect corrected, the

Service Provider will pay this amount and a Penalty for Lack of Performance calculated as

described in Sub-Clause 3.8.

8 Settlement of Disputes

8.1 Contractor's Claims

8.1.1 If the Contractor considers himself to be entitled to any extension of the Time for Completion

and/or any additional payment, under any Clause of these Conditions or otherwise in

connection with the Contract, the Contractor shall give notice to the Project Manager,

describing the event or circumstance giving rise to the claim. The notice shall be given as

soon as practicable, and not later than 28 days after the Contractor becames aware, or

should have become aware, of the event or circumstance.

8.1.2 If the Contractor fails to give notice of a claim within such period of 28days, the Time for

Completion shall not be extended, the Contractor shall not be entitled to additional

payment, and the Procuring Entity shall be discharged from all liability in connection with

the claim. Otherwise, the following provisions of this Sub- Clause shall apply.

8.1.3 The Contractor shall also submit any other notices which are required by the Contract, and

supporting particulars for the claim, all s relevant to such event or circumstance.

8.1.4 The Contractor shall keep such contemporary records as may be necessary to substantiate

any claim, either on the Site or at another location acceptable to the Project Manager.

Without admitting the Procuring Entity's liability, the Project Manager may, after receiving

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any notice under this Sub-Clause, monitor the record-keeping and /or instruct the

Contractor to keep further contemporary records. The Contractor shall permit the Project

Manager to inspect all these records, and shall (if instructed) submit copies to the Project

Manager.

8.1.5 Within 42 days after the Contractor became aware (or should have become aware) of the

event or circumstance giving rise to the claim, or within such other period as may be

proposed by the Contractor and approved by the Project Manager, the Contractor shall

send to the Project Manager a fully detailed claim which includes full supporting particulars

of the basis of the claim and of the extension of time and /or additional payment claimed.

If the event or circumstance giving rise to the claim has a continuing effect:

8.1.5.1 This fully detailed claim shall be considered as interim;

a) The Contractor shall send further interim claims at monthly intervals, giving the

accumulated delay and /or amount claimed, and such further particulars as the Project

Manager may reasonably require; and

b) The Contractor shall send a final claim within 28 days after the end of the effects resulting

from the event or circumstance, or within such other period as may be proposed by the

Contractor and approved by the Project Manager.

8.1.6 Within 42 days after receiving a claim or any further particulars supporting a previous claim,

or within such other period as may be proposed by the Project Manager and approved by

the Contractor, the Project Manager shall respond with approval, or with disapproval and

detailed comments. He may also request any necessary further particulars, but shall

nevertheless give his response on the principles of the claim within the above defined time

period.

8.1.7 Within the above defined period of 42 days, the Project Manager shall proceed in accordance

with Sub-Clause 3.5[Determinations] to agree or determine (i) the extension (if any) of the

Time for Completion (before or after its expiry) in accordance with Sub-Clause 8.4

[Extension of Time for Completion], and/or (ii) the additional payment (if any) to which the

Contractor is entitled under the Contract.

8.1.8 Each Payment Certificate shall include such additional payment for any claim as has been

reasonably substantiated as due under the relevant provision of the Contract. Unless and

until the particulars supplied are sufficient to substantiate the whole of the claim, the

Contractor shall only been titled to payment for such part of the claim as he has be enable

to substantiate.

8.1.9 If the Project Manager does not respond within the time framed fined in this Clause, either

Party may consider that the claim is rejected by the Project Manager and any of the Parties

may refer to Arbitration in accordance withSub-Clause8.2 [Matters that may be referred to

arbitration].

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8.1.10 The requirements of this Sub-Clause are in addition to those of any other Sub-Clause which

may apply to a claim. If the Contract or fails to comply with this or another Sub-Clause in

relation to any claim, any extension of time and/or additional payment shall take account

of the extent (if any) to which the failure has prevented or prejudiced proper investigation of the

claim, unless the claim is excluded under the second paragraph of this Sub- Clause.

8.2 Matters that may be referred to arbitration

8.2.1 Notwithstanding anything stated herein the following matters may be referred to arbitration

before the practical completion of the Services or abandonment of the Services or

termination of the Contract by either party:

a) The appointment of a replacement Project Manager upon the said person ceasing to act.

b) Whether or not the issue of an instruction by the Project Manager is empowered by these

Conditions.

c) Whether or not a certificate has been improperly withheld or is not in accordance with

these Conditions.

e) Any dispute arising in respect of war risks or war damage.

f) All other matters shall only be referred to arbitration after the completion or alleged

completion of the Services or termination or alleged termination of the Contract, unless

the Procuring Entity and the Contractor agree otherwise in writing.

8.3 Amicable Settlement

8.3.1 Where a Notice of Dissatisfaction has been given, both Parties shall attempt to settle the

dispute amicably before the commencement of arbitration. However, unless both Parties

agree otherwise, the Party giving a Notice of Dissatisfaction in accordance with Sub-Clause

8.1 above should move to commence arbitration after the fifty-sixth day from the day on

which a Notice of Dissatisfaction was given, even if no attempt at an amicable settlement

has been made.

8.4 Arbitration

8.4.1 Any claim or dispute between the Parties arising out of or in connection with the Contract

not settled amicably in accordance with Sub-Clause 8.3 shall be finally settled by

arbitration. Arbitration shall be conducted in accordance with the Arbitration Laws of

Kenya.

8.4.2 The arbitrators shall have full power to open up, review and revise any certificate,

determination, instruction, opinion or valuation of the Project Manager, relevant to the

dispute. Nothing shall disqualify representatives of the Parties and the Project Manager

from being called as a witness and giving evidence before the arbitrators on any matter

whatsoever relevant to the dispute.

8.4.3 Neither Party shall be limited in the proceedings before the arbitrators to the evidence, or to

the reasons for dissatisfaction given in its Notice of Dissatisfaction.

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8.4.4 Arbitration may be commenced prior to or after completion of the services. The obligations

of the Parties, and the Project Manager shall not be altered by reason of any arbitration

being conducted during the progress of the services.

8.4.5 The terms of the remuneration of each or all the members of Arbitration shall be mutually

agreed upon by the Parties when agreeing the terms of appointment. Each Party shall be

responsible for paying one-half of this remuneration.

8.5 Arbitration with proceedings

8.5.1 In case of any claim or dispute, such claim or dispute shall be notified in writing by either party

to the other with a request to submit to arbitration and to concur in the appointment of

an Arbitrator within thirty days of the notice. The dispute shall be referred to the

arbitration and final decision of a person to be agreed between the parties. Failing

agreement to concur in the appointment of an Arbitrator, the Arbitrator shall be

appointed, on the request of the applying party, by the Chairman or Vice Chairman of any

of the following professional institutions; a) Law Society of Kenya or b) Chartered Institute

of Arbitrators (Kenya Branch)

8.5.2 The institution written to first by the aggrieved party shall take precedence over all other

institutions.

8.5.3 The arbitration maybe on the construction of this Contractor on any matter or thing of what

so ever nature arising there under or in connection there with, including any matter or

thing left by this Contract to the discretion of the Project Manager, or the withholding by

the Project Manager of any certificate to which the Contractor may claim to been titled to

or the measurement and valuation referred to in clause 23.0 of these conditions, or the

rights and liabilities of the parties subsequent to the termination of Contract.

8.5.4 Provided that no arbitration proceedings shall be commenced on any claim or dispute where

notice of a claim or dispute has not been given by the applying party within ninety days of

the occurrence or discovery of the matter or issue giving rise to the dispute.

8.5.5 Notwithstanding the issue of a notice as stated above, the arbitration of such a claim or

dispute shall not commence unless an attempt has in the first instance been made by the

parties to settle such claim or dispute amicably with or without the assistance of third

parties. Proof of such attempt shall be required.

8.5.6 The Arbitrator shall, without prejudice to the generality of his powers, have powers to direct

such measurements, computations, tests or valuations as may in his opinion be desirable

in order to determine the rights of the parties and assess and award any sums which ought

to have been the subject of or included in any certificate.

8.5.7 The Arbitrator shall, without prejudice to the generality of his powers, have powers to open

up, review and revise any certificate, opinion, decision, requirement or notice and to

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determine all matters in dispute which shall be submitted to him in the same manner as if

no such certificate, opinion, decision requirement or notice had been given.

8.5.8 The award of such Arbitrator shall be final and binding upon the parties.

8.6 Failure to Comply with Arbitrator's Decision

8.6.1 In the event that a Party fails to comply with a final and binding Arbitrator's decision, then

the other Party may, without prejudice to any other rights it may have, refer the matter to

a competent court of law.

SECTION VII - SPECIAL CONDITIONS OF CONTRACT

Number of GC

Clause

Amendments of, and Supplements to, Clauses in the General Conditions of

Contract

1.1(v)

Project Manager will be the Deputy Director, ICT

1.1(d)

The Contract Name is: Provision of upgrade and enhancement of

Microsoft Navision 2016 Enterprise Resource Planning System to

Microsoft Dynamics 365.

1.1(g)

The Procuring Entity is: Nursing Council of Kenya

1.1(l)

The Member in Charge is: Registrar/CEO

1.1(o)

The Service Provider is: TBA

1.4

The addresses are:

Procuring Entity: Nursing Council of Kenya

Attention:

Registrar/Chief Executive Officer

Email address: [email protected]

Service Provider: TBA

Attention: TBA Email address: TBA

1.6

The Authorized Representatives are:

For the Procuring Entity: Registrar/CEO

For the Service Provider: TBA

2.1

The date on which this Contract shall come into effect is upon contract

execution

2.2.2

The Starting Date for the commencement of Services is upon contract

execution

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2.3

The Intended Completion Date is TBA

3.5(d)

The other actions are;

Entering into a contract for the performance of any part of the Services,

Appointing such members of the Personnel not listed by name in

Appendix C (“Key Personnel and Subcontractors”),

Changing the Program of activities; and

Any other action that may be specified in the SCC.

3.7

There will be restrictions on the use of documents prepared by the Service

Provider

3.8.1

If the liquidated damages exceed the value of the performance security,

the contract shall automatically be cancelled, and the contractor shall be

held responsible.

3.8.3

The percentage to be used for the calculation of Lack of performance

Penalty(ies) is not more than ten per cent (10%) of the contract amount.

5.1

The assistance and exemptions provided to the Service Provider are: N/A

Number of GC

Clause

Amendments of, and Supplements to, Clauses in the General Conditions of

Contract

6.2(a)

The amount to be paid will be as per price schedule or as may negotiated.

6.3.2

The performance incentive paid to the Service Provider shall be: TBA

6.4

Payment will be made upon approval of the facility or as stipulated in the

negotiated Service Level agreement.

6.5

Payment shall be as per negotiated price and conditions

6.6.1

Prices quoted must remain valid for the whole contract period and price

variation may only be introduced upon successful negotiation between

parties.

7.1

The principle and modalities of inspection of the Services by the Procuring

Entity will be against the reports submitted.

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SECTION VIII -CONTRACT FORMS

FORM NO. 1 - PERFORMANCE SECURITY – (Unconditional Demand Bank Guarantee)

[Guarantor letterhead or SWIFT identifier code]

Beneficiary: [insert name and Address of Procuring Entity]

Date: [Insert date of issue]

PERFORMANCE GUARANTEE No.:

Guarantor: [Insert name and address of place of issue, unless indicated in the letterhead]

1. We have been informed that (hereinafter called "the Applicant") has entered into

Contract No. dated with the Beneficiary, for the execution of (herein after called "the

Contract").

2. Furthermore, we understand that, according to the conditions of the Contract, a

performance guarantee is required.

3. At the request of the Applicant, we as Guarantor, hereby irrevocably under take to pay the

Beneficiary any sum or sums not exceeding in total an amount of, such sum being payable

in the types and proportions of currencies in which the Contract Price is payable, upon

receipt by us of the Beneficiary's complying demand supported by the Beneficiary's

statement, whether in the demand itself or in a separate signed document accompanying

or identifying the demand, stating that the Applicant is in breach of its obligation(s) under

the Contract, without the Beneficiary needing to prove or to show grounds for your

demand or the sum specified therein.

4. This guarantee shall expire, no later than the…. Day of……, 2…, and any demand for

payment under it must be received by us at this office indicated above on or before that

date.

5. The Guarantor agrees to a one-time extension of this guarantee for a period not to exceed

[six months] [one year], in response to the Beneficiary's written request for such

extension, such request to be presented to the Guarantor before the expiry of the

guarantee.”

[Name of Authorized Official, signature(s) and seals/stamps]

Note: All italicized text (including footnotes) is for use in preparing this form and shall be deleted

from the final product.