Republic of Ghana

MINISTRY OF COMMUNICATIONS

INTERNATIONAL COMPETITIVE BIDDING

BIDDING DOCUMENT (SINGLE-STAGE)

Issued on: April 9, 2019

for the
Procurement of

INFORMATION MANAGEMENT SYSTEM FOR

MINISTRY OF COMMUNICATIONS (e-MOC)
&
INFORMATION MANAGEMENT SYSTEM FOR
CABINET SECRETARIAT (e-CABINET)

IFB No: eTransform/RComp/3.10.2

 ii

CONTENTS

Invitation for Bids (IFB)..........................................................................................................3

Section I. Instructions to Bidders (ITB)................................................................................7

Table of Clauses ...................................................................................................................8
Section II. Bid Data Sheet (BDS) .........................................................................................44

Section III. Eligible Countries for the Provision of Goods, Works, and Services in
Bank-Financed Procurement ................................................................................................61

Section IV. General Conditions of Contract.......................................................................63

Table of Clauses .................................................................................................................64
Section V. Special Conditions of Contract (SCC) ............................................................139
Table of Clauses ...............................................................................................................140
Section VI. Technical Requirements (including Implementation Schedule) .................159
Table of Contents: Technical Requirements ...................................................................160
Section VII. Sample Forms ................................................................................................215
Notes to Bidders on working with the Sample Forms .....................................................216
Table of Sample Forms ....................................................................................................219
 3

INVITATION FOR BIDS (IFB)

Section I. Instructions to Bidders 4

Invitation for Bids (IFB)

Issuing date of the IFB: April 9, 2019
INTERNATIONAL COMPETITIVE BIDDING
The Republic of Ghana
Ministry of Communications
eTransform Project

Procurement of an Information Management System for Ministry of Communications

(e-MoC) & Procurement of an Information Management System for Cabinet Secretariat
(e-Cabinet)
Design, Supply, installation and integration of IMS
Credit No: IDA 5304-GH
IFB No: eTransform/RComp/3.10.2

1. This Invitation for Bids (IFB) follows the General Procurement Notice (GPN) for this
project that appeared in UNDB issue No WB5553-11/14 on November 4, 2014.
2. The Government of Ghana has received a Credit from the International Development
Association toward the cost of the eTransform Project, and it intends to apply part of
the proceeds of this credit to payments under the agreement(s) resulting from this IFB:
Procurement of an Information Management System for Ministry of Communications
(e-MoC) & Procurement of an Information Management System for Cabinet
Secretariat (e-Cabinet).
3. The Ministry of Communications (MoC) serves as the implementing agency for the
project. MoC is collaborating with the Office of the Chief of Staff and now invites
sealed bids from eligible Bidders for the Design, Supply, installation and integration
of an Information Management System for MoC and for Cabinet.
4. Bidding will be conducted using the International Competitive Bidding (ICB)
procedures specified in the World Bank’s Guidelines: Procurement under IBRD
Loans and IDA Credits, edition of edition of January 2011, Revised July 2014 and is
open to all Bidders eligible as defined in these Guidelines, that meet the following
minimum qualification criteria.
a) Experience
(i) The Bidder must demonstrate at least three (3) years’ continuous engagement
in the business of supplying and installing IT equipment and systems. In the
case of a Joint Venture, the Lead Partner shall demonstrate at least three years’
continuous engagement and each other Partner shall demonstrate at least two
years’ continuous engagement.
Section I. Instructions to Bidders 5

(ii) The Bidder must have successfully completed at least two (2) contracts, each
of which were of at least USD 1 million in value, during the past five (5)
years, for the design, implementation and roll-out of an Integrated
Management System. In the case of a Joint Venture, the Lead Partner shall
have led at least one of the two above contracts.
b) Technical Capacity:
(i) The Bidder shall have facilities for technical support and maintenance
equipped with adequate qualified staff in the region, preferably in Ghana. If
bidders do not have such facilities at the time of bidding, then they are
required to demonstrate a clear plan for the establishment of such offices,
should they be awarded a contract.
c) Financial Capacity
(i) Bidders must submit financial statements audited or certified by authorized
agencies, in accordance with laws of the country where the Bidder established
its business, for the latest 3 fiscal years (2015, 2016 and 2017).
a. The minimum required average annual turnover of the lead bidder over the
last 3 years (2015, 2016 and 2017) is USD 3 million.
b. Demonstrate evidence of the firm’s liquidity, in the form of cash flow,
liquid assets and/or credit lines net of other ongoing commitments at the
minimum required amount of USD 1 million.
(ii) Each joint venture member or sub-contractor undertaking a significant portion
of work under this contract (20% or greater of the estimated value of the
contract) must be financially stable, with gross revenue base of at least US $1
million annually over the last three (3) years, and liquid assets of at least US
$500 thousand.
5. Interested eligible Bidders may obtain further information and inspect the bidding
documents at the address given below from 9:00 a.m. to 5:00 p.m.
6. A complete set of bidding documents in English may be downloaded or emailed free
of charge. Soft copies of the bidding documents are available free of charge
online but hard copies may additionally be purchased by interested Bidders on
submission of a written application to the address below and upon payment of a non-
refundable fee of Four hundred Ghana Cedis (GH¢400.00) or one hundred US Dollars
(US$100.00). The method of payment will be cash or bank draft in the name of the
Ministry of Communications. The document may be directly downloaded from the
website and/or collected at the address given below or sent by courier upon specific
written request and payment of an additional non-refundable amount for US$150.00
for overseas delivery costs or GHS200.00 for local delivery costs by the bidder. The
Ministry of Communications will not be responsible for any loss or late receipt of
bidding documents.
Section I. Instructions to Bidders 6

7. Bids must be delivered to the address below at or before May 23, 2019 at 10:00 a.m.
local time. Electronic bidding will not be permitted. All bids must be accompanied by
a Bid Securing Declaration. Late bids will be rejected. Bids will be opened in the
presence of Bidders’ representatives who choose to attend at the address below at
10:00 a.m. local time on May 23, 2019.

8. The attention of prospective Bidders is drawn to (i) the fact that they will be required
to certify in their bids that all software is either covered by a valid license or was
produced by the Bidder and (ii) that violations are considered fraud, which can result
in ineligibility to be awarded World Bank-financed contracts.

The addresses for Download and or Purchase and submission of the Bidding Documents
referred to above are:

Address for Download and/or Purchase of Address for Submission of Bid Documents
Bid Documents
The Chief Director The Chief Director
Attn: The Project Coordinator Attn: The Project Coordinator
eTransform Project eTransform Project
Rooms 39 Fifth Floor, Six Floor
Ministry of Communications Office Conference Room
Complex Ministry of Communications Office
Abdul Diouf Street, near Kofi Annan ICT Complex
Centre of Excellence Abdul Diouf Street, near Kofi Annan ICT
P.O. Box M.38, Ministries, Centre of Excellence
Accra Ghana P.O. Box M.38, Ministries,
Digital Address: GA-079-0539 Accra Ghana
To Email: [email protected] Digital Address: GA-079-0539

URL: www.moc.gov.gh
Section I. Instructions to Bidders 7

SECTION I. INSTRUCTIONS TO BIDDERS (ITB)

(Single-Stage Bidding)
Section I. Instructions to Bidders 8

Table of Clauses
A. General ..............................................................................................................................10
1. Scope of Bid and Bidding Process ............................................................................10
2. Source of Funds ........................................................................................................10
3. Fraud and Corruption ................................................................................................11
4. Eligible Bidders ........................................................................................................13
5. Eligible Goods and Services .....................................................................................14
6. Qualifications of the Bidder ......................................................................................15
7. Cost of Bidding .........................................................................................................18
8. Site Visit ...................................................................................................................18
B. The Bidding Documents ..................................................................................................18
9. Content of Bidding Documents ................................................................................18
10. Clarification of Bidding Documents and Pre-bid Meeting .......................................19
11. Amendment of Bidding Documents .........................................................................20
C. Preparation of Bids ..........................................................................................................20
12. Language of Bid ........................................................................................................20
13. Documents Comprising the Bid ................................................................................20
14. Bid Prices ..................................................................................................................22
15. Bid Currencies ..........................................................................................................25
16. Documents Establishing the Conformity of the Information System to the Bidding
Documents ................................................................................................................25
17. Securing the Bid ........................................................................................................26
18. Period of Validity of Bids .........................................................................................28
19. Format and Signing of Bid ........................................................................................29
D. Submission of Bids ...........................................................................................................30
20. Sealing and Marking of Bids ....................................................................................30
21. Deadline for Submission of Bids ..............................................................................30
22. Late Bids ...................................................................................................................30
23. Withdrawal, Substitution, and Modification of Bids ................................................30
E. Bid Opening and Evaluation ...........................................................................................32
24. Opening of Bids by Purchaser...................................................................................32
25. Clarification of Bids ..................................................................................................33
26. Preliminary Examination of Bids ..............................................................................33
27. Conversion to Single Currency .................................................................................34
28. Evaluation and Comparison of Bids .........................................................................34
29. Domestic Preference .................................................................................................40
30. Contacting the Purchaser ..........................................................................................40
F. Postqualification and Award of Contract ......................................................................40
31. Postqualification .......................................................................................................40
Section I. Instructions to Bidders 9

32. Award Criteria ..........................................................................................................41

33. Purchaser’s Right to Vary Quantities at Time of Award ..........................................41
34. Purchaser’s Right to Accept Any Bid and to Reject Any or All Bids.......................41
35. Notification of Award ...............................................................................................41
36. Signing of Contract ...................................................................................................42
37. Performance Security ................................................................................................42
38. Adjudicator ...............................................................................................................42
Section I. Instructions to Bidders 10

Instructions to Bidders

A. GENERAL
1. Scope of Bid 1.1 The Purchaser named in the BDS and the SCC for GCC Clause
and Bidding 1.1 (b) (i), or its duly authorized Purchasing Agent if so
Process specified in the BDS (interchangeably referred to as “the
Purchaser” in these Bidding Documents), invites bids for the
supply and installation of the Information System (IS), as briefly
described in the BDS and specified in greater detail in these
Bidding Documents.

1.2 The title and identification number of the Invitation for Bids
(IFB) and resulting Contract(s) are provided in the BDS.

1.3 Throughout the Bidding Documents, the term "in writing" means
communicated in written form (e.g. by mail, e-mail, fax, telex)
with proof of receipt, and the term "days" means calendar days
unless a different meaning is evident from the context.

1.4 If the BDS so provides, alternative procedures forming part or all

of what is commonly known as e-Tendering are available to the
extent specified in, or referred to by, the BDS.

2. Source of 2.1 The Borrower named in the BDS has applied for or received a
Funds loan or credit (as identified in the BDS, and called a “loan” in
these Bidding Documents) from the International Bank for
Reconstruction and Development or the International
Development Association (called “the Bank” in these Bidding
Documents) equivalent to the amount indicated in the BDS
toward the cost of the Project specified in the BDS. The
Borrower intends to apply a portion of the proceeds of this loan
to eligible payments under the Contract for which these Bidding
Documents are issued.

2.2 Payment by the Bank will be made only at the request of the
Borrower, or the Borrower’s executing agency, and upon
approval by the Bank in accordance with the terms and
conditions of the Loan Agreement, and will be subject in all
respects to the terms and conditions of that agreement. The
Loan Agreement prohibits a withdrawal from the loan account
for the purpose of any payment to persons or entities, or for any
import of goods, if such payment or import, to the knowledge of
the Bank, is prohibited by a decision of the United Nations
Security Council taken under Chapter VII of the Charter of the
United Nations. No party other than the Borrower shall derive
Section I. Instructions to Bidders 11

any rights from the Loan Agreement or have any claim to the
loan proceeds.

3. Fraud and 3.1 It is the Bank’s policy to require that Borrowers (including
Corruption beneficiaries of Bank loans), as well as bidders, suppliers, and
contractors and their subcontractors under Bank-financed
contracts, observe the highest standard of ethics during the
procurement and execution of such contracts.1 In pursuance of
this policy, the Bank:
(a) defines, for the purposes of this provision, the terms set
forth below as follows:
(i) “corrupt practice”2 is the offering, giving, receiving
or soliciting, directly or indirectly, of anything of
value to influence improperly the actions of another
party;
(ii) “fraudulent practice”3 is any act or omission,
including a misrepresentation, that knowingly or
recklessly misleads, or attempts to mislead, a party
to obtain a financial or other benefit or to avoid an
obligation;
(iii) “collusive practice”4 is an arrangement between two
or more parties designed to achieve an improper
purpose, including to influence improperly the
actions of another party;
(iv) “coercive practice”5 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;
(v) “obstructive practice” is
(aa) deliberately destroying, falsifying, altering or

1
In this context, any action taken by a bidder, supplier, contractor, or a sub-contractor to influence the
procurement process or contract execution for undue advantage is improper.
2
“Another party” refers to a public official acting in relation to the procurement process or contract
execution]. In this context, “public official” includes World Bank staff and employees of other
organizations taking or reviewing procurement decisions.
3
A “party” refers to a public official; the terms “benefit” and “obligation” relate to the procurement process
or contract execution; and the “act or omission” is intended to influence the procurement process or contract
execution.
4
“Parties” refers to participants in the procurement process (including public officials) attempting to
establish bid prices at artificial, non competitive levels.
5
A “party” refers to a participant in the procurement process or contract execution.
Section I. Instructions to Bidders 12

concealing of evidence material to the

investigation or making false statements to
investigators in order to materially impede a
Bank investigation 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
(bb) acts intended to materially impede the exercise
of the Bank’s inspection and audit rights
provided for under sub-clause 3.1 (e) below.
(b) will reject a proposal for award if it determines that the
bidder recommended for award has, directly or through an
agent, engaged in corrupt, fraudulent, collusive, coercive
or obstructive practices in competing for the contract in
question;
(c) will cancel the portion of the loan allocated to a contract if
it determines at any time that representatives of the
Borrower or of a beneficiary of the loan engaged in
corrupt, fraudulent, collusive, or coercive practices during
the procurement or the execution of that contract, without
the Borrower having taken timely and appropriate action
satisfactory to the Bank to address such practices when
they occur;
(d) will sanction a firm or individual, including declaring
ineligible, either indefinitely or for a stated period of time,
to be awarded a Bank-financed contract if it at any time
determines that the firm has, directly or through an agent,
engaged in corrupt, fraudulent, collusive, coercive or
obstructive practices in competing for, or in executing, a
Bank-financed contract; and
(e) will have the right to require that a provision be included
in bidding documents and in contracts financed by a Bank
loan, requiring bidders, suppliers, and contractors and
their sub-contractors to permit the Bank to inspect their
accounts and records and other documents relating to the
bid submission and contract performance and to have
them audited by auditors appointed by the Bank.
3.2 Furthermore, Bidders shall be aware of the provision stated in
Clause 9.8 and Clause 41.2 of the General Conditions of Contract.
Section I. Instructions to Bidders 13

3.3 Any communications between the Bidder and the Purchaser

related to matters of alleged fraud or corruption must be made in
writing.

3.4 By signing the Bid Submission Form, the Bidder represents that
it either is the owner of the Intellectual Property Rights in the
hardware, software or materials offered, or that it has proper
authorization and/or license to offer them from the owner of
such rights. For the purpose of this Clause, Intellectual Property
Rights shall be as defined in GCC Clause 1.1 (c) (xvii). Willful
misrepresentation of these facts shall be considered a fraudulent
practice subject to the provisions of Clauses 3.1 through 3.4
above, without prejudice of other remedies that the Purchaser
may take.

4. Eligible 4.1 A Bidder, and all parties constituting the Bidder, may have the
Bidders nationality of any country, subject to the restrictions specified in
Section III, Eligible Countries. A Bidder shall be deemed to
have the nationality of a country if the Bidder is a citizen or is
constituted, incorporated, or registered and operates in
conformity with the provisions of the laws of that country.

4.2 If a prequalification process has been undertaken for the

Contract(s) for which these Bidding Documents have been
issued, only those Bidders may participate that had been
prequalified and continue to meet the eligibility criteria of this
Clause. A prequalified Joint Venture may not change partners or
its structure when submitting a bid.

4.3 A firm may be excluded from bidding if:

(a) it was engaged by the Purchaser to provide consulting

services for the preparation of the design, specifications, or
other documents to be used for the procurement of the
Information System described in these Bidding
Documents; or

(b) it is a government-owned enterprise in the Borrower’s

country, unless it can establish that it (i) is legally and
financially autonomous and (ii) operates under commercial
law. No dependent agency of the Borrower or Sub-
Borrower shall be permitted to bid.

4.4 A firm that has been determined to be ineligible by the Bank in

relation to the Bank Guidelines On Preventing and Combating
Fraud and Corruption in Projects Financed by IBRD Loans and IDA
Section I. Instructions to Bidders 14

Credits and Grants shall be not be eligible to be awarded a contract.

4.5 A firm or individual is or will be disqualified from participation

in this bidding if, at any time from advertisement of the bidding
until and including contract award, the firm or individual is
under:

(a) a suspension by the Purchaser agreed by the Bank as a

result of execution of a Bid-Securing Declaration pursuant
to ITB Clause 17.6 in another Bank-financed procurement,
or under a suspension by the Purchaser for other reasons
that have been agreed by the Bank; or

(b) a declaration of ineligibility by the Bank in accordance

with ITB Clause 3.1 (d). The list of individuals and firms
debarred from participating in World Bank projects is
available at http://www.worldbank.org/debarr/, or

(c) a sanction imposed by the United Nations Security

Council, as mentioned in ITB Clause 2.2.

4.6 A firm or other entity that is ineligible according to any of the

above provisions of this Clause, may also not participate as a
Joint Venture partner, or as Subcontractor for or supplier of
goods, works or services. If a bid becomes materially
incomplete after removing ineligible entities, the bid may be
disqualified.

4.7 Bidders shall provide such evidence of their continued eligibility

satisfactory to the Purchaser, as the Purchaser shall reasonably
request.

5. Eligible Goods 5.1 For the purposes of these Bidding Documents, the Information
and Services System means all:

(a) the required information technologies, including all

information processing and communications-related
hardware, software, supplies, and consumable items that
the Supplier is required to supply and install under the
Contract, plus all associated documentation, and all other
materials and goods to be supplied, installed, integrated,
and made operational (collectively called “the Goods” in
some clauses of the ITB); and

(b) the related software development, transportation,

insurance, installation, customization, integration,
commissioning, training, technical support, maintenance,
repair, and other services necessary for proper operation of
Section I. Instructions to Bidders 15

the Information System to be provided by the selected

Bidder and as specified in the Contract.

5.2 Funds from Bank loans are disbursed only for expenditures for
an Information System made up of goods and services provided
by nationals of, and produced in or supplied from, eligible
source countries as defined in Section III, Eligible Countries. An
Information System is deemed to be produced in a certain
country when, in the territory of that country, through software
development, manufacturing, or substantial and major assembly
or integration of components, a commercially recognized
product results that is substantially different in basic
characteristics or in purpose or utility from its components.

5.3 For purposes of this clause, the nationality of the Bidder is

distinct from the country in which the Information System and
its goods components are produced or from which the related
services are supplied.

6. Qualifications 6.1 By submission of documentary evidence in its bid, the Bidder

of the Bidder must establish to the Purchaser’s satisfaction:

(a) that it has the financial, technical, and production

capability necessary to perform the Contract, meets the
qualification criteria specified in the BDS, and has a
successful performance history. If a prequalification
process has been undertaken for the Contract(s) for which
these Bidding Documents have been issued, the Bidder
shall, as part of its bid, update any information submitted
with its application for prequalification;

(For the purposes of establishing a Bidder’s qualifications,

and unless stated to the contrary in the BDS, the
experience and / or resources of any Subcontractor will
not contribute to the Bidder’s qualifications; only those of
a Joint Venture partner will be considered.)

(b) that, in the case of a Bidder offering to supply key goods

components of the Information System, as identified in
the BDS, that the Bidder does not itself produce, the
Bidder is duly authorized by the producer to supply those
components in the Purchaser’s country under the
Contract(s) that may result from this bidding; (This will be
accomplished by including Manufacturer’s Authorizations
in the bid, based on the sample found in Section VII.)
Section I. Instructions to Bidders 16

(c) that, if a Bidder proposes Subcontractors for key services

if and as identified in the BDS, these Subcontractors have
agreed in writing to serve for the Bidder under the
Contract(s) that may result from this bidding; and

(d) that, in the case of a Bidder not doing business within the
Purchaser’s country, the Bidder is or will be (if awarded
the Contract) represented by an Agent in that country who
is equipped and able to carry out the Bidder’s
maintenance, technical support, training, and repair
obligations prescribed in the General and Special
Conditions of Contract, and/or Technical Requirements.

6.2 Bids submitted by a Joint Venture of two or more firms as

partners shall also comply with the following requirements:

(a) the bid shall be signed so as to be legally binding on all

partners;

(b) one of the partners shall be nominated as being in charge,

and this nomination shall be evidenced by submitting a
power of attorney signed by legally authorized signatories
of all the partners;

(c) the partner in charge shall be authorized to incur liabilities

and receive instructions for and on behalf of any and all
partners of the Joint Venture, and the entire execution of
the Contract, including payment, shall be done exclusively
with the partner in charge;

(d) the partner or combination of partners that is responsible

for a specific component of the Information System must
meet the relevant minimum qualification criteria for that
component;

(e) a firm may submit bids either as a single Bidder on its

own, or as partner in one, and only one, Joint Venture. If,
as a result of the bid opening pursuant to ITB Clause 24,
this requirement is not met, all bids involving the firm as a
single Bidder or Joint Venture partner will be disqualified;

(f) all partners of the Joint Venture shall be liable jointly and
severally for the execution of the Contract in accordance
with the Contract terms, and a statement to this effect shall
be included in the authorization mentioned under ITB
Clause 6.2 (b) above, in the bid as well as in the Contract
(in case of a successful bid).
Section I. Instructions to Bidders 17

6.3 If a Bidder intends to subcontract major items of supply or

services, it shall include in the bid details of the name and
nationality of the proposed Subcontractor for each of those items
and shall be responsible for ensuring that any Subcontractor
proposed complies with the requirements of ITB Clause 4, and
that any Goods or Services components of the Information
System to be provided by the Subcontractor comply with the
requirements of ITB Clause 5 and the related evidence required
by ITB Clause 13.1 (e) (iii) is submitted. Bidders are free to list
more than one Subcontractor against each item. Quoted rates
and prices will be deemed to apply, whichever Subcontractor is
appointed, and no adjustment of the rates or prices will be
permitted. The Purchaser reserves the right to delete any
proposed Subcontractor from the list. This shall be done prior to
Contract signature, by deleting such unacceptable Subcontractors
from Appendix 3 to the Contract Agreement, which shall list the
approved Subcontractors for each item prior to Contract
signature. Subsequent additions and deletions from the list of
approved Subcontractors shall be performed in accordance with
GCC Clause 20 (as revised in the SCC, if applicable) and
Appendix 3 to the Contract Agreement.

For the purposes of these Bidding Documents, a Subcontractor is

any vendor or service provider with whom the Bidder contracts
for the supply or execution of any part of the Information System
to be provided by the Bidder under the Contract (such as the
supply of major hardware, software, or other components of the
required Information Technologies specified, or the performance
of related Services, e.g., software development, transportation,
installation, customization, integration, commissioning, training,
technical support, maintenance, repair, etc.).

6.4 A firm which is a Bidder, whether as a single Bidder or as a

partner in a Joint Venture, cannot be a Subcontractor in other
bids, except for the supply of commercially available hardware
or software by the firm, as well as purely incidental services such
as installation/configuration, routine training, and ongoing
maintenance/support. If the BDS for ITB Clause 6.1 (a) allows
the qualification of Subcontractors nominated for certain
components to be taken into account in assessing the Bidder’s
overall qualifications, any Subcontractor so nominated by any
Bidder is automatically disqualified from being a Bidder itself or
a partner in a Joint Venture. The same will normally apply to
firms that have provided Subcontractor agreements for certain
services pursuant to ITB Clause 6.1 (c). Non-compliance may
result in the rejection of all bids in which the affected firm
Section I. Instructions to Bidders 18

participates as Bidder or as partner in a Joint Venture. As long

as in compliance with these provisions, or as long as unaffected
by them due to not participating as Bidder or as partner in a Joint
Venture, a firm may be proposed as a Subcontractor in any
number of bids. If the BDS for ITB 28.1 permits the submission
of bids for Subsystems, lots, or slices, then the provisions of this
Clause 6.4 apply only to bids for the same Subsystem(s), lot(s),
or slice(s);

7. Cost of 7.1 The Bidder shall bear all costs associated with the preparation
Bidding and submission of its bid, and the Purchaser will in no case be
responsible or liable for those costs.

8. Site Visit 8.1 The Bidder may wish to visit and examine the site or sites of the
Information System and obtain for itself, at its own
responsibility and risk, all information that may be necessary for
preparing the bid and entering into the Contract. The costs of
visiting the site or sites shall be at the Bidder’s own expense.

8.2 The Purchaser will arrange for the Bidder and any of its
personnel or agents to gain access to the relevant site or sites,
provided that the Bidder gives the Purchaser adequate notice of a
proposed visit of at least fourteen (14) days. Alternatively, the
Purchaser may organize a site visit or visits concurrently with the
pre-bid meeting, as specified in the BDS for ITB Clause 10.2.
Failure of a Bidder to make a site visit will not be a cause for its
disqualification.

8.3 No site visits shall be arranged or scheduled after the deadline

for the submission of the Bids and prior to the award of
Contract.

B. THE BIDDING DOCUMENTS

9. Content of 9.1 The contents of the Bidding Documents are listed below and
Bidding should be read in conjunction with any addenda issued in
Documents accordance with ITB Clause 11:

Section I Instructions to Bidders (ITB)

Section II Bid Data Sheet (BDS)
Section III Eligible Countries for the Provision of Goods,
Works, and Services in Bank-Financed
Procurement
Section IV General Conditions of Contract (GCC)
Section I. Instructions to Bidders 19

Section V Special Conditions of Contract (SCC)

Section VI Technical Requirements (including
Implementation Schedule)
Section VII Sample Forms

9.2 Bidders are expected to examine all instructions, forms, terms,

specifications, and other information in the Bidding Documents.
Failure to furnish all information required by the Bidding
Documents or to submit a bid not substantially responsive to the
Bidding Documents in every respect will be at the Bidder’s risk
and may result in the rejection of its bid.

9.3 The Invitation for Bids is not formally part of the Bidding
Documents and is included for reference only. In case of
inconsistencies, the actual Bidding Documents shall prevail.

10. Clarification of 10.1 A prospective Bidder requiring any clarification of the Bidding
Bidding Documents may notify the Purchaser in writing at the
Documents Purchaser’s address and by one of the means indicated in the
and Pre-bid BDS. Similarly, if a Bidder feels that any important provision in
Meeting the documents will be unacceptable, such an issue should be
raised as soon as possible. The Purchaser will respond in writing
to any request for clarification or modification of the Bidding
Documents that it receives no later than twenty-one (21) days
prior to the deadline for submission of bids prescribed by the
Purchaser. Copies of the Purchaser’s response (including an
explanation of the query but not identifying its source) will be
sent to all prospective Bidders that received the Bidding
Documents from the Purchaser.

10.2 When specified in the BDS, the Purchaser will organize and
Bidders are welcome to attend a pre-bid meeting at the time and
place indicated in the BDS. The purpose of the meeting will be
to clarify issues and answer questions on any matter that may be
raised at this stage, with particular attention to issues related to
the Technical Requirements. Bidders are requested to submit
any questions in writing to reach the Purchaser not later than one
week before the meeting. Questions and answers will be
transmitted in accordance with ITB Clause 10.1. Minutes of the
meeting, including the questions raised and responses given,
together with any responses prepared after the meeting, will be
transmitted without delay to all those that received the Bidding
Documents from the Purchaser. Any modification to the
Bidding Documents listed in ITB Clause 9.1, which may become
necessary as a result of the pre-bid meeting, shall be made by the
Section I. Instructions to Bidders 20

Purchaser exclusively by issuing an Addendum pursuant to ITB

Clause 11 and not through the minutes of the pre-bid meeting.

11. Amendment of 11.1 At any time prior to the deadline for submission of bids, the
Bidding Purchaser may, for any reason, whether at its own initiative or in
Documents response to a clarification requested by a prospective Bidder,
amend the Bidding Documents. Later amendments on the same
subject modify or replace earlier ones.

11.2 Amendments will be provided in the form of Addenda to the

Bidding Documents, which will be sent in writing to all
prospective Bidders that received the Bidding Documents from
the Purchaser. Addenda will be binding on Bidders. Bidders are
required to immediately acknowledge receipt of any such
Addenda. It will be assumed that the amendments contained in
such Addenda will have been taken into account by the Bidder in
its bid.

11.3 In order to afford prospective Bidders reasonable time in which

to take the amendment into account in preparing their bids, the
Purchaser may, at its discretion, extend the deadline for the
submission of bids, in which case, the Purchaser will notify all
Bidders in writing of the extended deadline.

C. PREPARATION OF BIDS
12. Language of 12.1 The bid prepared by the Bidder and all correspondence and
Bid documents related to the bid exchanged by the Bidder and the
Purchaser shall be written in the language specified in the BDS,
or, if the BDS so provides, in either one of two languages
specified there. Any printed literature furnished by the Bidder as
part of its bid may be in a language not specified in the BDS, as
long as such literature is accompanied by a translation of its
pertinent passages into the language of the bid, in which case, for
purposes of interpretation of the bid, the translation shall govern.

13. Documents 13.1 The bid submitted by the Bidder shall comprise:
Comprising
the Bid (a) Bid Submission Form completed and signed by a person or
persons duly authorized to bind the Bidder to the Contract;

(b) all Price Schedules duly completed in accordance with ITB

Clauses 14, 15, and 18 and signed by a person or persons
duly authorized to bind the Bidder to the Contract;

(c) if required, Bid-securing Declaration or Bid Security

Section I. Instructions to Bidders 21

furnished in accordance with ITB Clause 17;

(d) written confirmation authorizing the signatory of the bid to

commit the Bidder, in accordance with ITB Clause 19.2;

(e) Attachments:

(i) Attachment 1: Bidder’s Eligibility

In the absence of prequalification, documents
establishing to the Purchaser’s satisfaction the
Bidder’s eligibility to bid, including but not limited to
documentary evidence that the Bidder is legally
incorporated in a territory of an eligible source
country as defined under ITB Clause 4;

(ii) Attachment 2: Bidder’s Qualifications

Documentary evidence establishing to the
Purchaser’s satisfaction, and in accordance with ITB
Clause 6, that the Bidder is qualified to perform the
Contract if its bid is accepted. In the case where
prequalification of Bidders has been undertaken, and
pursuant to ITB Clause 6.1 (a), the Bidder must
provide evidence on any changes in the information
submitted as the basis for prequalification or, if there
has been no change at all in said information, a
statement to this effect;
Any Manufacturer’s Authorizations and Subcontractor
agreements specified as required in the BDS for ITB
Clauses 6.1 (b) and 6.1 (c);

(iii) Attachment 3: Eligibility of Goods and Services

Documents establishing, to the Purchaser’s
satisfaction, that the Goods and Services components
of the Information System to be supplied, installed,
and/or performed by the Bidder are eligible Goods
and Services as defined under ITB Clause 5. If
awarded the Contract, the Bidder shall submit for
such components of the Information System evidence
of eligibility, which shall be confirmed by a
certificate of origin issued at the time of shipment;

(iv) Attachment 4: Conformity of the Information System

to the Bidding Documents
Documentary evidence establishing to the
Purchaser’s satisfaction, and in accordance with ITB
Section I. Instructions to Bidders 22

Clause 16, that the Goods and Services components

of the Information System to be supplied, installed,
and/or performed by the Bidder conform to the
Bidding Documents;

(v) Attachment 5: Proposed Subcontractors

A list of all major items of Goods or Services that the
Bidder proposes to purchase or subcontract from
others, and the name and nationality of the proposed
Subcontractor, including vendors, for each of those
items;

(vi) Attachment 6: Intellectual Property

A list of:

(1) all Software included in the Bidder’s bid,

assigning each item to one of the software
categories defined in GCC Clause 1.1 (c):

(A) System, General Purpose, and Application

Software; and

(B) Standard and Custom Software.

(2) all Custom Materials, as defined in GCC Clause

1.1 (c), included in the Bidder’s bid.

All Materials not identified as Custom Materials shall

be deemed Standard Materials, as defined in GCC
Clause 1.1 (c).

Re-assignments among the Software and Materials

categories, if necessary, will be made during the
implementation of the Contract according to GCC
Clause 39 (Changes to the System).

14. Bid Prices 14.1 All Goods and Services identified in the Supply and Installation
Cost Sub-Table and the Recurrent Cost Sub-Table in Section VII
(Forms 2.5 and 2.6), and all other Goods and Services proposed
by the Bidder to fulfill the requirements of the Information
System, must be priced separately in the format of the same
tables and summarized in the corresponding Cost Summary
Tables in the same Section. Prices must be quoted in accordance
with the instructions provided in Section VII for the various cost
tables, in the manner specified below.
Section I. Instructions to Bidders 23

14.2 The price of items that the Bidder has left blank in the cost
tables provided in Section VII shall be assumed to be included
in the price of other items. Items omitted altogether from the
cost tables shall be assumed to be omitted from the bid and,
provided that the bid is substantially responsive, an adjustment
to the bid price will be made during evaluation in accordance
with ITB Clause 28.6 (c) (iii).

14.3 Unit prices must be quoted at a level of detail appropriate for

calculation of any partial deliveries or partial payments under the
contract, in accordance with the Implementation Schedule in
Section VI, and with GCC and SCC Clause 12 – Terms of
Payment. Bidders may be required to provide a breakdown of
any composite or lump-sum items included in the Cost Tables.

14.4 The prices for Goods components of the System are to be

expressed and shall be defined and governed in accordance with
the rules prescribed in the edition of Incoterms specified in the
BDS, and quoted in the appropriate columns of the cost tables of
Section VII as follows:

(a) Goods supplied from outside the Purchaser’s country:

Unless otherwise specified in the BDS, the prices shall be
quoted on a CIP (named place of destination) basis,
exclusive of all taxes, stamps, duties, levies, and fees
imposed in the Purchaser’s country. The named place of
destination and special instructions for the contract of
carriage are as specified in the BDS. In quoting the price,
the Bidder shall be free to use transportation through
carriers registered in any eligible countries. Similarly, the
Bidder may obtain insurance services from any eligible
source country.

(b) Locally supplied Goods:

Unit prices of Goods offered from within the Purchaser’s
Country, shall be quoted on an EXW (ex factory, ex works,
ex warehouse or off-the-shelf, as applicable) basis,
including all customs duties, levies, fees, sales and other
taxes incurred until delivery of the Goods, but excluding all
VAT or sales and other taxes and duties/fees incurred for
the Goods at the time of invoicing or sales transaction, if
the Contract is awarded.

(c) Inland transportation:

Unless otherwise stated in the BDS, inland transportation,
Section I. Instructions to Bidders 24

insurance and related local costs incidental to the delivery

of the Goods to the designated Project Sites must be quoted
separately as a Service item in accordance with ITB Clause
14.5, whether the Goods are to be supplied locally or from
outside the Purchaser’s country, except when these costs
are already included in the price of the Goods, as is, e.g.,
the case, when ITB Clause 14.4 (a) specifies CIP, and the
named places of destination are the Project Sites.

14.5 The price of Services shall be quoted in total for each service
(where appropriate, broken down into unit prices), separated into
their local and foreign currency components. Prices must
include all taxes, duties, levies and fees whatsoever, except only
VAT or other indirect taxes, or stamp duties, that may be
assessed and/or apply in the Purchaser’s country on/to the price
of the Services invoiced to the Purchaser, if the Contract is
awarded. Unless otherwise specified in the BDS, the prices
must include all costs incidental to the performance of the
Services, as incurred by the Supplier, such as travel, subsistence,
office support, communications, translation, printing of
materials, etc. Costs incidental to the delivery of the Services
but incurred by the Purchaser or its staff, or by third parties, must
be included in the price only to the extent such obligations are
made explicit in these Bidding Documents (as, e.g., a
requirement for the Bidder to include the travel and subsistence
costs of trainees).

14.6 Prices for Recurrent Costs beyond the scope of warranty services
to be incurred during the Warranty Period, defined in SCC
Clause 29.4 and prices for Recurrent Costs to be incurred during
the Post-Warranty Period, defined in SCC Clause 1.1. (e) (xii),
shall be quoted as Service prices in accordance with ITB Clause
14.5 on the Recurrent Cost Sub-Table in detail, and on the
Recurrent Cost Summary Table in currency totals. Recurrent
costs are all-inclusive of the costs of necessary Goods such as
spare parts, software license renewals, labor, etc., needed for the
continued and proper operation of the System and, if appropriate,
of the Bidder’s own allowance for price increases.

14.7 Unless otherwise specified in the BDS, prices quoted by the

Bidder shall be fixed during the Bidder’s performance of the
Contract and not subject to increases on any account. Bids
submitted that are subject to price adjustment will be rejected.
Section I. Instructions to Bidders 25

15. Bid Currencies 15.1 Prices shall be quoted in the following currencies:

(a) The Bidder may quote its prices for all Information
Technologies, associated Goods, and Services to be
supplied from outside the Purchaser’s Country in the
currencies of countries eligible according to Section III. If
the Bidder wishes to be paid in a combination of different
currencies, it must quote unit prices accordingly, but no
more than three foreign currencies may be used.

(b) Unless otherwise specified in the BDS, the Bidder shall

express its prices for such Information Technologies,
associated Goods, and Services to be supplied locally (i.e.,
from within the Purchaser’s Country) in the currency of the
Purchaser’s Country.

16. Documents 16.1 Pursuant to ITB Clause 13.1 (e) (iv), the Bidder shall furnish, as
Establishing part of its bid, documents establishing the conformity to the
the Conformity Bidding Documents of the Information System that the Bidder
of the proposes to supply and install under the Contract.
Information
System to the 16.2 The documentary evidence of conformity of the Information
Bidding System to the Bidding Documents shall be in the form of written
Documents descriptions, literature, diagrams, certifications, and client
references, including:

(a) the Bidder’s technical bid, i.e., a detailed description of the

Bidder’s proposed technical solution conforming in all
material aspects with the Technical Requirements (Section
VI) and other parts of these Bidding Documents, overall as
well as in regard to the essential technical and performance
characteristics of each component making up the proposed
Information System;
(b) an item-by-item commentary on the Purchaser’s Technical
Requirements, demonstrating the substantial
responsiveness of the Information System offered to those
requirements. In demonstrating responsiveness, the
commentary shall include explicit cross references to the
relevant pages in the supporting materials included in the
bid. Whenever a discrepancy arises between the item-by-
item commentary and any catalogs, technical
specifications, or other preprinted materials submitted with
the bid, the item-by-item commentary shall prevail;
(c) a Preliminary Project Plan describing, among other things,
the methods by which the Bidder will carry out its overall
Section I. Instructions to Bidders 26

management and coordination responsibilities if awarded

the Contract, and the human and other resources the Bidder
proposes to use. The Plan should include a detailed
Contract Implementation Schedule in bar chart form,
showing the estimated duration, sequence, and
interrelationship of all key activities needed to complete
the Contract. The Preliminary Project Plan must also
address any other topics specified in the BDS. In addition,
the Preliminary Project Plan should state the Bidder’s
assessment of what it expects the Purchaser and any other
party involved in the implementation of the Information
System to provide during implementation and how the
Bidder proposes to coordinate the activities of all involved
parties;
(d) a written confirmation that the Bidder accepts
responsibility for the successful integration and inter-
operability of all components of the Information System as
required by the Bidding Documents.

16.3 For purposes of the commentary to be furnished pursuant to ITB

Clause 16.2 (b), the Bidder shall note that references to brand
names or model numbers or national or proprietary standards
designated by the Purchaser in its Technical Requirements are
intended to be descriptive and not restrictive. Except where
explicitly prohibited in the BDS for specific items or standards,
the Bidder may substitute alternative brand/model names or
standards in its bid, provided that it demonstrates to the
Purchaser’s satisfaction that the use of the substitute(s) will
result in the Information System being able to perform
substantially equivalent to or better than that specified in the
Technical Requirements.

17. Securing the 17.1 The BDS for this Clause specifies whether bids must be secured,
Bid and if so, whether by a Bid-Securing Declaration or by a Bid
Security. If a Bid Security is required or optional, the BDS also
specifies the amount.
17.2 Securing the bids shall be substantially in accordance with the
related sample forms included in Section VII or other forms
approved by the Purchaser prior to bid submission. Bids must
remain secured for a period of 28 days beyond the validity period
of the bids, as extended, if applicable, in accordance with ITB
Clause 18.2. In case of a Bid Security, it shall also:

(a) at the Bidder’s option, be in the form of either a certified

check, letter of credit, or a bank guarantee from a banking
Section I. Instructions to Bidders 27

institution, or a bond issued by a surety;

(b) be issued by a reputable institution selected by the Bidder

and located in any eligible country; if the institution issuing
the security is located outside the Purchaser’s Country, it
shall have a correspondent financial institution located in
the Purchaser’s Country to make the security enforceable;

(c) be payable promptly upon written demand by the Purchaser

in case any of the conditions listed in ITB Clause 17.6
is/are invoked;

(d) be submitted in its original form; copies will not be

accepted.

17.3 The Bid-Securing Declaration or the Bid Security of a Joint

Venture shall be issued in the name of the Joint Venture
submitting the bid provided the Joint Venture has legally been
constituted, or else it shall be issued in the name of all partners
proposed for the Joint Venture in the bid. Sanctions due to a
breach of the terms of a Bid-Securing Declaration pursuant to
ITB Clause 17.6 will apply to all partners to the Joint Venture.

17.4 If a Bid-Securing Declaration or Bid Security is required in

accordance with ITB Clause 17.1, any bid not accompanied by a
substantially acceptable Bid-Securing Declaration or Bid
Security in accordance with ITB Clauses 17.2 and 17.3, shall be
rejected by the Purchaser as non-responsive.

17.5 Unless executed or forfeited pursuant to ITB Clause 17.6, Bid-

Securing Declarations, if any, will expire for, or Bid Securities,
if any, will be returned as promptly as possible to,

(a) all Bidders upon annulment of the bidding pursuant to ITB

Clause 34;

(b) Bidders refusing a request to extend the period of validity

of their bids pursuant to ITB Clause 18.2;

(c) the successful Bidder once it has signed the Contract

Agreement and furnished a valid Performance Security as
required;

(d) the unsuccessful Bidders at the same time as in (c), that is,
when they are informed about the successful establishment
of the contract with the successful Bidder.
Section I. Instructions to Bidders 28

17.6 The Bid-Securing Declaration, if any, may be executed, or the

Bid Security, if any, may be forfeited:

(a) if a Bidder withdraws its bid during the period of bid

validity specified by the Bidder on the Bid Submission
Form or any extension of validity the Bidder has agreed to
pursuant to ITB Clause 18.2; or

(b) in the case of the successful Bidder, if the Bidder fails to:

(i) sign the Contract Agreement in accordance with ITB

Clause 36; or

(ii) furnish the Performance Security in accordance with ITB Clause

37.

17.7 If a bid security is not required in the BDS, and

(a) if a Bidder withdraws its bid during the period of bid

validity specified by the Bidder on the Letter of Bid Form,
except as provided in ITB 18.2, or

(b) if the successful Bidder fails to: sign the Contract in

accordance with ITB 36; or furnish a performance security
in accordance with ITB 37;

the Borrower may, if provided for in the BDS, declare the

Bidder disqualified to be awarded a contract by the Employer
for a period of time as stated in the BDS.
18. Period of 18.1 Bids shall remain valid, at a minimum, for the period specified
Validity of in the BDS after the deadline date for bid submission prescribed
Bids by the Purchaser, pursuant to ITB Clause 21. A bid valid for a
shorter period shall be rejected by the Purchaser as non-
responsive. For the convenience of Bidders, the BDS spells out
the minimal original expiration dates for the validity of the bid
and, if applicable pursuant to ITB Clause 17.1, for securing the
bid. However, Bidders are responsible for adjusting the dates in
the BDS in accordance with any extensions to the deadline date
of bid submission pursuant to ITB Clause 21.2.

18.2 In exceptional circumstances, prior to expiry of the bid validity

period, the Purchaser may request that the Bidders extend the
period of validity for a specified additional period. The request
and the responses to the request shall be made in writing. A
Bidder may refuse the request without risking execution of the
Bid-Securing Declaration or forfeiting the Bid Security, but in
this case the bid will be out of the competition for the award.
Section I. Instructions to Bidders 29

Except as provided in ITB Clause 18.3, a Bidder agreeing to the

request will not be required or permitted to modify its bid, but
will be required to ensure that the bid remains secured for a
correspondingly longer period, pursuant to ITB Clause 17.2.

18.3 In the case of fixed price contracts, if the award is delayed by a

period exceeding fifty-six (56) days beyond the expiry of the
initial bid validity, the contract price will be adjusted as
specified in the request for extension. Bid evaluation will be
based on the bid prices without taking into consideration the
above correction.

19. Format and 19.1 The Bidder shall prepare an original and the number of
Signing of Bid copies/sets of the bid specified in the BDS, clearly marking
each one as “ORIGINAL BID,” “COPY NO. 1,” “COPY
NO. 2,” etc., as appropriate. In the event of any discrepancy
between them, the original shall govern.

19.2 The original and all copies of the bid, each consisting of the
documents listed in ITB Clause 13.1, 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 Bidder. The authorization
must be in writing and included in the bid pursuant to ITB
Clause 13.1 (d). The name and position held by each person
signing the authorization must be typed or printed below the
signature. All pages of the bid, except for unamended printed
literature, shall be initialed by the person or persons signing the
bid.

19.3 The bid shall contain no interlineations, erasures, or overwriting,

except to correct errors made by the Bidder, in which case such
corrections shall be initialed by the person or persons signing the
bid.

19.4 The Bidder shall furnish in the Bid Submission Form (a sample
of which is provided in the Sample Forms Section of the Bidding
Documents) information regarding commissions or gratuities, if
any, paid or to be paid to agents relating to this procurement and
to the execution of the Contract should the Bidder be successful.
Section I. Instructions to Bidders 30

D. SUBMISSION OF BIDS
20. Sealing and 20.1 The Bidder shall seal the original and each copy of the bid in
Marking of separate envelopes, duly marking the envelopes as “ORIGINAL
Bids BID” and “COPY NO. [number].” The envelopes shall then be
sealed in an outer envelope.

20.2 The inner and outer envelopes shall

(a) be addressed to the Purchaser at the address given in the
BDS, and
(b) bear the loan/Project name indicated in the BDS for ITB
Clause 2.1, the Invitation for Bids title and number, and the
Contract name(s), as indicated in the BDS for ITB
Clause 1.2, and the statement “DO NOT OPEN BEFORE
[ time and date],” to be completed with the time and date
specified in the BDS for ITB Clause 24.1.

20.3 The inner envelopes shall also indicate the name and address of
the Bidder so that the bid can be returned unopened in case it is
declared “late.”

20.4 If the outer envelope is not sealed and marked as required by

ITB Clause 20.2 above, the Purchaser will assume no
responsibility for the bid’s misplacement or premature opening.
If the outer envelope discloses the Bidder’s identity, the
Purchaser will not guarantee the anonymity of the bid
submission, but this disclosure will not constitute grounds for
bid rejection.

21. Deadline for 21.1 Bids must be received by the Purchaser at the address specified
Submission of in the BDS for ITB Clause 20.2 no later than the time and date
Bids stated in the BDS.
21.2 The Purchaser may, at its discretion, extend this deadline for
submission of bids by amending the Bidding Documents in
accordance with ITB Clause 11.3, in which case all rights and
obligations of the Purchaser and Bidders will thereafter be
subject to the deadline as extended.

22. Late Bids 22.1 Any bid received by the Purchaser after the bid submission
deadline prescribed by the Purchaser in the BDS for ITB Clause
21, will be rejected and returned unopened to the Bidder.

23. Withdrawal, 23.1 The Bidder may withdraw, substitute, or modify its bid after
Substitution, submission, provided that written notice of the withdrawal,
and substitution, or modification is received by the Purchaser prior to
Section I. Instructions to Bidders 31

Modification of the deadline prescribed for bid submission. All notices must be
Bids duly signed by an authorized representative and shall include a
copy of the authorization (the power of attorney) in accordance
with ITB Sub-Clause 19.2.

23.2 All notices of withdrawal, substitution, or modification shall

(a) be addressed to the Purchaser at the address named in the

BDS for ITB Clause 20.2 (a), and

(b) bear the Contract name, the IFB Title and IFB Number,
and the words “BID WITHDRAWAL NOTICE”, BID
SUBSTITUTION NOTICE”, or “BID MODIFICATION NOTICE”.

23.3 A notice may also be sent by electronic means such as fax or e-

mail, but in this case must include a scan of the mailing receipt
showing both the sender's and receiver's addresses for the signed
hardcopy of the notice, and a scan of the power of attorney.

23.4 Bids requested to be withdrawn in accordance with ITB 23.1

shall be returned unopened to the Bidders. Bid withdrawal
notices received after the bid submission deadline will be
ignored, and the submitted bid will be deemed to be a validly
submitted bid.

23.5 The substitution or modification of the bid shall be prepared,

sealed, marked, and dispatched as follows:

(a) The Bidders shall provide an original and the number of

copies specified in the BDS for ITB Clause 19.1 of any
substitution or modification to its bid, clearly identified as
such, in two inner envelopes duly marked “BID
SUBSTITUTION -- ORIGINAL” or “BID MODIFICATION --
ORIGINAL” and “BID SUBSTITUTION -- COPIES” or “BID
MODIFICATION -- COPIES.” The inner envelopes shall be
sealed in an outer envelope, which shall be duly marked
“BID SUBSTITUTION” or “BID MODIFICATION”.

(b) Other provisions concerning the marking and dispatch of a

bid substitution or modification shall be in accordance with
ITB Clauses 20.2, 20.3, and 20.4.

23.6 No bid may be withdrawn, substituted, or modified in the

interval between the bid submission deadline and the expiration
of the bid validity period specified by the Bidder in the Bid
Submission Form, or any extension thereof agreed to by the
Bidder. Withdrawal of a bid during this interval may result in
the execution of the Bid-Securing Declaration, if any, or
Section I. Instructions to Bidders 32

forfeiture of the Bid Security, if any, pursuant to ITB Clause

17.6.

E. BID OPENING AND EVALUATION

24. Opening of 24.1 The Purchaser will open all bids, including withdrawals,
Bids by substitutions, and modifications, in public, in the presence of
Purchaser Bidders’ representatives who choose to attend, at the time, on
the date and at the place specified in the BDS. Bidders’
representatives shall sign a register as proof of their attendance.

24.2 First, envelopes marked “BID WITHDRAWAL NOTICE” shall be

opened and read out and the envelope with the corresponding
bid shall not be opened, but returned to the Bidder. No bid
withdrawal shall be permitted unless the corresponding
withdrawal notice contains a valid authorization to request the
withdrawal and is read out at bid opening. Next, envelopes
marked “BID SUBSTITUTION NOTICE” shall be opened and read
out and exchanged with the corresponding bid being substituted,
and the substituted bid shall not be opened, but returned to the
Bidder. No bid substitution shall be permitted unless the
corresponding substitution notice contains a valid authorization
to request the substitution and is read out at bid opening.
Envelopes marked “BID MODIFICATION NOTICE” shall be opened
and read out with the corresponding bid. No bid modification
shall be permitted unless the corresponding modification notice
contains a valid authorization to request the modification and is
read out at bid opening. Only bids that are opened and read out
at bid opening shall be considered further.

24.3 Bids shall be opened one at a time, reading out: the name of the
Bidder and whether there is a modification; the total bid price
including any unconditional discounts, and, if applicable, the
prices and unconditional discounts for Subsystems, lots, or
slices; the presence or absence of a Bid-Securing Declaration or
a Bid Security if one was required; any conditional discounts
offered for the award of more than one Subsystem, lot, or slice,
if the BDS for ITB Clause 28.1 permits such discounts to be
considered in the bid evaluation; and any other such details as
the Purchaser may consider appropriate.

24.4 Bids and modifications that are not opened and read out at bid
opening shall not be considered for further evaluation,
irrespective of the circumstances. These bids, including any bids
validly withdrawn in accordance with ITB Clause 24.2, will
Section I. Instructions to Bidders 33

promptly be returned, unopened, to their Bidders.

24.5 The Purchaser will prepare minutes of the bid opening, including
the information disclosed to those present in accordance with
ITB Clause 24.3. The minutes will promptly be distributed to all
Bidders that met the deadline for submitting bids.

25. Clarification of 25.1 During the bid evaluation, the Purchaser may, at its discretion,
Bids ask the Bidder for a clarification of its bid. The request for
clarification and the response shall be in writing, and no change
in the price or substance of the bid shall be sought, offered, or
permitted.

26. Preliminary 26.1 The Purchaser will examine the bids to determine whether they
Examination are complete, whether any computational errors have been made,
of Bids whether required sureties have been furnished, whether the
documents have been properly signed, and whether the bids are
generally in order. In the case where a prequalification process
has been undertaken for the Contract(s) for which these Bidding
Documents have been issued, the Purchaser will ensure that each
bid is from a prequalified Bidder, and in the case of a Joint
Venture, that partners and structure of the Joint Venture are
unchanged from those in the prequalification.

26.2 Arithmetical errors will be rectified on the following basis. If

there is a discrepancy between the unit price and the total price,
which is obtained by multiplying the unit price and quantity, or
between added or subtracted subtotals and totals, the unit or
subtotal price shall prevail and the total price shall be corrected,
unless in the opinion of the Purchaser there is an obvious
misplacement of the decimal point in the unit or subtotal prices,
in which case the line item total as quoted shall govern and the
unit price or sub-total shall be corrected. If there is a
discrepancy between words and figures, the amount in words
will prevail, unless the discrepancy is the result of a typo/error
for which the correction is self-evident to the Purchaser. If the
Bidder with the Lowest Evaluated Bid does not accept the
correction of errors, the bid shall be rejected.

26.3 The Purchaser may waive any minor informality, nonconformity,

or irregularity in a bid that does not constitute a material
deviation, provided such waiver does not prejudice or affect the
relative ranking of any Bidder.

26.4 Prior to the detailed evaluation, the Purchaser will determine

whether each bid is of acceptable quality, is complete, and is
substantially responsive to the Bidding Documents. For
Section I. Instructions to Bidders 34

purposes of this determination, a substantially responsive bid is

one that conforms to all the terms, conditions, and specifications
of the Bidding Documents without material deviations,
exceptions, objections, conditionalities, or reservations. A
material deviation, exception, objection, conditionality, or
reservation is one: (i) that limits in any substantial way the
scope, quality, or performance of the Information System; or
(ii) that limits, in any substantial way that is inconsistent with
the Bidding Documents, the Purchaser’s rights or the successful
Bidder’s obligations under the Contract; or (iii) the acceptance
of which would unfairly affect the competitive position of other
Bidders who have submitted substantially responsive bids.

26.5 If a bid is not substantially responsive, it will be rejected by the

Purchaser and may not subsequently be made responsive by the
Bidder by correction of the nonconformity. The Purchaser’s
determination of bid responsiveness will be based on the
contents of the bid itself.

27. Conversion to 27.1 For evaluation and comparison purposes, the Purchaser shall
Single convert all bid prices expressed in various currencies and
Currency amounts into a single currency specified in the BDS, using the
selling exchange rate established by the source and on the date
also specified in the BDS.

28. Evaluation 28.1 The Purchaser will evaluate and compare the bids that have been
and determined to be substantially responsive, pursuant to ITB
Comparison of Clause 26. The evaluation will be performed assuming either
Bids that:

(a) the Contract will be awarded to the lowest evaluated

Bidder for the entire Information System; or

(b) if specified in the BDS, Contracts will be awarded to the

Bidders for each individual Subsystem, lot, or slice defined
in the Technical Requirements whose bids result in the
lowest combined evaluated price for the entire System.

In the latter case, discounts that are conditional on the award of

more than one Subsystem, lot, or slice may be offered in bids.
However, such discounts will only be considered in the price
evaluation if so confirmed in the BDS.

28.2 To be considered for Contract award, Bidders must have

submitted bids

(a) for which detailed bid evaluation using the same standards
Section I. Instructions to Bidders 35

for compliance determination as listed in ITB Clauses 26.3

and 26.4 confirms that the bids are commercially and
technically responsive, and include the hardware,
Software, related equipment, products, Materials, and other
Goods and Services components of the Information System
in, substantially, the full required quantities for the entire
Information System or, if allowed in the BDS for ITB
Clause 28.1, the individual Subsystem, lot or slice bid on;
and
(b) that offer Information Technologies that are proven to
perform up to the standards promised in the bid by having
successfully passed the performance, benchmark, and/or
functionality tests the Purchaser may require, pursuant to
ITB Clause 31.2.

28.3 The Purchaser’s evaluation of a bid will be made on the basis of

prices quoted in accordance with ITB Clause 14 (Bid Prices).

28.4 If indicated by the BDS, the Purchaser’s evaluation of

responsive bids will take into account technical factors, in
addition to cost factors. An Evaluated Bid Score (B) will be
calculated for each responsive bid using the following formula,
which permits a comprehensive assessment of the bid price and
the technical merits of each bid:

B
Clow
X +
T
(1 − X )
C Thigh

where
C = Evaluated Bid Price
C low = the lowest of all Evaluated Bid Prices among
responsive bids
T = the total Technical Score awarded to the bid
Thigh = the Technical Score achieved by the bid that was
scored highest among all responsive bids
X = weight for the Price as specified in the BDS

The bid with the highest Evaluated Bid Score (B) among
responsive bids shall be termed the Lowest Evaluated Bid and is
eligible for Contract award, provided the Bidder was
prequalified and/or it was found to be qualified to perform the
Contract in accordance with ITB Clause 31 (Postqualification).
Section I. Instructions to Bidders 36

28.5 If, in addition to the cost factors, the Purchaser has chosen to
give weight to important technical factors (i.e., the price weight,
X, is less than 1 in the evaluation), that cannot be reduced to
life-cycle costs or pass/fail criteria, the Total Technical Points
assigned to each bid in the Evaluated Bid Formula will be
determined by adding and weighting the scores assigned by an
evaluation committee to technical features of the bid in
accordance with the criteria set forth below.

(a) The technical features to be evaluated are generally defined

below and specifically identified in the BDS:

(i) Performance, capacity, or functionality features that

either exceed levels specified as mandatory in the
Technical Requirements; and/or influence the life-
cycle cost and effectiveness of the Information
System.

(ii) Usability features, such as ease of use, ease of

administration, or ease of expansion, which
influence the life-cycle cost and effectiveness of the
Information System.

(iii) The quality of the Bidder’s Preliminary Project Plan

as evidenced by the thoroughness, reasonableness,
and responsiveness of: (a) the task and resource
schedules, both general and specific, and (b) the
proposed arrangements for management and
coordination, training, quality assurance, technical
support, logistics, problem resolution, and transfer of
knowledge, and other such activities as specified by
the Purchaser in Section VI (Technical
Requirements) or proposed by the Bidder based on
the Bidder’s experience.

(b) Feature scores will be grouped into a small number of

evaluation categories, generally defined below and
specifically identified in the BDS, namely:

(i) The technical features that reflect how well the

Information System meets the Purchaser’s Business
Requirements (including quality assurance and risk-
containment measures associated with the
implementation of the Information System).

(ii) The technical features that reflect how well the

Information System meets the System’s Functional
Section I. Instructions to Bidders 37

Performance Standards.

(iii) The technical features that reflect how well the

Information System meets the General Technical
Requirements for hardware, network and
communications, Software, and Services.

(c) As specified in the BDS, each category will be given a

weight and within each category each feature may also be
given a weight.

(d) During the evaluation process, the evaluation committee

will assign each desirable/preferred feature a whole
number score from 0 to 4, where 0 means that the feature
is absent, and 1 to 4 either represent predefined values for
desirable features amenable to an objective way of rating
(as is the case for, e.g., extra memory, or extra mass
storage capacity, etc., if these extras would be conducive
for the utility of the system), or if the feature represents a
desirable functionality (e.g., of a software package) or a
quality improving the prospects for a successful
implementation (such as the strengths of the proposed
project staff, the methodology, the elaboration of the
project plan, etc., in the bid), the scoring will be 1 for the
feature being present but showing deficiencies; 2 for
meeting the requirements; 3 for marginally exceeding the
requirements; and 4 for significantly exceeding the
requirements.

(e) The score for each feature (i) within a category (j) will be
combined with the scores of features in the same category
as a weighted sum to form the Category Technical Score
using the following formula:
k
S j   t ji  w ji
i =1

where:
tji = the technical score for feature “i” in category “j”
wji = the weight of feature “i” in category “j”
k = the number of scored features in category “j”
k
and w
i =1
ji =1

(f) The Category Technical Scores will be combined in a

Section I. Instructions to Bidders 38

weighted sum to form the total Technical Bid Score using

the following formula:
n
T   S j Wj
j =1

where:
Sj = the Category Technical Score of category “j”
Wj = the weight of category “j” as specified in the BDS
n = the number of categories
n
and W
j =1
j =1

28.6 The Evaluated Bid Price (C) for each responsive bid will be
determined as the sum of the Adjusted Supply and Installation
Costs (P) plus the Recurrent Costs (R);

where the Adjusted Supply and Installation Costs (P) are

determined as:

(a) The price of the hardware, Software, related equipment,

products, Materials and other Goods offered from within or
from outside the Purchaser’s Country, in accordance with
ITB 14.4; plus

(b) The total price for all software development,

transportation, insurance, installation, customization,
integration, Commissioning, testing, training, technical
support, repair, and other Services, in accordance with ITB
14.5;

(c) with adjustments for:

(i) Deviations proposed to the Implementation Schedule

in the Technical Requirements resulting in delayed
completion of the entire Information System, if
permitted in the BDS and provided they do not
exceed the maximum permissible delay period
specified in the BDS. For evaluation purposes, a pro
rata increase of the total Supply and Installation
Costs will be added using the percentage(s) specified
in the BDS for each week of delay. Bids offering
deliveries beyond the maximum permissible delay
specified may be rejected.
Section I. Instructions to Bidders 39

(ii) Deviations taken to the Contract payment schedule

specified in the SCC. If deviations are permitted in
the BDS, for evaluation purposes the total Supply
and Installation Costs will be increased pro rata by
the amount of interest that could otherwise be earned
on the amount of any payments that would fall due
under the proposed schedule earlier than the schedule
stipulated in the SCC, at the interest rate specified in
the BDS.
(iii) Goods and Services that are required for the
Information System but have been left out or are
necessary to correct minor deviations of the bid will
be added to the total Supply and Installation Costs
using costs taken from the highest prices from other
responsive bids for the same Goods and Services, or
in the absence of such information, the cost will be
estimated at prevailing list prices. If the missing
Goods and Services are a scored technical feature, the
relevant score will be set at zero.

(iv) Corrections to errors in arithmetic, in accordance

with ITB Clause 26.2.

(v) Any discounts offered for the award of more than one
Subsystem, lot, or slice, if the BDS for ITB Clause
28.1 permits the consideration of discounts in the
price evaluation.

(d) The Recurrent Costs (R) are reduced to net present value
and determined using the following formula:
N+M R
R  x

x = 1 (1 + I )
x

where
N = number of years of the Warranty Period, defined in
SCC Clause 29.4
M = number of years of the Post-Warranty Services
Period, as defined in SCC Clause 1.1.(e) (xii)
x = an index number 1, 2, 3, ... N + M representing
each year of the combined Warranty Service and
Post-Warranty Service Periods.
Rx = total Recurrent Costs for year “x,” as recorded in
Section I. Instructions to Bidders 40

the Recurrent Cost Sub-Table.

I = discount rate to be used for the Net Present Value
calculation, as specified in the BDS.

29. Domestic 29.1 No margin of domestic preference will apply.

Preference

30. Contacting the 30.1 From the time of bid opening to the time of Contract award, if
Purchaser any Bidder wishes to contact the Purchaser on any matter related
to the bid, it should do so in writing.

30.2 If a Bidder tries to directly influence the Purchaser or otherwise

interfere in the bid evaluation process and the Contract award
decision, its bid may be rejected.

F. POSTQUALIFICATION AND AWARD OF CONTRACT

31. Post- 31.1 The Purchaser will determine at its own cost and to its
qualification satisfaction whether the Bidder (including Joint Venture
Partners, and any Subcontractors for which the BDS for ITB
Clause 6.1 (a) permits that their qualifications count towards the
required Bidder qualifications) that is selected as having
submitted the Lowest Evaluated Bid is qualified to perform the
Contract satisfactorily, in accordance with ITB Clause 6. If a
prequalification process was undertaken for the Contract(s) for
which these Bidding Documents were issued, the Purchaser will
determine in the manner described above that no material
changes have occurred after the prequalification that negatively
affect the ability of the Bidder that has submitted the Lowest
Evaluated Bid to perform the Contract.

31.2 Pursuant to ITB Clauses 6 and 16, and as additionally may be

specified in the BDS, the determination will evaluate the
Bidder’s financial, technical, design, integration, customization,
production, management, and support capabilities and will be
based on an examination of the documentary evidence of the
Bidder’s qualifications, as well as other information the
Purchaser deems necessary and appropriate. This determination
may include visits or interviews with the Bidder’s clients
referenced in its bid, site inspections, and any other measures. If
so specified in the BDS, at the time of postqualification the
Purchaser may also carry out tests to determine that the
performance or functionality of the Information System offered
meets those stated in the Technical Requirements.
Section I. Instructions to Bidders 41

31.3 An affirmative postqualification determination will be a

prerequisite for award of the Contract to the Lowest Evaluated
Bidder. A negative determination will result in rejection of the
Bidder’s bid, in which event the Purchaser will proceed to the
next lowest evaluated Bidder to make a similar determination of
that Bidder’s capabilities to perform satisfactorily.

32. Award 32.1 Subject to ITB Clause 34, the Purchaser will award the Contract
Criteria to the Bidder whose bid has been determined to be substantially
responsive and the Lowest Evaluated Bid, provided further that
the Bidder has been determined to be qualified to perform the
Contract satisfactorily, pursuant to ITB Clause 31.

33. Purchaser’s 33.1 The Purchaser reserves the right at the time of Contract award to
Right to Vary increase or decrease, by the percentage(s) indicated in the BDS,
Quantities at any of the following:
Time of Award
(a) the quantity of substantially identical Subsystems; or

(b) the quantity of individual hardware, Software, related

equipment, Materials, products, and other Goods
components of the Information System; or

(c) the quantity of Installation or other Services to be

performed,

from that originally specified in the Technical Requirements (as

amended by any Addenda issued pursuant to ITB Clause 11),
without any change in unit prices or other terms and conditions.

34. Purchaser’s 34.1 The Purchaser reserves the right to accept or reject any bid or to
Right to annul the bidding process and reject all bids at any time prior to
Accept Any Contract award, without thereby incurring any liability to the
Bid and to Bidders.
Reject Any or
All Bids

35. Notification of 35.1 Prior to the expiration of the period of bid validity, the Purchaser
Award shall notify the successful Bidder, in writing, that its bid has
been accepted.

35.2 Until a formal Contract is prepared and executed, the

notification of award shall constitute a binding Contract.

35.3 The Purchaser shall promptly publish in UNDB online and in

dgMarket the results, identifying the bid and lot numbers and the
following information: (i) name of each Bidder who submitted a
bid; (ii) bid prices as read out at bid opening; (iii) name,
Section I. Instructions to Bidders 42

evaluated price and, if the bidding conditions included scoring

for technical quality, the technical score of each bid that was
evaluated; (iv) name of Bidders whose bids were rejected and
the reasons for their rejection; and (v) name of the winning
Bidder, the price it offered, as well as the duration and summary
scope of the contract awarded. After publication of the award,
unsuccessful Bidders may make a request in writing to the
Purchaser for a debriefing seeking explanations on the grounds
on which their bids were not selected. The Purchaser shall
promptly respond in writing to any unsuccessful Bidder who,
after publication of contract award, requests a debriefing.

35.4 Upon the successful Bidder furnishing the signed Contract

Agreement and the Performance Security pursuant to ITB Clause
37, the Purchaser will promptly notify each unsuccessful Bidder,
and will discharge all remaining Bid Securities, if any, as
provided in ITB Clause 17.5 (c) and (d).

36. Signing of 36.1 At the same time as the Purchaser notifies the successful Bidder
Contract that its bid has been accepted, the Purchaser will send the Bidder
the Contract Agreement provided in the Bidding Documents,
incorporating all agreements between the parties.

36.2 As soon as practically possible, but no more than twenty-eight

(28) days following receipt of the Contract Agreement, the
successful Bidder shall sign and date it, and return it to the
Purchaser.

37. Performance 37.1 As soon as practically possible, but no more than twenty-eight
Security (28) days following receipt of notification of award from the
Purchaser, the successful Bidder shall furnish the Performance
Security in accordance with the GCC, using the Performance
Security form provided in the Bidding Documents or another
form acceptable to the Purchaser.

37.2 Failure of the successful Bidder to comply with the requirements

of ITB Clause 36 or ITB Clause 37.1 shall constitute sufficient
grounds for the annulment of the award and, if and as applicable,
execution of the Bid-Securing Declaration or forfeiture of the
Bid Security, in which event the Purchaser may make the award
to the next lowest evaluated bid submitted by a qualified Bidder
or call for new bids.

38. Adjudicator 38.1 Unless otherwise stated in the BDS, the Purchaser proposes that
the person named in the BDS be appointed as Adjudicator under
the Contract to assume the role of informal Contract dispute
mediator, as described in GCC Clause 6. In this case, a résumé
Section I. Instructions to Bidders 43

of the named person is attached to the BDS. The proposed

hourly fee for the Adjudicator is specified in the BDS. The
expenses that would be considered reimbursable to the
Adjudicator are also specified in the BDS. If a Bidder does not
accept the Adjudicator proposed by the Purchaser, it should state
its non-acceptance in its Bid Submission Form and make a
counterproposal of an Adjudicator and an hourly fee, attaching a
résumé of the alternative. If the successful Bidder and the
Adjudicator nominated in the BDS happen to be from the same
country, and this is not the country of the Purchaser too, the
Purchaser reserves the right to cancel the Adjudicator nominated
in the BDS and propose a new one. If by the day the Contract is
signed, the Purchaser and the successful Bidder have not agreed
on the appointment of the Adjudicator, the Adjudicator shall be
appointed, at the request of either party, by the Appointing
Authority specified in the SCC clause relating to GCC Clause
6.1.4, or if no Appointing Authority is specified there, the
Contract will be implemented without an Adjudicator.
Section II. Bid Data Sheet 44

SECTION II. BID DATA SHEET (BDS)

Section II. Bid Data Sheet 45

Bid Data Sheet

The following specific information relating to the System to be procured and the procurement
procedures that will be used shall complement, supplement, or amend the provisions in the
Instructions to Bidders (ITB). Whenever there is a conflict, the provisions in the Bid Data
Sheet (BDS) shall prevail over those in the ITB.

A. GENERAL
ITB 1.1 Government of Ghana represented by the Ministry of
Communications
Name of authorized Purchasing Agent: The Chief Director,
Ministry of Communications
Description of the System for which bids are invited: The System
includes Design, Supply, installation and integration of an
Information Management System for MoC and Cabinet
ITB 1.2 Title of IFB: Procurement of IMS for Ministry of
Communications (e-MoC) & Procurement of IMS for Cabinet
Secretariat (e-Cabinet)
Number of IFB: eTransform/RComp3.10.2
Name of resulting Contract(s): Procurement of IMS for Ministry
of Communications (e-MoC) & Procurement of IMS for Cabinet
Secretariat (e-Cabinet)
ITB 1.4 Alternative e-Tendering procedures are not available in this
procurement.
ITB 2.1 Name of the Borrower: The Republic of Ghana
Loan or credit number: IDA 5304-GH
Name of Project: eTransform Project

ITB 6.1 (a) Qualification requirements for Bidders are:

a) Experience
(i) The Bidder must demonstrate at least three (3) years’
continuous engagement in the business of supplying
and installing IT equipment and systems. In the case
of a Joint Venture, the Lead Partner shall demonstrate
at least three years’ continuous engagement and each
other Partner shall demonstrate at least two years’
continuous engagement.
Section II. Bid Data Sheet 46

(ii) The Bidder must have successfully completed at least two

(2) contracts, each of which were of at least USD 1 million
in value, during the past five (5) years, for the design,
implementation and roll-out of an Integrated Management
System. In the case of a Joint Venture, the Lead Partner
shall have led at least one of the two above contracts.
b) Technical Capacity
(i) The Bidder shall have facilities for technical support
and maintenance equipped with adequate qualified
staff in the region, preferably in Ghana. If bidders do
not have such facilities at the time of bidding, then
they are required to demonstrate a clear plan for the
establishment of such offices, should they be awarded
a contract.
c) Financial Capacity
(i) Bidders must submit financial statements audited or
certified by authorized agencies, in accordance with
laws of the country where the Bidder established its
business, for the latest 3 fiscal years (2015, 2016 and
2017).
a. The minimum required average annual turnover
of the lead bidder over the last 3 years (2015,
2016 and 2017) is USD 3 million.
b. Demonstrate evidence of the firm’s liquidity, in
the form of cash flow, liquid assets and/or credit
lines net of other ongoing commitments at the
minimum required amount of USD 1 million.
(ii) Each joint venture member or sub-contractor undertaking a
significant portion of work under this contract (20% or
greater of the estimated value of the contract) must be
financially stable, with gross revenue base of at least US $1
million annually over the last three (3) years, and liquid
assets of at least US $500 thousand.
ITB 6.1 (b) Manufacturer's Authorizations for Information Technologies - except
for those technologies which the Bidder itself manufactures -
are required for the following types/categories:
• All Servers (if supplied)
• All Network Devices (if supplied)
• CMS Application Software
Section II. Bid Data Sheet 47

• Document Management Application Software

ITB 6.1 (c) If the Bidder proposes to use Subcontractors for the provision of
certain key services, written agreements by the proposed firms to
provide these services in case of contract(s) resulting from this
bidding are required for the following types/categories of services:
All

B. THE BIDDING DOCUMENTS

ITB 10.1 Purchaser’s address:

The Chief Director

Ministry of Communications
eTransform Project
Abdul Diouf Street
Near Kofi Annan ICT Center of Excellence
Digital Address: GA-079-0539
P. O. Box M38,
Accra, Ghana

Email: [email protected];
ITB 10.2 Dates, times, and places for the pre-bid meeting: N/A

C. PREPARATION OF BIDS
ITB 12.1 The language of the bid and of all correspondence and documents
related to it is: English
ITB 14.1 Recurrent cost items are required. Supply and Installation/Warranty
period costs are inclusive of all recurrent cost items for the contract
duration.
ITB 14.4 The Incoterms edition is “Incoterms 2010”

ITB 14.4 (a) For all goods imported to Ghana for purposes of this procurement
prices shall be quoted on a CIP project site basis.
(i) The contract of carriage shall include the cost of unloading
the goods at destination, as well as payment by the
Supplier of the cost of custom formalities, duties, taxes
or other charges payable on the foreign Goods for their
transit through any country other than the Purchaser's
Section II. Bid Data Sheet 48

country.
(ii) The named place of destination shall be the Project Sites
(as stated in the Implementation Schedule in Section VI,
Technical Requirements.
(iii) The bidder is expected to quote for all taxes, levies and
duties in the Purchaser’s country, including the cost of
clearing goods form the ports.
ITB 14.4 (c) Not Applicable

ITB 14.5 Not Applicable

ITB 14.7 Prices quoted by the Bidder shall be fixed and will be evaluated
using the forms provided in Section VII, Price Schedule Forms.
ITB 15.1 (b) The Bidder shall express its prices for such Information
Technologies, associated Goods and Services, for local technical
support, training, maintenance, transportation, insurance, and other
local services incidental to delivery, installation and operation of the
System, including Recurrent Costs, to be supplied locally (i.e., from
within the Purchaser’s Country) in any freely convertible
currency. Payments for this portion shall be made to the Bidder in
the currency of the Purchaser’s Country (Ghanaian Cedi (GH¢), at
the prevailing exchange rate at the time of the payments. The source
of exchange rate is the exchange rate published by the Central Bank
of Ghana for similar transactions. Failure to separate Foreign and
Local Costs and to quote them separately in the Financial
Proposal shall lead to rejection of the Bidder’s offer

ITB 16.2 (c) In addition to the topics described in ITB Clause 16.2 (c), the
Preliminary Project Plan must address the following topics:
1 Project Organization and Management Sub-Plan
including Task, Time, and Resource Schedules, Problem
Identification, Escalation and Resolution Mechanisms,
and Quality Assurance Arrangements
2 Change Management and Communication Sub-Plan
3 Software Design and Development Sub-Plan, including
System Development Lifecycle (SDLC) Methodology,
configuration, customization and development of
software and applications
4 Delivery and Installation Sub-Plan
5 System Integration Sub-Plan, including Structured
Section II. Bid Data Sheet 49

Implementation Approach for Pilot and Production

implementation detailing, at minimum:
i. the proposed production implementation schedule,
ii. Scope of Pilot activities,
iii. system functionality to be included in each
implementation phase,
iv. system testing
v. evaluation criteria that will be used to determine the
project's readiness for implementation of each of the
project's components
vi. and advantages and disadvantages of the proposed
implementation strategy and approach.
6 Inspection, Pre-commissioning and Operational
Acceptance Testing Sub-Plan, and Documentation
7. Warranty Service and Technical Support Sub-Plan
8. The Bidder’s assessment of the major responsibilities of
the Purchaser and any other involved third parties in
System supply and installation, as well as the Bidder’s
proposed means for coordinating activities by each of the
involved parties to avoid delays or interference.

ITB 16.3 In the interest of effective integration, cost-effective technical

support, and reduced re-training and staffing costs, Bidders are
required to offer specific brand names and models for the following
limited number of specific items: None

ITB 17.1 Bids need to be secured by a Bid-Securing Declaration using the

format of bid securing declaration included in the bidding
document.

ITB 17.7 If the Bidder incurs any of the actions prescribed in ITB Clause 17.7
(a) or (b), the Borrower will declare the Bidder ineligible to be
awarded contracts by the Employer for a period of three (3) years.
ITB 18.1 The bid validity period shall be One hundred and twenty (120)
days after the deadline for bid submission, as specified below in
reference to ITB Clause 21. Accordingly, the bid shall be valid
through September 20, 2019.
ITB 19.1 Required number of bid copies, besides the original: four (4) copies,
plus one (1) soft copy in pdf format on USB key or other
Section II. Bid Data Sheet 50

electronic media. The electronic copy must be submitted in a

sealed envelope contained within the original hardcopy of the
bid.

D. SUBMISSION OF BIDS
ITB 20.2 (a) The address for bid submission is:
The Chief Director
Ministry of Communications
e-Transform Project
Conference Room
6th Floor
Ministry of Communications Building
Abdul Diouf Street, Ridge,
Accra Ghana
Digital Address: GA-079-0539
ITB 21.1 Deadline for bid submission is: May 23, 2019

E. BID OPENING AND EVALUATION

ITB 24.1 Time, date, and place for bid opening are:

Time: 10:00 hours GMT

Date: May 23, 2019

Place: Conference Room of the Ministry of Communications

building, located on the Abdul Diouf Road, near Kofi Annan
ICT Center for Excellence on the 6th Floor, GA-079-0539

ITB 27.1 The currency chosen for the purpose of converting to a common
currency is: Ghana Cedi.
The source of exchange rate is: The selling exchange rate from
the Bank of Ghana.
The date of exchange rate determination is: the date of bid
submission deadline.
In the event that no exchange rates are available on this date from
the source indicated above, the latest available exchange rates from
the same source prior to this date will be used.
Section II. Bid Data Sheet 51

ITB 28.1 Bids for Subsystems, lots, or slices of the overall Information
System will not be accepted.
Discounts for the award of multiple Subsystems, lots, or slices will
not be considered in bid evaluation.
ITB 28.4 The bid evaluation will take into account technical factors in
addition to cost factors.
The weight of the Price (“X” multiplied by 100 in the Evaluated Bid
Score formula) = 50%
The Price Score will be computed by the formula:
CLow divided by C where CLow is the lowest evaluated Bid price
and C is the Price of the Bid being evaluated
ITB 28.5 (a),(b) The technical evaluation categories and the features to be
evaluated within each category as detailed in Attachment 2 to this
BDS
The minimum Technical Score for a bid to be considered further is
80%
The Contract will be awarded to the Bid with the highest evaluated
score (B) based on the following:

B
Clow
X +
T
(1 − X )
C Thigh
where
C = Evaluated Bid Price
C low = the lowest of all Evaluated Bid Prices among
responsive bids
T = the total Technical Score awarded to the bid
T high = the Technical Score achieved by the bid that
was scored highest among all responsive bids
X = weight for the Price as specified in 28.4 above

ITB 28.6 (c) (i) The Purchaser will not accept deviations in the schedule of
installation and commissioning specified in the Implementation
Schedule.
ITB 28.6 (c) (ii) The Purchaser will not accept deviations in the payment schedule in
the SCC.
Section II. Bid Data Sheet 52

ITB 28.6 (d) Interest Rate (I) for net present value calculations of recurrent costs
will be LIBOR+1% on the date of bidding opening.

F. POSTQUALIFICATION AND AWARD OF CONTRACT

ITB 31.2 As additional post-qualification measures, the Information System
(or components/parts of it) offered by the Lowest Evaluated Bidder
may be subjected to the following tests and performance
benchmarks prior to Contract award:
Bidders are required to show proof of the availability of
technical support and maintenance facilities in the Region.

ITB 33.1 Percentage for quantity increase or decrease: 15%

ITB 38.1 The proposed Adjudicator is: The London Court of International
Arbitration will be the adjudicating authority and will nominate
candidates, for the contract parties to approve, to handle any
disputes requiring adjudication
Section II. Bid Data Sheet 53

ATTACHMENT 1 TO THE BID DATA SHEET – MINIMUM KEY STAFF REQUIREMENTS

The professional staff provided for this project by the Contractor will play a key role in
successful rollout of the System, and the following 5 key staff MUST be proposed by the
Bidder. Minimum, mandatory requirements for these key staff, which will be scored in the
bid evaluation, are presented below. Bidder(s) should be aware that if they fail to respond or
their proposed key staffs do not comply with these mandatory qualifications, the bid will be
considered as Non-responsive. Bidders are required to propose additional staff in line with
their proposed System Development Life Cycle (e.g. programmers, database administrators,
etc.). The staffing schedule to be provided in the technical bid MUST cover all proposed
staff.

Bidder’s Key staff

The successful bidder is expected to be a reputable ICT firm with local and/or international
experience. The Firm will be selected based on experience and capacity in carrying out this
type of work. The firm is expected to have at least 7 years of experience in deployment of E-
Content Management Systems Application Software and networks infrastructure related
projects and should have handled similar project and have been implemented successfully.
The firm is also expected to have over the last 5 years undertaken at least three successful
projects similar (in scope and budget) to the assignments. At a minimum, the firm selected
for the assignment must satisfy the following requirements:

• Demonstrated experience, knowledge and expertise in software projects with good

knowledge of information security.
• Ability to demonstrate prior successful implementations of similar projects.
• Prior experience in the deployment and managing enterprise document management
systems and content management system.
• Wide ranging experience in managing medium to large scale ICT projects in the public
sector.
• Leadership, communication and presentation abilities demonstrated by past assignments
and publications.
• Experience in working in developing countries and in Africa.

The firm will provide a team comprising of the following:

Section II. Bid Data Sheet 54

a) Project Manager / Team Leader

Team leader should have a master’s degree in Software Engineering, Computer Science,
Electrical or any of the following: Computer Engineering, Business, Economics or similar
qualifications, with not less than 10 years of working experience in advising high level team
on software and information systems for large organizations and government agencies. The
Team Leader should have extensive project management skills. The team lead should also
have minimum of 5 years of experience with wide range Enterprise Content Management
Systems implementation and should have supervise office automation projects in the past

b. Deputy Project Manager / Systems Technical Engineer

The Deputy Project Manager shall be a System Technical Expert must have a bachelor’s
degree in Computer Engineering, IT or Systems Engineering or equivalent with 7 years
working experience in IT systems management and extensive experience in in the following:
• Requirements analysis
• System and technical integration

• IT industry: trends and direction

• IT environment
The System Technical Expert will be responsible for planning and coordinating the
implementation of new computer systems or enhancements to existing computer systems and
managing the overall configuration of the project;

c. Solution Specialist
The Solution Specialist role is responsible for all aspects of the functional and technical
design of the solution and must have a Minimum bachelor’s degree in Computer Science,
Telecommunications or Computer Engineering or similar, or equivalent practical experience
with 5 or more years of experience in Electronic Records Management and Document
Management Systems, or design of electronic platforms preferably in developing countries.
The Solution Specialist must have 5 or more years of experience in digitization services and
related activities with extensive experience in working with governments; experience in the
areas of business transformation, communications and business process improvement
preferred;
The Solution Specialist will be responsible for working closely with the project stakeholders
and thinking strategically about how technology applications fit within the overall business
needs and priorities; Identifying problems, issues, and risks and participate in the
identification, documentation and communication of solutions; evaluating prospective
solutions, including hardware, software, training, and maintenance;
Section II. Bid Data Sheet 55

d) Ghanaian Legal Expert

The Legal Expert candidates must possess the appropriate academic and professional
qualification in Law (BL, LLB) at least Fifteen (15) years post-qualification experience. The
legal Expert must be a professional with at least 6 years of strong, relevant work experience
and a demonstrated long-term experience in legal advice to companies and governments and
professional background of at least five years’ experience in Ghanaian Law.

e) Change Management and Training Specialist

The Change management and Training Specialist must have a Master’s degree or post graduate
equivalent in the field of public administration, organizational sciences, sociology, psychology or
another relevant field with a minimum of 10 years of professional-level experience in providing
management training and/or coaching of managers and staff in leadership and change
management
The specialist must have must also have a thorough knowledge of organizational sciences and
leadership and understanding of laws, regulations, and procedures relating to public
administration, specifically independent state institutions and legislative bodies. Additionally, a
good experience in developing and delivering training on change management on Enterprise
Content Management System is desired.
 Section II. Bid Data Sheet 56

ATTACHMENT 2 TO THE BID DATA SHEET – TECHNICAL EVALUATION

METHODOLOGY

The technical bid will be evaluated as follows:

1. The importance of each of the technical features of the system will be assigned a
weight on a scale of 1-3, as presented in the table below.
2. A rating will be assigned for each feature based on an assessment of how well the
bidder’s proposed solution meets each technical requirement, on a scale of 0-4, as
follows:
0 = Unacceptable or Absent: the feature is not present in the bid or does not meet
minimum requirements.
1 = Poor: the feature is present but is not adequately described or lacks required
content or functionality.
2 = Fair: the feature meets the minimum requirements.
3 = Good: the feature has some aspects which exceed the minimum requirements.
4 = Excellent: the feature clearly has aspects which significantly exceed minimum
requirements.
3. For each sub-criteria, the evaluation team will calculate a score by multiplying the
quality rating number by the importance weighting number.
4. The product of these two numbers will be entered in the final column.
5. Entries in the final column will be added, and each bidder’s score will be calculated
as a percentage of the total points (556) available. The minimum technical score for
the bid to be considered responsive and eligible for further evaluation is 80%.

Evaluation Categories and Weighting

Rating of
Importance Proposed
Item Weighting Solution Sub-total
Clause on scale of on scale (weighting
Number Description 1-3 of 1-4 x rating)
1.1 General Experience of Firm
Demonstrated experience, knowledge and expertise in 3
Content Management Systems Application Software
Demonstration of prior successful implementations of 3
similar projects
Experience in managing ICT projects in the public 3
sector.
Experience in developing countries or in Africa. 2
1.2 Experience of firm in Document Management
System
 Section II. Bid Data Sheet 57

Rating of
Importance Proposed
Item Weighting Solution Sub-total
Clause on scale of on scale (weighting
Number Description 1-3 of 1-4 x rating)
Demonstrated experience in design and 3
implementation of an Enterprise Content Management
(ECM) system to capture the business processes
related to digital asset management, document
imaging, workflow systems and records management
systems;
Demonstration of expertise of content management 3
systems with respect to future storage options
regarding the estimated increase of digital documents'
size, covering ways and formulas to forecast disk's
capacity required to store and maintain them after
service handover.
Evidence of having previously advised on the
development of an Enterprise Content Management
(ECM) for a public-sector entity. 3
1.3 Experience of firm in Training & Change
management
Experience in training end-users on the digitization
and Content management systems in a large entity. 3
Demonstration of a successful change management
strategy to drive system use in a prior implementation.
3
1.4 Approach and Methodology to carry out
assignment
Firm’s understanding of the requirements and goals set
forth in the scope of work 3
Extent to which performance, capacity or functionality
features of proposed digitization equipment meet or
exceed the levels specified in the scope of works 3
Quality of technical proposal in terms of method
statement, access to key equipment and site
organisation 3
Extent to which proposal demonstrates that appropriate
personnel and equipment will be positioned efficiently
to carry out the requirements 3
Extent to which proper level of effort is directed
toward each requirement 3
Demonstration of processes/capacity for future
integration of new processes and technology
enhancements 3
 Section II. Bid Data Sheet 58

Rating of
Importance Proposed
Item Weighting Solution Sub-total
Clause on scale of on scale (weighting
Number Description 1-3 of 1-4 x rating)
Adequacy of Work plan to accomplish requirements of
Scope of services 3
Experience in training end-users on the digitization
and Content management systems in a large entity. 3
2.0 Qualification and Experience of staff
a) Team Leader
Master of Business Administration or related fields. 3
10 years’ experience in working with large
organizations and government agencies on information
and communication technology 3
Demonstrated good project management skills 3
5 years’ experience in deployment of document
management and workflow systems project
management at national level. 3
Thorough knowledge of best practices for creating
digital objects from a variety of paper-based original
formats 3
Experience in deployment of Content Management and
Correspondence Management Systems 3
b) System Technical Expert
University degree in Computer Engineer, Electronic
and Electrical engineering, Computer Science or
related specialty 3
7 years’ experience with tools and techniques for
planning, organizing, monitoring and controlling IT
projects 3
Knowledge in Knowledge
isoftware, systems and enterprise architecture, software
and hardware engineering, interface protocols, and
general problem-solving skills. 3
IT systems management and extensive experience in
requirements analysis, system and technical
integration, IT industry trends and direction
3
Ability to solve challenging problems with an input
from a broad range of engineers; Automation
Technology and Controls experience minimum 3 year 3
IT / IS infrastructure knowledge used in Automation
environment 3
 Section II. Bid Data Sheet 59

Rating of
Importance Proposed
Item Weighting Solution Sub-total
Clause on scale of on scale (weighting
Number Description 1-3 of 1-4 x rating)
Working experience within developing country
environment 3
Fluent in English (Read/Write/Speak) 2
c) Solution Specialist
Bachelor’s degree in Computer Science,
Telecommunications or Computer Engineering or
similar, or equivalent practical experience; 3
5 or more years of experience in Electronic Records
Management and Document Management Systems,
preferably in developing countries 3
5 or more years of experience in digitization services
and related activities; 3
Thorough knowledge of best practices for creating
digital objects from a variety of paper-based original
formats 3
Knowledge of Software Development methodology
with experience in software design and
implementation 3
Fluent in English (Read/Write/Speak) 2
d) Ghanaian Legal Expert
Candidates must possess the appropriate
academic and professional qualification in Law
(BL, LLB) 3
at least Fifteen (15) years post-
qualification experience 3
At least 6 years of strong, relevant work experience
and a demonstrated long-term experience in legal
advice to companies and governments. 3
At least five years’ experience in Ghanaian Law. 3
Fluent in English (Read/Write/Speak) 2
e) Change Management and Training Specialist
A Master’s degree or post graduate equivalent in the
field of public administration, organizational sciences,
sociology, psychology or another relevant field 3
A minimum of 10 years of professional-level experience
in providing management training and/or coaching of
managers and staff in leadership and change
management 3
Thorough knowledge of organizational sciences and 3
 Section II. Bid Data Sheet 60

Rating of
Importance Proposed
Item Weighting Solution Sub-total
Clause on scale of on scale (weighting
Number Description 1-3 of 1-4 x rating)
leadership and understanding of laws, regulations, and
procedures relating to public administration
A good experience in developing and delivering
training on change management on Enterprise Content
Management System.
3
Should have worked for independent state institutions
and legislative bodies. 3
Fluent in English (Read/Write/Speak) 2
Total Score
Section III. Countries Eligible for Bank-Financed Procurement 61

SECTION III. ELIGIBLE COUNTRIES FOR THE PROVISION OF

GOODS, WORKS, AND SERVICES IN BANK-FINANCED
PROCUREMENT
Section III. Countries Eligible for Bank-Financed Procurement 62

Eligible Countries for the Provision of Goods, Works, and Services in

Bank-Financed Procurement
As of September 2007

1. Eligible for this procurement are firms of, and goods manufactured in, all countries
except countries, if any, listed in the following restrictions.

2. In accordance with para. 1.8 (a) of the Guidelines: Procurement under IBRD Loans
and IDA Credits, firms of a Country or goods manufactured in a Country may be excluded if

(i) as a matter of law or official regulation, the Borrower’s Country prohibits

commercial relations with that Country, provided that the Bank is satisfied that
such exclusion does not preclude effective competition for the supply of the
goods or works required, or

(ii) by an Act of Compliance with a Decision of the United Nations Security

Council taken under Chapter VII of the Charter of the United Nations, the
Borrower’s Country prohibits any import of goods from that Country or any
payments to persons or entities in that Country.

3. For the information of borrowers and bidders, at the present time firms, goods and
services from the following countries are excluded from this bidding:

With reference to paragraph (i) above: none

With reference to paragraph (ii) above: none
 63

SECTION IV. GENERAL CONDITIONS OF CONTRACT

Section IV. General Conditions of Contract 64

Table of Clauses

A. Contract and Interpretation ...........................................................................................66

1. Definitions.................................................................................................................66
2. Contract Documents..................................................................................................74
3. Interpretation .............................................................................................................74
4. Notices ......................................................................................................................77
5. Governing Law .........................................................................................................78
6. Settlement of Disputes ..............................................................................................78
B. Subject Matter of Contract .............................................................................................80
7. Scope of the System ..................................................................................................80
8. Time for Commencement and Operational Acceptance ...........................................81
9. Supplier’s Responsibilities .......................................................................................81
10. Purchaser’s Responsibilities .....................................................................................83
C. Payment.............................................................................................................................85
11. Contract Price............................................................................................................85
12. Terms of Payment .....................................................................................................85
13. Securities ...................................................................................................................86
14. Taxes and Duties .......................................................................................................87
D. Intellectual Property ........................................................................................................88
15. Copyright ..................................................................................................................88
16. Software License Agreements...................................................................................89
17. Confidential Information...........................................................................................91
E. Supply, Installation, Testing, Commissioning, and Acceptance of the System ..........93
18. Representatives .........................................................................................................93
19. Project Plan ...............................................................................................................95
20. Subcontracting ..........................................................................................................95
21. Design and Engineering ............................................................................................96
22. Procurement, Delivery, and Transport ......................................................................99
23. Product Upgrades ....................................................................................................102
24. Implementation, Installation, and Other Services ...................................................103
25. Inspections and Tests ..............................................................................................103
26. Installation of the System ........................................................................................104
27. Commissioning and Operational Acceptance .........................................................105
F. Guarantees and Liabilities .............................................................................................109
28. Operational Acceptance Time Guarantee ...............................................................109
29. Defect Liability .......................................................................................................110
30. Functional Guarantees.............................................................................................113
31. Intellectual Property Rights Warranty.....................................................................113
32. Intellectual Property Rights Indemnity ...................................................................114
Section IV. General Conditions of Contract 65

33. Limitation of Liability .............................................................................................117

G. Risk Distribution ............................................................................................................117
34. Transfer of Ownership ............................................................................................117
35. Care of the System ..................................................................................................117
36. Loss of or Damage to Property; Accident or Injury to Workers; Indemnification..119
37. Insurances................................................................................................................120
38. Force Majeure .........................................................................................................122
H. Change in Contract Elements .......................................................................................124
39. Changes to the System ............................................................................................124
40. Extension of Time for Achieving Operational Acceptance ....................................128
41. Termination .............................................................................................................129
42. Assignment .............................................................................................................138
Section IV. General Conditions of Contract 66

General Conditions of Contract

A. CONTRACT AND INTERPRETATION

1. Definitions 1.1 In this Contract, the following terms shall be interpreted as
indicated below.

(a) contract elements

(i) “Contract” means the Contract Agreement

entered into between the Purchaser and the
Supplier, together with the Contract Documents
referred to therein. The Contract Agreement and
the Contract Documents shall constitute the
Contract, and the term “the Contract” shall in all
such documents be construed accordingly.

(ii) “Contract Documents” means the documents

specified in Article 1.1 (Contract Documents) of
the Contract Agreement (including any
amendments to these Documents).

(iii) “Contract Agreement” means the agreement

entered into between the Purchaser and the
Supplier using the form of Contract Agreement
contained in the Sample Forms Section of the
Bidding Documents and any modifications to
this form agreed to by the Purchaser and the
Supplier. The date of the Contract Agreement
shall be recorded in the signed form.

(iv) “GCC” means the General Conditions of

Contract.

(v) “SCC” means the Special Conditions of

Contract.

(vi) “Technical Requirements” means the Technical

Requirements Section of the Bidding
Documents.

(vii) “Implementation Schedule” means the

Implementation Schedule Sub-section of the
Technical Requirements.

viii) “Contract Price” means the price or prices

defined in Article 2 (Contract Price and Terms
Section IV. General Conditions of Contract 67

of Payment) of the Contract Agreement.

(ix) “Procurement Guidelines” refers to the edition

specified in the SCC of the World Bank
Guidelines: Procurement under IBRD Loans and
IDA Credits.

(x) “Bidding Documents” refers to the collection of

documents issued by the Purchaser to instruct
and inform potential suppliers of the processes
for bidding, selection of the winning bid, and
Contract formation, as well as the contractual
conditions governing the relationship between
the Purchaser and the Supplier. The General and
Special Conditions of Contract, the Technical
Requirements, and all other documents included
in the Bidding Documents reflect the
Procurement Guidelines that the Purchaser is
obligated to follow during procurement and
administration of this Contract.

(b) entities

(i) “Purchaser” means the entity purchasing the

Information System, as specified in the SCC.

(ii) “Project Manager” means the person named as

such in the SCC or otherwise appointed by the
Purchaser in the manner provided in GCC
Clause 18.1 (Project Manager) to perform the
duties delegated by the Purchaser.

(iii) “Supplier” means the firm or Joint Venture

whose bid to perform the Contract has been
accepted by the Purchaser and is named as such
in the Contract Agreement.

(iv) “Supplier’s Representative” means any person

nominated by the Supplier and named as such in
the Contract Agreement or otherwise approved
by the Purchaser in the manner provided in GCC
Clause 18.2 (Supplier’s Representative) to
perform the duties delegated by the Supplier.

(v) “Subcontractor” means any firm to whom any of

the obligations of the Supplier, including
preparation of any design or supply of any
Section IV. General Conditions of Contract 68

Information Technologies or other Goods or

Services, is subcontracted directly or indirectly
by the Supplier.

(vi) “Adjudicator” means the person named in

Appendix 2 of the Contract Agreement,
appointed by agreement between the Purchaser
and the Supplier to make a decision on or to
settle any dispute between the Purchaser and the
Supplier referred to him or her by the parties,
pursuant to GCC Clause 6.1 (Adjudication).

(vii) “The World Bank” (also called “The Bank”)

means the International Bank for Reconstruction
and Development (IBRD) or the International
Development Association (IDA).

(c) scope

(i) “Information System,” also called “the System,”

means all the Information Technologies,
Materials, and other Goods to be supplied,
installed, integrated, and made operational
(exclusive of the Supplier’s Equipment),
together with the Services to be carried out by
the Supplier under the Contract.

(ii) “Subsystem” means any subset of the System

identified as such in the Contract that may be
supplied, installed, tested, and commissioned
individually before Commissioning of the entire
System.

(iii) “Information Technologies” means all

information processing and communications-
related hardware, Software, supplies, and
consumable items that the Supplier is required
to supply and install under the Contract.

(iv) “Goods” means all equipment, machinery,

furnishings, Materials, and other tangible items
that the Supplier is required to supply or supply
and install under the Contract, including,
without limitation, the Information
Technologies and Materials, but excluding the
Supplier’s Equipment.
Section IV. General Conditions of Contract 69

(v) “Services” means all technical, logistical,

management, and any other Services to be
provided by the Supplier under the Contract to
supply, install, customize, integrate, and make
operational the System. Such Services may
include, but are not restricted to, activity
management and quality assurance, design,
development, customization, documentation,
transportation, insurance, inspection,
expediting, site preparation, installation,
integration, training, data migration, Pre-
commissioning, Commissioning, maintenance,
and technical support.

(vi) “The Project Plan” means the document to be

developed by the Supplier and approved by the
Purchaser, pursuant to GCC Clause 19, based
on the requirements of the Contract and the
Preliminary Project Plan included in the
Supplier’s bid. The “Agreed and Finalized
Project Plan” is the version of the Project Plan
approved by the Purchaser, in accordance with
GCC Clause 19.2. Should the Project Plan
conflict with the Contract in any way, the
relevant provisions of the Contract, including
any amendments, shall prevail.

(vii) “Software” means that part of the System which

are instructions that cause information
processing Subsystems to perform in a specific
manner or execute specific operations.

(viii) “System Software” means Software that provides

the operating and management instructions for the
underlying hardware and other components, and is
identified as such in Appendix 4 of the Contract
Agreement and such other Software as the parties
may agree in writing to be Systems Software.
Such System Software includes, but is not
restricted to, micro-code embedded in hardware
(i.e., “firmware”), operating systems,
communications, system and network
management, and utility software.

(ix) “General-Purpose Software” means Software

that supports general-purpose office and
Section IV. General Conditions of Contract 70

software development activities and is

identified as such in Appendix 4 of the Contract
Agreement and such other Software as the
parties may agree in writing to be General-
Purpose Software. Such General-Purpose
Software may include, but is not restricted to,
word processing, spreadsheet, generic database
management, and application development
software.

(x) “Application Software” means Software

formulated to perform specific business or
technical functions and interface with the
business or technical users of the System and is
identified as such in Appendix 4 of the Contract
Agreement and such other Software as the
parties may agree in writing to be Application
Software.

(xi) “Standard Software” means Software identified

as such in Appendix 4 of the Contract
Agreement and such other Software as the
parties may agree in writing to be Standard
Software.

(xii) “Custom Software” means Software identified as

such in Appendix 4 of the Contract Agreement
and such other Software as the parties may agree
in writing to be Custom Software.

(xiii) “Source Code” means the database structures,

dictionaries, definitions, program source files,
and any other symbolic representations
necessary for the compilation, execution, and
subsequent maintenance of the Software
(typically, but not exclusively, required for
Custom Software).

(xiv) “Materials” means all documentation in printed

or printable form and all instructional and
informational aides in any form (including
audio, video, and text) and on any medium,
provided to the Purchaser under the Contract.

(xv) “Standard Materials” means all Materials not

specified as Custom Materials.
Section IV. General Conditions of Contract 71

(xvi) “Custom Materials” means Materials developed

by the Supplier at the Purchaser’s expense under
the Contract and identified as such in Appendix 5
of the Contract Agreement and such other
Materials as the parties may agree in writing to be
Custom Materials. Custom Materials includes
Materials created from Standard Materials.

(xvii) “Intellectual Property Rights” means any and all

copyright, moral rights, trademark, patent, and
other intellectual and proprietary rights, title
and interests worldwide, whether vested,
contingent, or future, including without
limitation all economic rights and all exclusive
rights to reproduce, fix, adapt, modify,
translate, create derivative works from, extract
or re-utilize data from, manufacture, introduce
into circulation, publish, distribute, sell, license,
sublicense, transfer, rent, lease, transmit or
provide access electronically, broadcast,
display, enter into computer memory, or
otherwise use any portion or copy, in whole or
in part, in any form, directly or indirectly, or to
authorize or assign others to do so.

(xviii) “Supplier’s Equipment” means all equipment,

tools, apparatus, or things of every kind
required in or for installation, completion and
maintenance of the System that are to be
provided by the Supplier, but excluding the
Information Technologies, or other items
forming part of the System.

(d) activities

(i) “Delivery” means the transfer of the Goods from

the Supplier to the Purchaser in accordance with
the current edition Incoterms specified in the
Contract.

(ii) “Installation” means that the System or a

Subsystem as specified in the Contract is ready
for Commissioning as provided in GCC Clause
26 (Installation).

(iii) “Pre-commissioning” means the testing, checking,

and any other required activity that may be
Section IV. General Conditions of Contract 72

specified in the Technical Requirements that are to

be carried out by the Supplier in preparation for
Commissioning of the System as provided in GCC
Clause 26 (Installation).

(iv) “Commissioning” means operation of the

System or any Subsystem by the Supplier
following Installation, which operation is to be
carried out by the Supplier as provided in GCC
Clause 27.1 (Commissioning), for the purpose of
carrying out Operational Acceptance Test(s).

(v) “Operational Acceptance Tests” means the tests

specified in the Technical Requirements and
Agreed and Finalized Project Plan to be carried
out to ascertain whether the System, or a
specified Subsystem, is able to attain the
functional and performance requirements
specified in the Technical Requirements and
Agreed and Finalized Project Plan, in
accordance with the provisions of GCC Clause
27.2 (Operational Acceptance Test).

(vi) “Operational Acceptance” means the acceptance

by the Purchaser of the System (or any
Subsystem(s) where the Contract provides for
acceptance of the System in parts), in accordance
with GCC Clause 27.3 (Operational
Acceptance).

(e) place and time

(i) “Purchaser’s Country” is the country named in

the SCC.
(ii) “Supplier’s Country” is the country in which the
Supplier is legally organized, as named in the
Contract Agreement.

(iii) “Project Site(s)” means the place(s) specified in

the SCC for the supply and installation of the
System.

(iv) “Eligible Country” means the countries and

territories eligible for participation in
procurements financed by the World Bank as
defined in the Procurement Guidelines. (Note:
Section IV. General Conditions of Contract 73

The World Bank maintains a list of countries

from which Bidders, Goods, and Services are not
eligible to participate in procurement financed
by the Bank. The list is regularly updated and
can be obtained from the Public Information
Center of the Bank or its web site on
procurement. A copy of the list is contained in
the Section of the Bidding Documents entitled
“Eligible Countries for the Provision of Goods,
Works, and Services in Bank-Financed
Procurement”).

(v) “Day” means calendar day of the Gregorian

Calendar.

(vi) “Week” means seven (7) consecutive Days,

beginning the day of the week as is customary in
the Purchaser’s Country.

(vii) “Month” means calendar month of the Gregorian

Calendar.

(viii) “Year” means twelve (12) consecutive Months.

(ix) “Effective Date” means the date of fulfillment of

all conditions specified in Article 3 (Effective
Date for Determining Time for Achieving
Operational Acceptance) of the Contract
Agreement, for the purpose of determining the
Delivery, Installation, and Operational
Acceptance dates for the System or
Subsystem(s).

(x) “Contract Period” is the time period during

which this Contract governs the relations and
obligations of the Purchaser and Supplier in
relation to the System, as specified in the SCC.

(xi) “Defect Liability Period” (also referred to as the

“Warranty Period”) means the period of validity
of the warranties given by the Supplier
commencing at date of the Operational
Acceptance Certificate of the System or
Subsystem(s), during which the Supplier is
responsible for defects with respect to the
System (or the relevant Subsystem[s]) as
Section IV. General Conditions of Contract 74

provided in GCC Clause 29 (Defect Liability).

(xii) “The Post-Warranty Services Period” means the

number of years defined in the SCC (if any),
following the expiration of the Warranty Period
during which the Supplier may be obligated to
provide Software licenses, maintenance, and/or
technical support services for the System, either
under this Contract or under separate contract(s).

(xiii) “The Coverage Period” means the Days of the

Week and the hours of those Days during which
maintenance, operational, and/or technical
support services (if any) must be available.

2. Contract 2.1 Subject to Article 1.2 (Order of Precedence) of the Contract

Documents Agreement, all documents forming part of the Contract (and
all parts of these documents) are intended to be correlative,
complementary, and mutually explanatory. The Contract
shall be read as a whole.

3. Interpretation 3.1 Governing Language

3.1.1 All Contract Documents and related correspondence

exchanged between Purchaser and Supplier shall be
written in the language specified in the SCC, and the
Contract shall be construed and interpreted in
accordance with that language.

3.1.2 If any of the Contract Documents or related

correspondence are prepared in a language other than
the governing language under GCC Clause 3.1.1
above, the translation of such documents into the
governing language shall prevail in matters of
interpretation. The originating party, with respect to
such documents shall bear the costs and risks of such
translation.

3.2 Singular and Plural

The singular shall include the plural and the plural the
singular, except where the context otherwise requires.

3.3 Headings

The headings and marginal notes in the GCC are included

for ease of reference and shall neither constitute a part of the
Section IV. General Conditions of Contract 75

Contract nor affect its interpretation.

3.4 Persons

Words importing persons or parties shall include firms,

corporations, and government entities.

3.5 Incoterms

Unless inconsistent with any provision of the Contract, the

meaning of any trade term and the rights and obligations of
parties thereunder shall be as prescribed by the current
Incoterms (“Incoterms 2000” or a more recent version if and
as published). Incoterms are the international rules for
interpreting trade terms published by the International
Chamber of Commerce, 38 Courts Albert 1er, 75008 Paris,
France.

3.6 Entire Agreement

The Contract constitutes the entire agreement between the

Purchaser and Supplier with respect to the subject matter of
Contract and supersedes all communications, negotiations,
and agreements (whether written or oral) of parties with
respect to the subject matter of the Contract made prior to
the date of Contract.

3.7 Amendment

No amendment or other variation of the Contract shall be

effective unless it is in writing, is dated, expressly refers to
the Contract, and is signed by a duly authorized
representative of each party to the Contract.

3.8 Independent Supplier

The Supplier shall be an independent contractor performing

the Contract. The Contract does not create any agency,
partnership, joint venture, or other joint relationship
between the parties to the Contract.

Subject to the provisions of the Contract, the Supplier shall

be solely responsible for the manner in which the Contract
is performed. All employees, representatives, or
Subcontractors engaged by the Supplier in connection with
the performance of the Contract shall be under the complete
control of the Supplier and shall not be deemed to be
employees of the Purchaser, and nothing contained in the
Section IV. General Conditions of Contract 76

Contract or in any subcontract awarded by the Supplier

shall be construed to create any contractual relationship
between any such employees, representatives, or
Subcontractors and the Purchaser.

3.9 Joint Venture

If the Supplier is a Joint Venture of two or more firms, all

such firms shall be jointly and severally bound to the
Purchaser for the fulfillment of the provisions of the
Contract and shall designate one of such firms to act as a
leader with authority to bind the Joint Venture. The
composition or constitution of the Joint Venture shall not be
altered without the prior consent of the Purchaser.

3.10 Nonwaiver

3.10.1 Subject to GCC Clause 3.10.2 below, no relaxation,

forbearance, delay, or indulgence by either party in
enforcing any of the terms and conditions of the
Contract or the granting of time by either party to
the other shall prejudice, affect, or restrict the rights
of that party under the Contract, nor shall any waiver
by either party of any breach of Contract operate as
waiver of any subsequent or continuing breach of
Contract.

3.10.2 Any waiver of a party’s rights, powers, or remedies

under the Contract must be in writing, must be dated
and signed by an authorized representative of the
party granting such waiver, and must specify the
right and the extent to which it is being waived.

3.11 Severability

If any provision or condition of the Contract is prohibited or

rendered invalid or unenforceable, such prohibition,
invalidity, or unenforceability shall not affect the validity or
enforceability of any other provisions and conditions of the
Contract.

3.12 Country of Origin

“Origin” means the place where the Information

Technologies, Materials, and other Goods for the System
were produced or from which the Services are supplied.
Goods are produced when, through manufacturing,
processing, Software development, or substantial and major
Section IV. General Conditions of Contract 77

assembly or integration of components, a commercially

recognized product results that is substantially different in
basic characteristics or in purpose or utility from its
components. The Origin of Goods and Services is distinct
from the nationality of the Supplier and may be different.

4. Notices 4.1 Unless otherwise stated in the Contract, all notices to be

given under the Contract shall be in writing and shall be
sent, pursuant to GCC Clause 4.3 below, by personal
delivery, airmail post, special courier, cable, telegraph,
telex, facsimile, electronic mail, or Electronic Data
Interchange (EDI), with the following provisions.

4.1.1 Any notice sent by cable, telegraph, telex, facsimile,

electronic mail, or EDI shall be confirmed within two
(2) days after dispatch by notice sent by airmail post
or special courier, except as otherwise specified in the
Contract.

4.1.2 Any notice sent by airmail post or special courier shall

be deemed (in the absence of evidence of earlier
receipt) to have been delivered ten (10) days after
dispatch. In proving the fact of dispatch, it shall be
sufficient to show that the envelope containing such
notice was properly addressed, stamped, and conveyed
to the postal authorities or courier service for
transmission by airmail or special courier.

4.1.3 Any notice delivered personally or sent by cable,

telegraph, telex, facsimile, electronic mail, or EDI
shall be deemed to have been delivered on the date of
its dispatch.

4.1.4 Either party may change its postal, cable, telex,

facsimile, electronic mail, or EDI addresses for receipt
of such notices by ten (10) days’ notice to the other
party in writing.

4.2 Notices shall be deemed to include any approvals, consents,

instructions, orders, certificates, information and other
communication to be given under the Contract.

4.3 Pursuant to GCC Clause 18, notices from/to the Purchaser

are normally given by, or addressed to, the Project Manager,
while notices from/to the Supplier are normally given by, or
addressed to, the Supplier's Representative, or in its absence
its deputy if any. If there is no appointed Project Manager
Section IV. General Conditions of Contract 78

or Supplier's Representative (or deputy), or if their related

authority is limited by the SCC for GCC Clauses 18.1 or
18.2.2, or for any other reason, the Purchaser or Supplier
may give and receive notices at their fallback addresses.
The address of the Project Manager and the fallback address
of the Purchaser are as specified in the SCC or as
subsequently established/amended. The address of the
Supplier's Representative and the fallback address of the
Supplier are as specified in Appendix 1 of the Contract
Agreement or as subsequently established/amended.

5. Governing Law 5.1 The Contract shall be governed by and interpreted in

accordance with the laws of the country specified in the
SCC.

6. Settlement of 6.1 Adjudication

Disputes
6.1.1 If any dispute of any kind whatsoever shall arise
between the Purchaser and the Supplier in connection
with or arising out of the Contract, including without
prejudice to the generality of the foregoing, any
question regarding its existence, validity, or
termination, or the operation of the System (whether
during the progress of implementation or after its
achieving Operational Acceptance and whether before
or after the termination, abandonment, or breach of
the Contract), the parties shall seek to resolve any
such dispute by mutual consultation. If the parties fail
to resolve such a dispute by mutual consultation
within fourteen (14) days after one party has notified
the other in writing of the dispute, then, if the Contract
Agreement in Appendix 2 includes and names an
Adjudicator, the dispute shall, within another fourteen
(14) days, be referred in writing by either party to the
Adjudicator, with a copy to the other party. If there is
no Adjudicator specified in the Contract Agreement,
the mutual consultation period stated above shall last
twenty-eight (28) days (instead of fourteen), upon
expiry of which either party may move to the
notification of arbitration pursuant to GCC Clause
6.2.1.

6.1.2 The Adjudicator shall give his or her decision in

writing to both parties within twenty-eight (28) days
of the dispute being referred to the Adjudicator. If the
Adjudicator has done so, and no notice of intention to
Section IV. General Conditions of Contract 79

commence arbitration has been given by either the

Purchaser or the Supplier within fifty-six (56) days of
such reference, the decision shall become final and
binding upon the Purchaser and the Supplier. Any
decision that has become final and binding shall be
implemented by the parties forthwith.

6.1.3 The Adjudicator shall be paid an hourly fee at the rate

specified in the Contract Agreement plus reasonable
expenditures incurred in the execution of duties as
Adjudicator, and these costs shall be divided equally
between the Purchaser and the Supplier.

6.1.4 Should the Adjudicator resign or die, or should the

Purchaser and the Supplier agree that the Adjudicator
is not fulfilling his or her functions in accordance with
the provisions of the Contract, a new Adjudicator
shall be jointly appointed by the Purchaser and the
Supplier. Failing agreement between the two within
twenty-eight (28) days, the new Adjudicator shall be
appointed at the request of either party by the
Appointing Authority specified in the SCC, or, if no
Appointing Authority is specified in SCC, the
Contract shall, from this point onward and until the
parties may otherwise agree on an Adjudicator or an
Appointing Authority, be implemented as if there is
no Adjudicator.

6.2 Arbitration

6.2.1 If

(a) the Purchaser or the Supplier is dissatisfied with

the Adjudicator’s decision and acts before this
decision has become final and binding pursuant
to GCC Clause 6.1.2, or

(b) the Adjudicator fails to give a decision within the

allotted time from referral of the dispute pursuant
to GCC Clause 6.1.2, and the Purchaser or the
Supplier acts within the following fourteen (14)
days, or

(c) in the absence of an Adjudicator from the

Contract Agreement, the mutual consultation
pursuant to GCC Clause 6.1.1 expires without
resolution of the dispute and the Purchaser or the
Section IV. General Conditions of Contract 80

Supplier acts within the following fourteen (14)

days,

then either the Purchaser or the Supplier may act to

give notice to the other party, with a copy for
information to the Adjudicator in case an Adjudicator
had been involved, of its intention to commence
arbitration, as provided below, as to the matter in
dispute, and no arbitration in respect of this matter
may be commenced unless such notice is given.

6.2.2 Any dispute in respect of which a notice of intention

to commence arbitration has been given, in
accordance with GCC Clause 6.2.1, shall be finally
settled by arbitration. Arbitration may be commenced
prior to or after Installation of the Information System.

6.2.3 Arbitration proceedings shall be conducted in

accordance with the rules of procedure specified in
the SCC.
6.3 Notwithstanding any reference to the Adjudicator or
arbitration in this clause,

(a) the parties shall continue to perform their respective

obligations under the Contract unless they otherwise
agree;

(b) the Purchaser shall pay the Supplier any monies due
the Supplier.

B. SUBJECT MATTER OF CONTRACT

7. Scope of the 7.1 Unless otherwise expressly limited in the SCC or Technical
System Requirements, the Supplier’s obligations cover the provision
of all Information Technologies, Materials and other Goods
as well as the performance of all Services required for the
design, development, and implementation (including
procurement, quality assurance, assembly, associated site
preparation, Delivery, Pre-commissioning, Installation,
Testing, and Commissioning) of the System, in accordance
with the plans, procedures, specifications, drawings, codes,
and any other documents specified in the Contract and the
Agreed and Finalized Project Plan.
Section IV. General Conditions of Contract 81

7.2 The Supplier shall, unless specifically excluded in the

Contract, perform all such work and / or supply all such
items and Materials not specifically mentioned in the
Contract but that can be reasonably inferred from the
Contract as being required for attaining Operational
Acceptance of the System as if such work and / or items and
Materials were expressly mentioned in the Contract.

7.3 The Supplier’s obligations (if any) to provide Goods and

Services as implied by the Recurrent Cost tables of the
Supplier’s bid, such as consumables, spare parts, and
technical services (e.g., maintenance, technical assistance,
and operational support), are as specified in the SCC,
including the relevant terms, characteristics, and timings.

8. Time for 8.1 The Supplier shall commence work on the System within the
Commencement period specified in the SCC, and without prejudice to GCC
and Operational Clause 28.2, the Supplier shall thereafter proceed with the
Acceptance System in accordance with the time schedule specified in the
Implementation Schedule in the Technical Requirements
Section and any refinements made in the Agreed and
Finalized Project Plan.

8.2 The Supplier shall achieve Operational Acceptance of the

System (or Subsystem(s) where a separate time for
Operational Acceptance of such Subsystem(s) is specified in
the Contract) within the time specified in the SCC and in
accordance with the time schedule specified in the
Implementation Schedule in the Technical Requirements
Section and any refinements made in the Agreed and
Finalized Project Plan, or within such extended time to
which the Supplier shall be entitled under GCC Clause 40
(Extension of Time for Achieving Operational Acceptance).

9. Supplier’s 9.1 The Supplier shall conduct all activities with due care and
Responsibilities diligence, in accordance with the Contract and with the skill
and care expected of a competent provider of information
technologies, information systems, support, maintenance,
training, and other related services, or in accordance with
best industry practices. In particular, the Supplier shall
provide and employ only technical personnel who are skilled
and experienced in their respective callings and supervisory
staff who are competent to adequately supervise the work at
hand.
Section IV. General Conditions of Contract 82

9.2 The Supplier confirms that it has entered into this Contract
on the basis of a proper examination of the data relating to
the System provided by the Purchaser and on the basis of
information that the Supplier could have obtained from a
visual inspection of the site (if access to the site was
available) and of other data readily available to the Supplier
relating to the System as at the date twenty-eight (28) days
prior to bid submission. The Supplier acknowledges that any
failure to acquaint itself with all such data and information
shall not relieve its responsibility for properly estimating the
difficulty or cost of successfully performing the Contract.

9.3 The Supplier shall be responsible for timely provision of all

resources, information, and decision making under its control
that are necessary to reach a mutually Agreed and Finalized
Project Plan (pursuant to GCC Clause 19.2) within the time
schedule specified in the Implementation Schedule in the
Technical Requirements Section. Failure to provide such
resources, information, and decision making may constitute
grounds for termination pursuant to GCC Clause 41.2.

9.4 The Supplier shall acquire in its name all permits, approvals,
and/or licenses from all local, state, or national government
authorities or public service undertakings in the Purchaser’s
Country that are necessary for the performance of the
Contract, including, without limitation, visas for the
Supplier’s and Subcontractor’s personnel and entry permits
for all imported Supplier’s Equipment. The Supplier shall
acquire all other permits, approvals, and/or licenses that are
not the responsibility of the Purchaser under GCC
Clause 10.4 and that are necessary for the performance of the
Contract.

9.5 The Supplier shall comply with all laws in force in the
Purchaser’s Country. The laws will include all national,
provincial, municipal, or other laws that affect the
performance of the Contract and are binding upon the
Supplier. The Supplier shall indemnify and hold harmless
the Purchaser from and against any and all liabilities,
damages, claims, fines, penalties, and expenses of whatever
nature arising or resulting from the violation of such laws by
the Supplier or its personnel, including the Subcontractors
and their personnel, but without prejudice to GCC
Clause 10.1. The Supplier shall not indemnify the Purchaser
to the extent that such liability, damage, claims, fines,
penalties, and expenses were caused or contributed to by a
Section IV. General Conditions of Contract 83

fault of the Purchaser.

9.6 The Supplier shall, in all dealings with its labor and the labor
of its Subcontractors currently employed on or connected
with the Contract, pay due regard to all recognized festivals,
official holidays, religious or other customs, and all local
laws and regulations pertaining to the employment of labor.

9.7 Any Information Technologies or other Goods and Services

that will be incorporated in or be required for the System and
other supplies shall have their Origin, as defined in GCC
Clause 3.12, in a country that shall be an Eligible Country, as
defined in GCC Clause 1.1 (e) (iv).

9.8 The Supplier shall permit the Bank and/or persons appointed
by the Bank to inspect the Supplier’s offices and/or the
accounts and records of the Supplier and its sub-contractors
relating to the performance of the Contract, and to have such
accounts and records audited by auditors appointed by the
Bank if required by the Bank. The Supplier’s attention is
drawn to Sub-Clause 41.2.1(c), which provides, inter alia,
that acts intended to materially impede the exercise of the
Bank’s inspection and audit rights provided for under Sub-
Clause 9.8 constitute a prohibited practice subject to contract
termination (as well as to a determination of ineligibility
under the Procurement Guidelines)

9.9 Other Supplier responsibilities, if any, are as stated in the

SCC.

10. Purchaser’s 10.1 The Purchaser shall ensure the accuracy of all information
Responsibilities and/or data to be supplied by the Purchaser to the Supplier,
except when otherwise expressly stated in the Contract.

10.2 The Purchaser shall be responsible for timely provision of all

resources, information, and decision making under its control
that are necessary to reach an Agreed and Finalized Project
Plan (pursuant to GCC Clause 19.2) within the time schedule
specified in the Implementation Schedule in the Technical
Requirements Section. Failure to provide such resources,
information, and decision making may constitute grounds for
Termination pursuant to GCC Clause 41.3.1 (b).

10.3 The Purchaser shall be responsible for acquiring and providing

legal and physical possession of the site and access to it, and for
providing possession of and access to all other areas reasonably
Section IV. General Conditions of Contract 84

required for the proper execution of the Contract.

10.4 If requested by the Supplier, the Purchaser shall use its best
endeavors to assist the Supplier in obtaining in a timely and
expeditious manner all permits, approvals, and/or licenses
necessary for the execution of the Contract from all local,
state, or national government authorities or public service
undertakings that such authorities or undertakings require the
Supplier or Subcontractors or the personnel of the Supplier
or Subcontractors, as the case may be, to obtain.

10.5 In such cases where the responsibilities of specifying and

acquiring or upgrading telecommunications and/or electric
power services falls to the Supplier, as specified in the
Technical Requirements, SCC, Agreed and Finalized Project
Plan, or other parts of the Contract, the Purchaser shall use
its best endeavors to assist the Supplier in obtaining such
services in a timely and expeditious manner.

10.6 The Purchaser shall be responsible for timely provision of all

resources, access, and information necessary for the
Installation and Operational Acceptance of the System
(including, but not limited to, any required
telecommunications or electric power services), as identified
in the Agreed and Finalized Project Plan, except where
provision of such items is explicitly identified in the Contract
as being the responsibility of the Supplier. Delay by the
Purchaser may result in an appropriate extension of the Time
for Operational Acceptance, at the Supplier’s discretion.

10.7 Unless otherwise specified in the Contract or agreed upon by

the Purchaser and the Supplier, the Purchaser shall provide
sufficient, properly qualified operating and technical
personnel, as required by the Supplier to properly carry out
Delivery, Pre-commissioning, Installation, Commissioning,
and Operational Acceptance, at or before the time specified
in the Technical Requirements Section’s Implementation
Schedule and the Agreed and Finalized Project Plan.

10.8 The Purchaser will designate appropriate staff for the training
courses to be given by the Supplier and shall make all
appropriate logistical arrangements for such training as
specified in the Technical Requirements, SCC, the Agreed
and Finalized Project Plan, or other parts of the Contract.

10.9 The Purchaser assumes primary responsibility for the

Operational Acceptance Test(s) for the System, in
Section IV. General Conditions of Contract 85

accordance with GCC Clause 27.2, and shall be responsible

for the continued operation of the System after Operational
Acceptance. However, this shall not limit in any way the
Supplier’s responsibilities after the date of Operational
Acceptance otherwise specified in the Contract.

10.10 The Purchaser is responsible for performing and safely

storing timely and regular backups of its data and Software in
accordance with accepted data management principles,
except where such responsibility is clearly assigned to the
Supplier elsewhere in the Contract.

10.11 All costs and expenses involved in the performance of the

obligations under this GCC Clause 10 shall be the
responsibility of the Purchaser, save those to be incurred by
the Supplier with respect to the performance of the
Operational Acceptance Test(s), in accordance with GCC
Clause 27.2.

10.12 Other Purchaser responsibilities, if any, are as stated in the

SCC.

C. PAYMENT
11. Contract Price 11.1 The Contract Price shall be as specified in Article 2
(Contract Price and Terms of Payment) of the Contract
Agreement.

11.2 The Contract Price shall be a firm lump sum not subject to
any alteration, except:

(a) in the event of a Change in the System pursuant to

GCC Clause 39 or to other clauses in the Contract;

(b) in accordance with the price adjustment formula (if

any) specified in the SCC.

11.3 The Supplier shall be deemed to have satisfied itself as to the

correctness and sufficiency of the Contract Price, which
shall, except as otherwise provided for in the Contract, cover
all its obligations under the Contract.

12. Terms of 12.1 The Supplier’s request for payment shall be made to the
Payment Purchaser in writing, accompanied by an invoice describing,
as appropriate, the System or Subsystem(s), Delivered, Pre-
commissioned, Installed, and Operationally Accepted, and by
documents submitted pursuant to GCC Clause 22.5 and upon
Section IV. General Conditions of Contract 86

fulfillment of other obligations stipulated in the Contract.

The Contract Price shall be paid as specified in the SCC.

12.2 No payment made by the Purchaser herein shall be deemed

to constitute acceptance by the Purchaser of the System or
any Subsystem(s).

12.3 Payments shall be made promptly by the Purchaser, but in no

case later than forty-five (45) days after submission of a valid
invoice by the Supplier. In the event that the Purchaser fails
to make any payment by its respective due date or within the
period set forth in the Contract, the Purchaser shall pay to the
Supplier interest on the amount of such delayed payment at
the rate(s) specified in the SCC for the period of delay until
payment has been made in full, whether before or after
judgment or arbitration award.

12.4 All payments shall be made in the currency(ies) specified in

the Contract Agreement, pursuant to GCC Clause 11. For
Goods and Services supplied locally, payments shall be made
in the currency of the Purchaser’s Country, unless otherwise
specified in the SCC.

12.5 Unless otherwise specified in the SCC, payment of the

foreign currency portion of the Contract Price for Goods
supplied from outside the Purchaser’s Country shall be made
to the Supplier through an irrevocable letter of credit opened
by an authorized bank in the Supplier’s Country and will be
payable on presentation of the appropriate documents. It is
agreed that the letter of credit will be subject to Article 10 of
the latest revision of Uniform Customs and Practice for
Documentary Credits, published by the International
Chamber of Commerce, Paris.

13. Securities 13.1 Issuance of Securities

The Supplier shall provide the securities specified below in

favor of the Purchaser at the times and in the amount,
manner, and form specified below.

13.2 Advance Payment Security

13.2.1 As specified in the SCC, the Supplier shall provide a

security equal in amount and currency to the advance
payment, and valid until the System is Operationally
Accepted.
Section IV. General Conditions of Contract 87

13.2.2 The security shall be in the form provided in the

Bidding Documents or in another form acceptable to
the Purchaser. The amount of the security shall be
reduced in proportion to the value of the System
executed by and paid to the Supplier from time to time
and shall automatically become null and void when
the full amount of the advance payment has been
recovered by the Purchaser. The way the value of the
security is deemed to become reduced and, eventually,
voided is as specified in the SCC. The security shall
be returned to the Supplier immediately after its
expiration.

13.3 Performance Security

13.3.1 The Supplier shall, within twenty-eight (28) days of

the notification of Contract award, provide a security
for the due performance of the Contract in the amount
and currency specified in the SCC.

13.3.2 The security shall be a bank guarantee in the form

provided in the Sample Forms Section of the Bidding
Documents, or it shall be in another form acceptable to
the Purchaser.

13.3.3 The security shall automatically become null and void

once all the obligations of the Supplier under the
Contract have been fulfilled, including, but not limited
to, any obligations during the Warranty Period and any
extensions to the period. The security shall be returned
to the Supplier no later than twenty-eight (28) days
after its expiration.

13.3.4 Upon Operational Acceptance of the entire System,

the security shall be reduced to the amount specified
in the SCC, on the date of such Operational
Acceptance, so that the reduced security would only
cover the remaining warranty obligations of the
Supplier.

14. Taxes and Duties 14.1 For Goods or Services supplied from outside the Purchaser’s
country, the Supplier shall be entirely responsible for all
taxes, stamp duties, license fees, and other such levies
imposed outside the Purchaser’s country. Any duties, such
as importation or customs duties, and taxes and other levies,
payable in the Purchaser’s country for the supply of Goods
and Services from outside the Purchaser’s country are the
Section IV. General Conditions of Contract 88

responsibility of the Purchaser unless these duties or taxes

have been made part of the Contract Price in Article 2 of the
Contract Agreement and the Price Schedule it refers to, in
which case the duties and taxes will be the Supplier’s
responsibility.

14.2 For Goods or Services supplied locally, the Supplier shall be

entirely responsible for all taxes, duties, license fees, etc.,
incurred until delivery of the contracted Goods or Services to
the Purchaser. The only exception are taxes or duties, such
as value-added or sales tax or stamp duty as apply to, or are
clearly identifiable, on the invoices and provided they apply
in the Purchaser’s country, and only if these taxes, levies
and/or duties are also excluded from the Contract Price in
Article 2 of the Contract Agreement and the Price Schedule
it refers to.

14.3 If any tax exemptions, reductions, allowances, or privileges

may be available to the Supplier in the Purchaser’s Country,
the Purchaser shall use its best efforts to enable the Supplier
to benefit from any such tax savings to the maximum
allowable extent.

14.4 For the purpose of the Contract, it is agreed that the Contract
Price specified in Article 2 (Contract Price and Terms of
Payment) of the Contract Agreement is based on the taxes,
duties, levies, and charges prevailing at the date twenty-eight
(28) days prior to the date of bid submission in the
Purchaser’s Country (also called “Tax” in this GCC Clause
14.4). If any Tax rates are increased or decreased, a new Tax
is introduced, an existing Tax is abolished, or any change in
interpretation or application of any Tax occurs in the course
of the performance of the Contract, which was or will be
assessed on the Supplier, its Subcontractors, or their
employees in connection with performance of the Contract,
an equitable adjustment to the Contract Price shall be made
to fully take into account any such change by addition to or
reduction from the Contract Price, as the case may be.

D. INTELLECTUAL PROPERTY
15. Copyright 15.1 The Intellectual Property Rights in all Standard Software and
Standard Materials shall remain vested in the owner of such
rights.
Section IV. General Conditions of Contract 89

15.2 The Purchaser agrees to restrict use, copying, or duplication

of the Standard Software and Standard Materials in
accordance with GCC Clause 16, except that additional
copies of Standard Materials may be made by the Purchaser
for use within the scope of the project of which the System is
a part, in the event that the Supplier does not deliver copies
within thirty (30) days from receipt of a request for such
Standard Materials.

15.3 The Purchaser’s contractual rights to use the Standard

Software or elements of the Standard Software may not be
assigned, licensed, or otherwise transferred voluntarily
except in accordance with the relevant license agreement or
as may be otherwise specified in the SCC.

15.4 As applicable, the Purchaser’s and Supplier’s rights and

obligations with respect to Custom Software or elements of
the Custom Software, including any license agreements, and
with respect to Custom Materials or elements of the Custom
Materials, are specified in the SCC. Subject to the SCC,
the Intellectual Property Rights in all Custom Software and
Custom Materials specified in Appendices 4 and 5 of the
Contract Agreement (if any) shall, at the date of this Contract
or on creation of the rights (if later than the date of this
Contract), vest in the Purchaser. The Supplier shall do and
execute or arrange for the doing and executing of each
necessary act, document, and thing that the Purchaser may
consider necessary or desirable to perfect the right, title, and
interest of the Purchaser in and to those rights. In respect of
such Custom Software and Custom Materials, the Supplier
shall ensure that the holder of a moral right in such an item
does not assert it, and the Supplier shall, if requested to do so
by the Purchaser and where permitted by applicable law,
ensure that the holder of such a moral right waives it.

15.5 The parties shall enter into such (if any) escrow arrangements
in relation to the Source Code to some or all of the Software
as are specified in the SCC and in accordance with the
SCC.

16. Software License 16.1 Except to the extent that the Intellectual Property Rights in
Agreements the Software vest in the Purchaser, the Supplier hereby grants
to the Purchaser license to access and use the Software,
including all inventions, designs, and marks embodied in the
Software.
Section IV. General Conditions of Contract 90

Such license to access and use the Software shall:

(a) be:

(i) nonexclusive;

(ii) fully paid up and irrevocable (except that it shall

terminate if the Contract terminates under GCC
Clauses 41.1 or 41.3);

(iii) valid throughout the territory of the Purchaser’s

Country (or such other territory as specified in
the SCC); and

(iv) subject to additional restrictions (if any) as

specified in the SCC.
(b) permit the Software to be:

(i) used or copied for use on or with the computer(s)

for which it was acquired (if specified in the
Technical Requirements and/or the Supplier’s
bid), plus a backup computer(s) of the same or
similar capacity, if the primary is(are) inoperative,
and during a reasonable transitional period when
use is being transferred between primary and
backup;

(ii) as specified in the SCC, used or copied for use

on or transferred to a replacement computer(s),
(and use on the original and replacement
computer(s) may be simultaneous during a
reasonable transitional period) provided that, if
the Technical Requirements and/or the Supplier’s
bid specifies a class of computer to which the
license is restricted and unless the Supplier agrees
otherwise in writing, the replacement computer(s)
is(are) within that class;

(iii) if the nature of the System is such as to permit

such access, accessed from other computers
connected to the primary and/or backup
computer(s) by means of a local or wide-area
network or similar arrangement, and used on or
copied for use on those other computers to the
extent necessary to that access;
Section IV. General Conditions of Contract 91

(iv) reproduced for safekeeping or backup purposes;

(v) customized, adapted, or combined with other

computer software for use by the Purchaser,
provided that derivative software incorporating
any substantial part of the delivered, restricted
Software shall be subject to same restrictions as
are set forth in this Contract;

(vi) as specified in the SCC, disclosed to, and

reproduced for use by, support service suppliers
and their subcontractors, (and the Purchaser may
sublicense such persons to use and copy for use
the Software) to the extent reasonably necessary
to the performance of their support service
contracts, subject to the same restrictions as are
set forth in this Contract; and

(vii) disclosed to, and reproduced for use by, the

Purchaser and by such other persons as are
specified in the SCC (and the Purchaser may
sublicense such persons to use and copy for use
the Software), subject to the same restrictions as
are set forth in this Contract.

16.2 The Standard Software may be subject to audit by the

Supplier, in accordance with the terms specified in the SCC,
to verify compliance with the above license agreements.
17. Confidential 17.1 Except if otherwise specified in the SCC, the "Receiving
Information Party" (either the Purchaser or the Supplier) shall keep
confidential and shall not, without the written consent of the
other party to this Contract (“the Disclosing Party”), divulge
to any third party any documents, data, or other information
of a confidential nature (“Confidential Information”)
connected with this Contract, and furnished directly or
indirectly by the Disclosing Party prior to or during
performance, or following termination, of this Contract.

17.2 For the purposes of GCC Clause 17.1, the Supplier is also
deemed to be the Receiving Party of Confidential
Information generated by the Supplier itself in the course of
the performance of its obligations under the Contract and
relating to the businesses, finances, suppliers, employees, or
other contacts of the Purchaser or the Purchaser’s use of the
System.
Section IV. General Conditions of Contract 92

17.3 Notwithstanding GCC Clauses 17.1 and 17.2:

(a) the Supplier may furnish to its Subcontractor

Confidential Information of the Purchaser to the extent
reasonably required for the Subcontractor to perform its
work under the Contract; and

(b) the Purchaser may furnish Confidential Information of

the Supplier: (i) to its support service suppliers and
their subcontractors to the extent reasonably required
for them to perform their work under their support
service contracts; and (ii) to its affiliates and
subsidiaries,

in which event the Receiving Party shall ensure that the

person to whom it furnishes Confidential Information of the
Disclosing Party is aware of and abides by the Receiving
Party’s obligations under this GCC Clause 17 as if that
person were party to the Contract in place of the Receiving
Party.

17.4 The Purchaser shall not, without the Supplier’s prior written
consent, use any Confidential Information received from the
Supplier for any purpose other than the operation,
maintenance and further development of the System.
Similarly, the Supplier shall not, without the Purchaser’s
prior written consent, use any Confidential Information
received from the Purchaser for any purpose other than those
that are required for the performance of the Contract.

17.5 The obligation of a party under GCC Clauses 17.1 through

17.4 above, however, shall not apply to that information
which:

(a) now or hereafter enters the public domain through no

fault of the Receiving Party;

(b) can be proven to have been possessed by the Receiving

Party at the time of disclosure and that was not
previously obtained, directly or indirectly, from the
Disclosing Party;

(c) otherwise lawfully becomes available to the Receiving

Party from a third party that has no obligation of
confidentiality.

17.6 The above provisions of this GCC Clause 17 shall not in any
way modify any undertaking of confidentiality given by
Section IV. General Conditions of Contract 93

either of the parties to this Contract prior to the date of the

Contract in respect of the System or any part thereof.

17.7 The provisions of this GCC Clause 17 shall survive the

termination, for whatever reason, of the Contract for three (3)
years or such longer period as may be specified in the SCC.

E. SUPPLY, INSTALLATION, TESTING,

COMMISSIONING, AND ACCEPTANCE OF THE SYSTEM
18. Representatives 18.1 Project Manager

If the Project Manager is not named in the Contract, then

within fourteen (14) days of the Effective Date, the Purchaser
shall appoint and notify the Supplier in writing of the name
of the Project Manager. The Purchaser may from time to
time appoint some other person as the Project Manager in
place of the person previously so appointed and shall give a
notice of the name of such other person to the Supplier
without delay. No such appointment shall be made at such a
time or in such a manner as to impede the progress of work
on the System. Such appointment shall take effect only upon
receipt of such notice by the Supplier. Subject to the
extensions and/or limitations specified in the SCC (if any),
the Project Manager shall have the authority to represent the
Purchaser on all day-to-day matters relating to the System or
arising from the Contract, and shall normally be the person
giving or receiving notices on behalf of the Purchaser
pursuant to GCC Clause 4.

18.2 Supplier’s Representative

18.2.1 If the Supplier’s Representative is not named in the

Contract, then within fourteen (14) days of the
Effective Date, the Supplier shall appoint the
Supplier’s Representative and shall request the
Purchaser in writing to approve the person so
appointed. The request must be accompanied by a
detailed curriculum vitae for the nominee, as well as a
description of any other System or non-System
responsibilities the nominee would retain while
performing the duties of the Supplier’s Representative.
If the Purchaser does not object to the appointment
within fourteen (14) days, the Supplier’s
Representative shall be deemed to have been
Section IV. General Conditions of Contract 94

approved. If the Purchaser objects to the appointment

within fourteen (14) days giving the reason therefor,
then the Supplier shall appoint a replacement within
fourteen (14) days of such objection in accordance
with this GCC Clause 18.2.1.

18.2.2 Subject to the extensions and/or limitations specified

in the SCC (if any), the Supplier’s Representative
shall have the authority to represent the Supplier on all
day-to-day matters relating to the System or arising
from the Contract, and shall normally be the person
giving or receiving notices on behalf of the Supplier
pursuant to GCC Clause 4.

18.2.3 The Supplier shall not revoke the appointment of the

Supplier’s Representative without the Purchaser’s
prior written consent, which shall not be unreasonably
withheld. If the Purchaser consents to such an action,
the Supplier shall appoint another person of equal or
superior qualifications as the Supplier’s
Representative, pursuant to the procedure set out in
GCC Clause 18.2.1.

18.2.4 The Supplier’s Representative and staff are obliged to

work closely with the Purchaser’s Project Manager
and staff, act within their own authority, and abide by
directives issued by the Purchaser that are consistent
with the terms of the Contract. The Supplier’s
Representative is responsible for managing the
activities of its personnel and any subcontracted
personnel.

18.2.5 The Supplier’s Representative may, subject to the

approval of the Purchaser (which shall not be
unreasonably withheld), at any time delegate to any
person any of the powers, functions, and authorities
vested in him or her. Any such delegation may be
revoked at any time. Any such delegation or
revocation shall be subject to a prior notice signed by
the Supplier’s Representative and shall specify the
powers, functions, and authorities thereby delegated or
revoked. No such delegation or revocation shall take
effect unless and until the notice of it has been
delivered.

18.2.6 Any act or exercise by any person of powers, functions

Section IV. General Conditions of Contract 95

and authorities so delegated to him or her in

accordance with GCC Clause 18.2.5 shall be deemed
to be an act or exercise by the Supplier’s
Representative.

18.3 Objections and Removals

18.3.1 The Purchaser may by notice to the Supplier object to

any representative or person employed by the Supplier
in the execution of the Contract who, in the reasonable
opinion of the Purchaser, may have behaved
inappropriately, be incompetent, or be negligent. The
Purchaser shall provide evidence of the same,
whereupon the Supplier shall remove such person
from work on the System.

18.3.2 If any representative or person employed by the

Supplier is removed in accordance with GCC Clause
18.3.1, the Supplier shall, where required, promptly
appoint a replacement.

19. Project Plan 19.1 In close cooperation with the Purchaser and based on the
Preliminary Project Plan included in the Supplier’s bid, the
Supplier shall develop a Project Plan encompassing the
activities specified in the Contract. The contents of the
Project Plan shall be as specified in the SCC and/or
Technical Requirements.

19.2 The Supplier shall formally present to the Purchaser the

Project Plan in accordance with the procedure specified in
the SCC.

19.3 If required, the impact on the Implementation Schedule of

modifications agreed during finalization of the Agreed and
Finalized Project Plan shall be incorporated in the Contract
by amendment, in accordance with GCC Clauses 39 and 40.

19.4 The Supplier shall undertake to supply, install, test, and

commission the System in accordance with the Agreed and
Finalized Project Plan and the Contract.

19.5 The Progress and other reports specified in the SCC shall be
prepared by the Supplier and submitted to the Purchaser in
the format and frequency specified in the Technical
Requirements.

20. Subcontracting 20.1 Appendix 3 (List of Approved Subcontractors) to the

Contract Agreement specifies critical items of supply or
Section IV. General Conditions of Contract 96

services and a list of Subcontractors for each item that are

considered acceptable by the Purchaser. If no Subcontractors
are listed for an item, the Supplier shall prepare a list of
Subcontractors it considers qualified and wishes to be added
to the list for such items. The Supplier may from time to time
propose additions to or deletions from any such list. The
Supplier shall submit any such list or any modification to the
list to the Purchaser for its approval in sufficient time so as
not to impede the progress of work on the System. The
Purchaser shall not withhold such approval unreasonably.
Such approval by the Purchaser of a Subcontractor(s) shall
not relieve the Supplier from any of its obligations, duties, or
responsibilities under the Contract.

20.2 The Supplier may, at its discretion, select and employ

Subcontractors for such critical items from those
Subcontractors listed pursuant to GCC Clause 20.1. If the
Supplier wishes to employ a Subcontractor not so listed, or
subcontract an item not so listed, it must seek the Purchaser’s
prior approval under GCC Clause 20.3.

20.3 For items for which pre-approved Subcontractor lists have

not been specified in Appendix 3 to the Contract Agreement,
the Supplier may employ such Subcontractors as it may
select, provided: (i) the Supplier notifies the Purchaser in
writing at least twenty-eight (28) days prior to the proposed
mobilization date for such Subcontractor; and (ii) by the end
of this period either the Purchaser has granted its approval in
writing or fails to respond. The Supplier shall not engage
any Subcontractor to which the Purchaser has objected in
writing prior to the end of the notice period. The absence of
a written objection by the Purchaser during the above
specified period shall constitute formal acceptance of the
proposed Subcontractor. Except to the extent that it permits
the deemed approval of the Purchaser of Subcontractors not
listed in the Contract Agreement, nothing in this Clause,
however, shall limit the rights and obligations of either the
Purchaser or Supplier as they are specified in GCC
Clauses 20.1 and 20.2, in the SCC, or in Appendix 3 of the
Contract Agreement.

21. Design and 21.1 Technical Specifications and Drawings

Engineering
21.1.1 The Supplier shall execute the basic and detailed
design and the implementation activities necessary for
successful installation of the System in compliance
Section IV. General Conditions of Contract 97

with the provisions of the Contract or, where not so

specified, in accordance with good industry practice.

The Supplier shall be responsible for any

discrepancies, errors or omissions in the
specifications, drawings, and other technical
documents that it has prepared, whether such
specifications, drawings, and other documents have
been approved by the Project Manager or not,
provided that such discrepancies, errors, or omissions
are not because of inaccurate information furnished in
writing to the Supplier by or on behalf of the
Purchaser.

21.1.2 The Supplier shall be entitled to disclaim

responsibility for any design, data, drawing,
specification, or other document, or any modification
of such design, drawings, specification, or other
documents provided or designated by or on behalf of
the Purchaser, by giving a notice of such disclaimer to
the Project Manager.

21.2 Codes and Standards

Wherever references are made in the Contract to codes and

standards in accordance with which the Contract shall be
executed, the edition or the revised version of such codes and
standards current at the date twenty-eight (28) days prior to
date of bid submission shall apply unless otherwise specified
in the SCC. During Contract execution, any changes in such
codes and standards shall be applied after approval by the
Purchaser and shall be treated in accordance with GCC
Clause 39.3.

21.3 Approval/Review of Technical Documents by the Project

Manager

21.3.1 The Supplier shall prepare and furnish to the Project

Manager the documents as specified in the SCC for
the Project Manager’s approval or review.

Any part of the System covered by or related to the

documents to be approved by the Project Manager
shall be executed only after the Project Manager’s
approval of these documents.

GCC Clauses 21.3.2 through 21.3.7 shall apply to

Section IV. General Conditions of Contract 98

those documents requiring the Project Manager’s

approval, but not to those furnished to the Project
Manager for its review only.

21.3.2 Within fourteen (14) days after receipt by the Project

Manager of any document requiring the Project
Manager’s approval in accordance with GCC Clause
21.3.1, the Project Manager shall either return one
copy of the document to the Supplier with its approval
endorsed on the document or shall notify the Supplier
in writing of its disapproval of the document and the
reasons for disapproval and the modifications that the
Project Manager proposes. If the Project Manager fails
to take such action within the fourteen (14) days, then
the document shall be deemed to have been approved
by the Project Manager.

21.3.3 The Project Manager shall not disapprove any

document except on the grounds that the document
does not comply with some specified provision of the
Contract or that it is contrary to good industry practice.

21.3.4 If the Project Manager disapproves the document, the

Supplier shall modify the document and resubmit it for
the Project Manager’s approval in accordance with
GCC Clause 21.3.2. If the Project Manager approves
the document subject to modification(s), the Supplier
shall make the required modification(s), and the
document shall then be deemed to have been
approved, subject to GCC Clause 21.3.5. The
procedure set out in GCC Clauses 21.3.2 through
21.3.4 shall be repeated, as appropriate, until the
Project Manager approves such documents.

21.3.5 If any dispute occurs between the Purchaser and the

Supplier in connection with or arising out of the
disapproval by the Project Manager of any document
and/or any modification(s) to a document that cannot
be settled between the parties within a reasonable
period, then, in case the Contract Agreement includes
and names an Adjudicator, such dispute may be
referred to the Adjudicator for determination in
accordance with GCC Clause 6.1 (Adjudicator). If
such dispute is referred to an Adjudicator, the Project
Manager shall give instructions as to whether and if
so, how, performance of the Contract is to proceed.
Section IV. General Conditions of Contract 99

The Supplier shall proceed with the Contract in

accordance with the Project Manager’s instructions,
provided that if the Adjudicator upholds the Supplier’s
view on the dispute and if the Purchaser has not given
notice under GCC Clause 6.1.2, then the Supplier
shall be reimbursed by the Purchaser for any
additional costs incurred by reason of such
instructions and shall be relieved of such
responsibility or liability in connection with the
dispute and the execution of the instructions as the
Adjudicator shall decide, and the Time for Achieving
Operational Acceptance shall be extended
accordingly.

21.3.6 The Project Manager’s approval, with or without

modification of the document furnished by the
Supplier, shall not relieve the Supplier of any
responsibility or liability imposed upon it by any
provisions of the Contract except to the extent that any
subsequent failure results from modifications required
by the Project Manager or inaccurate information
furnished in writing to the Supplier by or on behalf of
the Purchaser.

21.3.7 The Supplier shall not depart from any approved

document unless the Supplier has first submitted to
the Project Manager an amended document and
obtained the Project Manager’s approval of the
document, pursuant to the provisions of this GCC
Clause 21.3. If the Project Manager requests any
change in any already approved document and/or in
any document based on such an approved document,
the provisions of GCC Clause 39 (Changes to the
System) shall apply to such request.

22. Procurement, 22.1 Subject to related Purchaser's responsibilities pursuant to

Delivery, and GCC Clauses 10 and 14, the Supplier shall manufacture or
Transport procure and transport all the Information Technologies,
Materials, and other Goods in an expeditious and orderly
manner to the Project Site.

22.2 Delivery of the Information Technologies, Materials, and

other Goods shall be made by the Supplier in accordance
with the Technical Requirements.

22.3 Early or partial deliveries require the explicit written consent

Section IV. General Conditions of Contract 100

of the Purchaser, which consent shall not be unreasonably

withheld.

22.4 Transportation

22.4.1 The Supplier shall provide such packing of the Goods

as is required to prevent their damage or deterioration
during shipment. The packing, marking, and
documentation within and outside the packages shall
comply strictly with the Purchaser’s instructions to the
Supplier.

22.4.2 The Supplier will bear responsibility for and cost of

transport to the Project Sites in accordance with the
terms and conditions used in the specification of
prices in the Price Schedules, including the terms and
conditions of the associated Incoterms.

22.4.3 Unless otherwise specified in the SCC, the Supplier

shall be free to use transportation through carriers
registered in any eligible country and to obtain
insurance from any eligible source country.

22.5 Unless otherwise specified in the SCC, the Supplier will

provide the Purchaser with shipping and other documents, as
specified below:

22.5.1 For Goods supplied from outside the Purchaser’s

Country:

Upon shipment, the Supplier shall notify the Purchaser

and the insurance company contracted by the Supplier
to provide cargo insurance by telex, cable, facsimile,
electronic mail, or EDI with the full details of the
shipment. The Supplier shall promptly send the
following documents to the Purchaser by mail or
courier, as appropriate, with a copy to the cargo
insurance company:

(a) two copies of the Supplier’s invoice showing the

description of the Goods, quantity, unit price, and
total amount;

(b) usual transportation documents;

(c) insurance certificate;

(d) certificate(s) of origin; and

Section IV. General Conditions of Contract 101

(e) estimated time and point of arrival in the

Purchaser’s Country and at the site.

22.5.2 For Goods supplied locally (i.e., from within the

Purchaser’s country):

Upon shipment, the Supplier shall notify the Purchaser

by telex, cable, facsimile, electronic mail, or EDI with
the full details of the shipment. The Supplier shall
promptly send the following documents to the
Purchaser by mail or courier, as appropriate:

(a) two copies of the Supplier’s invoice showing the

Goods’ description, quantity, unit price, and total
amount;

(b) delivery note, railway receipt, or truck receipt;

(c) certificate of insurance;

(d) certificate(s) of origin; and

(e) estimated time of arrival at the site.

22.6 Customs Clearance

(a) The Purchaser will bear responsibility for, and cost of,
customs clearance into the Purchaser's country in
accordance the particular Incoterm(s) used for Goods
supplied from outside the Purchaser’s country in the
Price Schedules referred to by Article 2 of the Contract
Agreement.

(b) At the request of the Purchaser, the Supplier will make

available a representative or agent during the process of
customs clearance in the Purchaser's country for goods
supplied from outside the Purchaser's country. In the
event of delays in customs clearance that are not the
fault of the Supplier:

(i) the Supplier shall be entitled to an extension in

the Time for Achieving Operational Acceptance,
pursuant to GCC Clause 40;

(ii) the Contract Price shall be adjusted to

compensate the Supplier for any additional
storage charges that the Supplier may incur as a
result of the delay.
Section IV. General Conditions of Contract 102

23. Product 23.1 At any point during performance of the Contract, should
Upgrades technological advances be introduced by the Supplier for
Information Technologies originally offered by the Supplier
in its bid and still to be delivered, the Supplier shall be
obligated to offer to the Purchaser the latest versions of the
available Information Technologies having equal or better
performance or functionality at the same or lesser unit prices,
pursuant to GCC Clause 39 (Changes to the System).

23.2 At any point during performance of the Contract, for

Information Technologies still to be delivered, the Supplier
will also pass on to the Purchaser any cost reductions and
additional and/or improved support and facilities that it
offers to other clients of the Supplier in the Purchaser’s
Country, pursuant to GCC Clause 39 (Changes to the
System).

23.3 During performance of the Contract, the Supplier shall offer

to the Purchaser all new versions, releases, and updates of
Standard Software, as well as related documentation and
technical support services, within thirty (30) days of their
availability from the Supplier to other clients of the Supplier
in the Purchaser’s Country, and no later than twelve (12)
months after they are released in the country of origin. In no
case will the prices for these Software exceed those quoted
by the Supplier in the Recurrent Costs tables in its bid.

23.4 During the Warranty Period, unless otherwise specified in

the SCC, the Supplier will provide at no additional cost to
the Purchaser all new versions, releases, and updates for all
Standard Software that are used in the System, within thirty
(30) days of their availability from the Supplier to other
clients of the Supplier in the Purchaser’s country, and no
later than twelve (12) months after they are released in the
country of origin of the Software.

23.5 The Purchaser shall introduce all new versions, releases or

updates of the Software within eighteen (18) months of
receipt of a production-ready copy of the new version,
release, or update, provided that the new version, release, or
update does not adversely affect System operation or
performance or require extensive reworking of the System.
In cases where the new version, release, or update adversely
affects System operation or performance, or requires
extensive reworking of the System, the Supplier shall
continue to support and maintain the version or release
Section IV. General Conditions of Contract 103

previously in operation for as long as necessary to allow

introduction of the new version, release, or update. In no
case shall the Supplier stop supporting or maintaining a
version or release of the Software less than twenty four (24)
months after the Purchaser receives a production-ready copy
of a subsequent version, release, or update. The Purchaser
shall use all reasonable endeavors to implement any new
version, release, or update as soon as practicable, subject to
the twenty-four-month-long stop date.

24. Implementation, 24.1 The Supplier shall provide all Services specified in the
Installation, and Contract and Agreed and Finalized Project Plan in
Other Services accordance with the highest standards of professional
competence and integrity.

24.2 Prices charged by the Supplier for Services, if not included in

the Contract, shall be agreed upon in advance by the parties
(including, but not restricted to, any prices submitted by the
Supplier in the Recurrent Cost Schedules of its Bid) and
shall not exceed the prevailing rates charged by the Supplier
to other purchasers in the Purchaser’s Country for similar
services.

25. Inspections and 25.1 The Purchaser or its representative shall have the right to
Tests inspect and/or test any components of the System, as
specified in the Technical Requirements, to confirm their
good working order and/or conformity to the Contract at the
point of delivery and/or at the Project Site.

25.2 The Purchaser or its representative shall be entitled to attend

any such inspections and/or tests of the components,
provided that the Purchaser shall bear all costs and expenses
incurred in connection with such attendance, including but
not limited to all inspection agent fees, travel, and related
expenses.

25.3 Should the inspected or tested components fail to conform to

the Contract, the Purchaser may reject the component(s), and
the Supplier shall either replace the rejected component(s),
or make alterations as necessary so that it meets the Contract
requirements free of cost to the Purchaser.

25.4 The Project Manager may require the Supplier to carry out
any inspection and/or test not specified in the Contract,
provided that the Supplier’s reasonable costs and expenses
incurred in the carrying out of such inspection and/or test
shall be added to the Contract Price. Further, if such
Section IV. General Conditions of Contract 104

inspection and/or test impedes the progress of work on the

System and/or the Supplier’s performance of its other
obligations under the Contract, due allowance will be made
in respect of the Time for Achieving Operational Acceptance
and the other obligations so affected.

25.5 If any dispute shall arise between the parties in connection

with or caused by an inspection and/or with regard to any
component to be incorporated in the System that cannot be
settled amicably between the parties within a reasonable
period of time, either party may invoke the process pursuant
to GCC Clause 6 (Settlement of Disputes), starting with
referral of the matter to the Adjudicator in case an
Adjudicator is included and named in the Contract
Agreement.

26. Installation of the 26.1 As soon as the System, or any Subsystem, has, in the opinion
System of the Supplier, been delivered, Pre-commissioned, and made
ready for Commissioning and Operational Acceptance
Testing in accordance with the Technical Requirements, the
SCC and the Agreed and Finalized Project Plan, the Supplier
shall so notify the Purchaser in writing.

26.2 The Project Manager shall, within fourteen (14) days after
receipt of the Supplier’s notice under GCC Clause 26.1,
either issue an Installation Certificate in the form specified in
the Sample Forms Section in the Bidding Documents, stating
that the System, or major component or Subsystem (if
Acceptance by major component or Subsystem is specified
pursuant to the SCC for GCC Clause 27.2.1), has achieved
Installation by the date of the Supplier’s notice under GCC
Clause 26.1, or notify the Supplier in writing of any defects
and/or deficiencies, including, but not limited to, defects or
deficiencies in the interoperability or integration of the
various components and/or Subsystems making up the
System. The Supplier shall use all reasonable endeavors to
promptly remedy any defect and/or deficiencies that the
Project Manager has notified the Supplier of. The Supplier
shall then promptly carry out retesting of the System or
Subsystem and, when in the Supplier’s opinion the System or
Subsystem is ready for Commissioning and Operational
Acceptance Testing, notify the Purchaser in writing, in
accordance with GCC Clause 26.1. The procedure set out in
this GCC Clause 26.2 shall be repeated, as necessary, until
an Installation Certificate is issued.
Section IV. General Conditions of Contract 105

26.3 If the Project Manager fails to issue the Installation

Certificate and fails to inform the Supplier of any defects
and/or deficiencies within fourteen (14) days after receipt of
the Supplier’s notice under GCC Clause 26.1, or if the
Purchaser puts the System or a Subsystem into production
operation, then the System (or Subsystem) shall be deemed
to have achieved successful Installation as of the date of the
Supplier’s notice or repeated notice, or when the Purchaser
put the System into production operation, as the case may be.

27. Commissioning 27.1 Commissioning

and Operational
Acceptance 27.1.1 Commissioning of the System (or Subsystem if
specified pursuant to the SCC for GCC Clause 27.2.1)
shall be commenced by the Supplier:

(a) immediately after the Installation Certificate is

issued by the Project Manager, pursuant to GCC
Clause 26.2; or

(b) as otherwise specified in the Technical

Requirement or the Agreed and Finalized
Project Plan; or

(c) immediately after Installation is deemed to have

occurred, under GCC Clause 26.3.

27.1.2 The Purchaser shall supply the operating and technical

personnel and all materials and information reasonably
required to enable the Supplier to carry out its
obligations with respect to Commissioning.

Production use of the System or Subsystem(s) shall

not commence prior to the start of formal Operational
Acceptance Testing.

27.2 Operational Acceptance Tests

27.2.1 The Operational Acceptance Tests (and repeats of

such tests) shall be the primary responsibility of the
Purchaser (in accordance with GCC Clause 10.9), but
shall be conducted with the full cooperation of the
Supplier during Commissioning of the System (or
major components or Subsystem[s] if specified in the
SCC and supported by the Technical Requirements),
to ascertain whether the System (or major component
or Subsystem[s]) conforms to the Technical
Requirements and meets the standard of performance
Section IV. General Conditions of Contract 106

quoted in the Supplier’s bid, including, but not

restricted to, the functional and technical performance
requirements. The Operational Acceptance Tests
during Commissioning will be conducted as specified
in the SCC, the Technical Requirements and/or the
Agreed and Finalized Project Plan.

At the Purchaser’s discretion, Operational Acceptance

Tests may also be performed on replacement Goods,
upgrades and new version releases, and Goods that are
added or field-modified after Operational Acceptance
of the System.

27.2.2 If for reasons attributable to the Purchaser, the

Operational Acceptance Test of the System (or
Subsystem[s] or major components, pursuant to the
SCC for GCC Clause 27.2.1) cannot be successfully
completed within the period specified in the SCC,
from the date of Installation or any other period agreed
upon in writing by the Purchaser and the Supplier, the
Supplier shall be deemed to have fulfilled its
obligations with respect to the technical and functional
aspects of the Technical Specifications, SCC and/or
the Agreed and Finalized Project Plan, and GCC
Clause 28.2 and 28.3 shall not apply.

27.3 Operational Acceptance

27.3.1 Subject to GCC Clause 27.4 (Partial Acceptance)

below, Operational Acceptance shall occur in respect
of the System, when

(a) the Operational Acceptance Tests, as specified in

the Technical Requirements, and/or SCC and/or
the Agreed and Finalized Project Plan have been
successfully completed; or

(b) the Operational Acceptance Tests have not been

successfully completed or have not been carried
out for reasons that are attributable to the
Purchaser within the period from the date of
Installation or any other agreed-upon period as
specified in GCC Clause 27.2.2 above; or

(c) the Purchaser has put the System into production

or use for sixty (60) consecutive days. If the
System is put into production or use in this
Section IV. General Conditions of Contract 107

manner, the Supplier shall notify the Purchaser

and document such use.

27.3.2 At any time after any of the events set out in GCC
Clause 27.3.1 have occurred, the Supplier may give a
notice to the Project Manager requesting the issue of
an Operational Acceptance Certificate.

27.3.3 After consultation with the Purchaser, and within

fourteen (14) days after receipt of the Supplier’s
notice, the Project Manager shall:

(a) issue an Operational Acceptance Certificate; or

(b) notify the Supplier in writing of any defect or

deficiencies or other reason for the failure of the
Operational Acceptance Tests; or

(c) issue the Operational Acceptance Certificate, if the

situation covered by GCC Clause 27.3.1 (b) arises.

27.3.4 The Supplier shall use all reasonable endeavors to

promptly remedy any defect and/or deficiencies and/or
other reasons for the failure of the Operational
Acceptance Test that the Project Manager has notified
the Supplier of. Once such remedies have been made
by the Supplier, the Supplier shall notify the
Purchaser, and the Purchaser, with the full cooperation
of the Supplier, shall use all reasonable endeavors to
promptly carry out retesting of the System or
Subsystem. Upon the successful conclusion of the
Operational Acceptance Tests, the Supplier shall
notify the Purchaser of its request for Operational
Acceptance Certification, in accordance with GCC
Clause 27.3.3. The Purchaser shall then issue to the
Supplier the Operational Acceptance Certification in
accordance with GCC Clause 27.3.3 (a), or shall notify
the Supplier of further defects, deficiencies, or other
reasons for the failure of the Operational Acceptance
Test. The procedure set out in this GCC Clause 27.3.4
shall be repeated, as necessary, until an Operational
Acceptance Certificate is issued.

27.3.5 If the System or Subsystem fails to pass the

Operational Acceptance Test(s) in accordance with
GCC Clause 27.2, then either:
Section IV. General Conditions of Contract 108

(a) the Purchaser may consider terminating the

Contract, pursuant to GCC Clause 41.2.2;
or
(b) if the failure to achieve Operational Acceptance
within the specified time period is a result of the
failure of the Purchaser to fulfill its obligations
under the Contract, then the Supplier shall be
deemed to have fulfilled its obligations with
respect to the relevant technical and functional
aspects of the Contract, and GCC Clauses 30.3
and 30.4 shall not apply.
27.3.6 If within fourteen (14) days after receipt of the
Supplier’s notice the Project Manager fails to issue the
Operational Acceptance Certificate or fails to inform
the Supplier in writing of the justifiable reasons why
the Project Manager has not issued the Operational
Acceptance Certificate, the System or Subsystem shall
be deemed to have been accepted as of the date of the
Supplier’s said notice.
27.4 Partial Acceptance
27.4.1 If so specified in the SCC for GCC Clause 27.2.1,
Installation and Commissioning shall be carried out
individually for each identified major component or
Subsystem(s) of the System. In this event, the provisions
in the Contract relating to Installation and
Commissioning, including the Operational Acceptance
Test, shall apply to each such major component or
Subsystem individually, and Operational Acceptance
Certificate(s) shall be issued accordingly for each such
major component or Subsystem of the System, subject to
the limitations contained in GCC Clause 27.4.2.
27.4.2 The issuance of Operational Acceptance Certificates for
individual major components or Subsystems pursuant to
GCC Clause 27.4.1 shall not relieve the Supplier of its
obligation to obtain an Operational Acceptance
Certificate for the System as an integrated whole (if so
specified in the SCC for GCC Clauses 12.1 and 27.2.1)
once all major components and Subsystems have been
supplied, installed, tested, and commissioned.
27.4.3 In the case of minor components for the System that
by their nature do not require Commissioning or an
Section IV. General Conditions of Contract 109

Operational Acceptance Test (e.g., minor fittings,

furnishings or site works, etc.), the Project Manager
shall issue an Operational Acceptance Certificate
within fourteen (14) days after the fittings and/or
furnishings have been delivered and/or installed or the
site works have been completed. The Supplier shall,
however, use all reasonable endeavors to promptly
remedy any defects or deficiencies in such minor
components detected by the Purchaser or Supplier.

F. GUARANTEES AND LIABILITIES

28. Operational 28.1 The Supplier guarantees that it shall complete the supply,
Acceptance Time Installation, Commissioning, and achieve Operational
Guarantee Acceptance of the System (or Subsystems, pursuant to the
SCC for GCC Clause 27.2.1) within the time periods
specified in the Implementation Schedule in the Technical
Requirements Section and/or the Agreed and Finalized
Project Plan pursuant to GCC Clause 8.2, or within such
extended time to which the Supplier shall be entitled under
GCC Clause 40 (Extension of Time for Achieving
Operational Acceptance).

28.2 If the Supplier fails to supply, install, commission, and achieve

Operational Acceptance of the System (or Subsystems pursuant
to the SCC for GCC Clause 27.2.1) within the time for
achieving Operational Acceptance specified in the
Implementation Schedule in the Technical Requirement or the
Agreed and Finalized Project Plan, or any extension of the time
for achieving Operational Acceptance previously granted under
GCC Clause 40 (Extension of Time for Achieving Operational
Acceptance), the Supplier shall pay to the Purchaser liquidated
damages at the rate specified in the SCC as a percentage of the
Contract Price, or the relevant part of the Contract Price if a
Subsystem has not achieved Operational Acceptance. The
aggregate amount of such liquidated damages shall in no event
exceed the amount specified in the SCC (“the Maximum”).
Once the Maximum is reached, the Purchaser may consider
termination of the Contract, pursuant to GCC Clause 41.2.2.

28.3 Unless otherwise specified in the SCC, liquidated damages

payable under GCC Clause 28.2 shall apply only to the
failure to achieve Operational Acceptance of the System (and
Subsystems) as specified in the Implementation Schedule in
the Technical Requirements and/or Agreed and Finalized
Section IV. General Conditions of Contract 110

Project Plan. This Clause 28.3 shall not limit, however, any
other rights or remedies the Purchaser may have under the
Contract for other delays.

28.4 If liquidated damages are claimed by the Purchaser for the

System (or Subsystem), the Supplier shall have no further
liability whatsoever to the Purchaser in respect to the
Operational Acceptance time guarantee for the System (or
Subsystem). However, the payment of liquidated damages
shall not in any way relieve the Supplier from any of its
obligations to complete the System or from any other of its
obligations and liabilities under the Contract.

29. Defect Liability 29.1 The Supplier warrants that the System, including all
Information Technologies, Materials, and other Goods
supplied and Services provided, shall be free from defects in
the design, engineering, Materials, and workmanship that
prevent the System and/or any of its components from
fulfilling the Technical Requirements or that limit in a
material fashion the performance, reliability, or extensibility
of the System and/or Subsystems. Exceptions and/or
limitations, if any, to this warranty with respect to Software
(or categories of Software), shall be as specified in the SCC.
Commercial warranty provisions of products supplied under
the Contract shall apply to the extent that they do not conflict
with the provisions of this Contract.

29.2 The Supplier also warrants that the Information

Technologies, Materials, and other Goods supplied under the
Contract are new, unused, and incorporate all recent
improvements in design that materially affect the System’s or
Subsystem’s ability to fulfill the Technical Requirements.

29.3 In addition, the Supplier warrants that: (i) all Goods

components to be incorporated into the System form part of
the Supplier’s and/or Subcontractor’s current product lines,
(ii) they have been previously released to the market, and
(iii) those specific items identified in the SCC (if any) have
been in the market for at least the minimum periods
specified in the SCC.
29.4 The Warranty Period shall commence from the date of
Operational Acceptance of the System (or of any major
component or Subsystem for which separate Operational
Acceptance is provided for in the Contract) and shall extend
for the length of time specified in the SCC.
Section IV. General Conditions of Contract 111

29.5 If during the Warranty Period any defect as described in

GCC Clause 29.1 should be found in the design, engineering,
Materials, and workmanship of the Information Technologies
and other Goods supplied or of the Services provided by the
Supplier, the Supplier shall promptly, in consultation and
agreement with the Purchaser regarding appropriate
remedying of the defects, and at its sole cost, repair, replace,
or otherwise make good (as the Supplier shall, at its
discretion, determine) such defect as well as any damage to
the System caused by such defect. Any defective Information
Technologies or other Goods that have been replaced by the
Supplier shall remain the property of the Supplier.

29.6 The Supplier shall not be responsible for the repair,

replacement, or making good of any defect or of any damage
to the System arising out of or resulting from any of the
following causes:

(a) improper operation or maintenance of the System by the

Purchaser;

(b) normal wear and tear;

(c) use of the System with items not supplied by the

Supplier, unless otherwise identified in the Technical
Requirements, or approved by the Supplier; or

(d) modifications made to the System by the Purchaser, or a

third party, not approved by the Supplier.

29.7 The Supplier’s obligations under this GCC Clause 29 shall

not apply to:

(a) any materials that are normally consumed in operation or

have a normal life shorter than the Warranty Period; or

(b) any designs, specifications, or other data designed,

supplied, or specified by or on behalf of the Purchaser or
any matters for which the Supplier has disclaimed
responsibility, in accordance with GCC Clause 21.1.2.

29.8 The Purchaser shall give the Supplier a notice promptly

following the discovery of such defect, stating the nature of
any such defect together with all available evidence. The
Purchaser shall afford all reasonable opportunity for the
Supplier to inspect any such defect. The Purchaser shall
afford the Supplier all necessary access to the System and the
site to enable the Supplier to perform its obligations under
Section IV. General Conditions of Contract 112

this GCC Clause 29.

29.9 The Supplier may, with the consent of the Purchaser, remove
from the site any Information Technologies and other Goods
that are defective, if the nature of the defect, and/or any
damage to the System caused by the defect, is such that
repairs cannot be expeditiously carried out at the site. If the
repair, replacement, or making good is of such a character
that it may affect the efficiency of the System, the Purchaser
may give the Supplier notice requiring that tests of the
defective part be made by the Supplier immediately upon
completion of such remedial work, whereupon the Supplier
shall carry out such tests.

If such part fails the tests, the Supplier shall carry out further
repair, replacement, or making good (as the case may be)
until that part of the System passes such tests. The tests shall
be agreed upon by the Purchaser and the Supplier.

29.10 If the Supplier fails to commence the work necessary to

remedy such defect or any damage to the System caused by
such defect within the time period specified in the SCC, the
Purchaser may, following notice to the Supplier, proceed to
do such work or contract a third party (or parties) to do such
work, and the reasonable costs incurred by the Purchaser in
connection with such work shall be paid to the Purchaser by
the Supplier or may be deducted by the Purchaser from any
monies due the Supplier or claimed under the Performance
Security.

29.11 If the System or Subsystem cannot be used by reason of

such defect and/or making good of such defect, the Warranty
Period for the System shall be extended by a period equal to
the period during which the System or Subsystem could not
be used by the Purchaser because of such defect and/or
making good of such defect.

29.12 Items substituted for defective parts of the System during

the Warranty Period shall be covered by the Defect Liability
Warranty for the remainder of the Warranty Period
applicable for the part replaced or three (3) months,
whichever is greater.

29.13 At the request of the Purchaser and without prejudice to any

other rights and remedies that the Purchaser may have
against the Supplier under the Contract, the Supplier will
offer all possible assistance to the Purchaser to seek warranty
Section IV. General Conditions of Contract 113

services or remedial action from any subcontracted third-

party producers or licensor of Goods included in the System,
including without limitation assignment or transfer in favor
of the Purchaser of the benefit of any warranties given by
such producers or licensors to the Supplier.

30. Functional 30.1 The Supplier guarantees that, once the Operational
Guarantees Acceptance Certificate(s) has been issued, the System
represents a complete, integrated solution to the Purchaser’s
requirements set forth in the Technical Requirements and it
conforms to all other aspects of the Contract. The Supplier
acknowledges that GCC Clause 27 regarding Commissioning
and Operational Acceptance governs how technical
conformance of the System to the Contract requirements will
be determined.

30.2 If, for reasons attributable to the Supplier, the System does
not conform to the Technical Requirements or does not
conform to all other aspects of the Contract, the Supplier
shall at its cost and expense make such changes,
modifications, and/or additions to the System as may be
necessary to conform to the Technical Requirements and
meet all functional and performance standards. The Supplier
shall notify the Purchaser upon completion of the necessary
changes, modifications, and/or additions and shall request
the Purchaser to repeat the Operational Acceptance Tests
until the System achieves Operational Acceptance.

30.3 If the System (or Subsystem[s]) fails to achieve Operational

Acceptance, the Purchaser may consider termination of the
Contract, pursuant to GCC Clause 41.2.2, and forfeiture of
the Supplier’s Performance Security in accordance with GCC
Clause 13.3 in compensation for the extra costs and delays
likely to result from this failure.

31. Intellectual 31.1 The Supplier hereby represents and warrants that:
Property Rights
Warranty (a) the System as supplied, installed, tested, and accepted;

(b) use of the System in accordance with the Contract; and

(c) copying of the Software and Materials provided to the

Purchaser in accordance with the Contract

do not and will not infringe any Intellectual Property Rights

held by any third party and that it has all necessary rights or
at its sole expense shall have secured in writing all transfers
Section IV. General Conditions of Contract 114

of rights and other consents necessary to make the

assignments, licenses, and other transfers of Intellectual
Property Rights and the warranties set forth in the Contract,
and for the Purchaser to own or exercise all Intellectual
Property Rights as provided in the Contract. Without
limitation, the Supplier shall secure all necessary written
agreements, consents, and transfers of rights from its
employees and other persons or entities whose services are
used for development of the System.

32. Intellectual 32.1 The Supplier shall indemnify and hold harmless the
Property Rights Purchaser and its employees and officers from and against
Indemnity any and all losses, liabilities, and costs (including losses,
liabilities, and costs incurred in defending a claim alleging
such a liability), that the Purchaser or its employees or
officers may suffer as a result of any infringement or alleged
infringement of any Intellectual Property Rights by reason of:

(a) installation of the System by the Supplier or the use of

the System, including the Materials, in the country
where the site is located;

(b) copying of the Software and Materials provided the

Supplier in accordance with the Agreement; and

(c) sale of the products produced by the System in any

country, except to the extent that such losses, liabilities,
and costs arise as a result of the Purchaser’s breach of
GCC Clause 32.2.

32.2 Such indemnity shall not cover any use of the System,
including the Materials, other than for the purpose indicated
by or to be reasonably inferred from the Contract, any
infringement resulting from the use of the System, or any
products of the System produced thereby in association or
combination with any other goods or services not supplied by
the Supplier, where the infringement arises because of such
association or combination and not because of use of the
System in its own right.

32.3 Such indemnities shall also not apply if any claim of

infringement:

(a) is asserted by a parent, subsidiary, or affiliate of the

Purchaser’s organization;

(b) is a direct result of a design mandated by the

Section IV. General Conditions of Contract 115

Purchaser’s Technical Requirements and the possibility

of such infringement was duly noted in the Supplier’s
Bid; or

(c) results from the alteration of the System, including the

Materials, by the Purchaser or any persons other than
the Supplier or a person authorized by the Supplier.

32.4 If any proceedings are brought or any claim is made against

the Purchaser arising out of the matters referred to in GCC
Clause 32.1, the Purchaser shall promptly give the Supplier
notice of such proceedings or claims, and the Supplier may at
its own expense and in the Purchaser’s name conduct such
proceedings or claim and any negotiations for the settlement
of any such proceedings or claim.

If the Supplier fails to notify the Purchaser within twenty-

eight (28) days after receipt of such notice that it intends to
conduct any such proceedings or claim, then the Purchaser
shall be free to conduct the same on its own behalf. Unless
the Supplier has so failed to notify the Purchaser within the
twenty-eight (28) days, the Purchaser shall make no
admission that may be prejudicial to the defense of any such
proceedings or claim. The Purchaser shall, at the Supplier’s
request, afford all available assistance to the Supplier in
conducting such proceedings or claim and shall be
reimbursed by the Supplier for all reasonable expenses
incurred in so doing.

32.5 The Purchaser shall indemnify and hold harmless the

Supplier and its employees, officers, and Subcontractors
from and against any and all losses, liabilities, and costs
(including losses, liabilities, and costs incurred in defending
a claim alleging such a liability) that the Supplier or its
employees, officers, or Subcontractors may suffer as a result
of any infringement or alleged infringement of any
Intellectual Property Rights arising out of or in connection
with any design, data, drawing, specification, or other
documents or materials provided to the Supplier in
connection with this Contract by the Purchaser or any
persons (other than the Supplier) contracted by the
Purchaser, except to the extent that such losses, liabilities,
and costs arise as a result of the Supplier’s breach of GCC
Clause 32.8.

32.6 Such indemnity shall not cover

Section IV. General Conditions of Contract 116

(a) any use of the design, data, drawing, specification, or

other documents or materials, other than for the
purpose indicated by or to be reasonably inferred from
the Contract;

(b) any infringement resulting from the use of the design,

data, drawing, specification, or other documents or
materials, or any products produced thereby, in
association or combination with any other Goods or
Services not provided by the Purchaser or any other
person contracted by the Purchaser, where the
infringement arises because of such association or
combination and not because of the use of the design,
data, drawing, specification, or other documents or
materials in its own right.

32.7 Such indemnities shall also not apply:

(a) if any claim of infringement is asserted by a parent,

subsidiary, or affiliate of the Supplier’s organization;

(b) to the extent that any claim of infringement is caused

by the alteration, by the Supplier, or any persons
contracted by the Supplier, of the design, data,
drawing, specification, or other documents or materials
provided to the Supplier by the Purchaser or any
persons contracted by the Purchaser.

32.8 If any proceedings are brought or any claim is made against

the Supplier arising out of the matters referred to in GCC
Clause 32.5, the Supplier shall promptly give the Purchaser
notice of such proceedings or claims, and the Purchaser may
at its own expense and in the Supplier’s name conduct such
proceedings or claim and any negotiations for the settlement
of any such proceedings or claim. If the Purchaser fails to
notify the Supplier within twenty-eight (28) days after receipt
of such notice that it intends to conduct any such proceedings
or claim, then the Supplier shall be free to conduct the same
on its own behalf. Unless the Purchaser has so failed to
notify the Supplier within the twenty-eight (28) days, the
Supplier shall make no admission that may be prejudicial to
the defense of any such proceedings or claim. The Supplier
shall, at the Purchaser’s request, afford all available
assistance to the Purchaser in conducting such proceedings
or claim and shall be reimbursed by the Purchaser for all
reasonable expenses incurred in so doing.
Section IV. General Conditions of Contract 117

33. Limitation of 33.1 Provided the following does not exclude or limit any
Liability liabilities of either party in ways not permitted by applicable
law:

(a) the Supplier shall not be liable to the Purchaser,

whether in contract, tort, or otherwise, for any indirect
or consequential loss or damage, loss of use, loss of
production, or loss of profits or interest costs, provided
that this exclusion shall not apply to any obligation of
the Supplier to pay liquidated damages to the
Purchaser; and

(b) the aggregate liability of the Supplier to the Purchaser,

whether under the Contract, in tort or otherwise, shall
not exceed the total Contract Price, provided that this
limitation shall not apply to any obligation of the
Supplier to indemnify the Purchaser with respect to
intellectual property rights infringement.

G. RISK DISTRIBUTION
34. Transfer of 34.1 With the exception of Software and Materials, the ownership
Ownership of the Information Technologies and other Goods shall be
transferred to the Purchaser at the time of Delivery or
otherwise under terms that may be agreed upon and specified
in the Contract Agreement.

34.2 Ownership and the terms of usage of the Software and

Materials supplied under the Contract shall be governed by
GCC Clause 15 (Copyright) and any elaboration in the
Technical Requirements.

34.3 Ownership of the Supplier’s Equipment used by the Supplier

and its Subcontractors in connection with the Contract shall
remain with the Supplier or its Subcontractors.

35. Care of the 35.1 The Purchaser shall become responsible for the care and
System custody of the System or Subsystems upon their Delivery.
The Purchaser shall make good at its own cost any loss or
damage that may occur to the System or Subsystems from
any cause from the date of Delivery until the date of
Operational Acceptance of the System or Subsystems,
pursuant to GCC Clause 27 (Commissioning and Operational
Acceptance), excepting such loss or damage arising from
acts or omissions of the Supplier, its employees, or
Section IV. General Conditions of Contract 118

subcontractors.

35.2 If any loss or damage occurs to the System or any part of the
System by reason of:

(a) (insofar as they relate to the country where the Project

Site is located) nuclear reaction, nuclear radiation,
radioactive contamination, a pressure wave caused by
aircraft or other aerial objects, or any other occurrences
that an experienced contractor could not reasonably
foresee, or if reasonably foreseeable could not
reasonably make provision for or insure against, insofar
as such risks are not normally insurable on the
insurance market and are mentioned in the general
exclusions of the policy of insurance taken out under
GCC Clause 37;

(b) any use not in accordance with the Contract, by the

Purchaser or any third party;

(c) any use of or reliance upon any design, data, or

specification provided or designated by or on behalf of
the Purchaser, or any such matter for which the
Supplier has disclaimed responsibility in accordance
with GCC Clause 21.1.2,

the Purchaser shall pay to the Supplier all sums payable in

respect of the System or Subsystems that have achieved
Operational Acceptance, notwithstanding that the same be
lost, destroyed, or damaged. If the Purchaser requests the
Supplier in writing to make good any loss or damage to the
System thereby occasioned, the Supplier shall make good the
same at the cost of the Purchaser in accordance with GCC
Clause 39. If the Purchaser does not request the Supplier in
writing to make good any loss or damage to the System
thereby occasioned, the Purchaser shall either request a
change in accordance with GCC Clause 39, excluding the
performance of that part of the System thereby lost,
destroyed, or damaged, or, where the loss or damage affects a
substantial part of the System, the Purchaser shall terminate
the Contract pursuant to GCC Clause 41.1.

35.3 The Purchaser shall be liable for any loss of or damage to

any Supplier’s Equipment which the Purchaser has
authorized to locate within the Purchaser's premises for use
in fulfillment of Supplier's obligations under the Contract,
except where such loss or damage arises from acts or
Section IV. General Conditions of Contract 119

omissions of the Supplier, its employees, or subcontractors.

36. Loss of or 36.1 The Supplier and each and every Subcontractor shall abide
Damage to by the job safety, insurance, customs, and immigration
Property; measures prevalent and laws in force in the Purchaser’s
Accident or Country.
Injury to
Workers; 36.2 Subject to GCC Clause 36.3, the Supplier shall indemnify
Indemnification and hold harmless the Purchaser and its employees and
officers from and against any and all losses, liabilities and
costs (including losses, liabilities, and costs incurred in
defending a claim alleging such a liability) that the Purchaser
or its employees or officers may suffer as a result of the
death or injury of any person or loss of or damage to any
property (other than the System, whether accepted or not)
arising in connection with the supply, installation, testing,
and Commissioning of the System and by reason of the
negligence of the Supplier or its Subcontractors, or their
employees, officers or agents, except any injury, death, or
property damage caused by the negligence of the Purchaser,
its contractors, employees, officers, or agents.

36.3 If any proceedings are brought or any claim is made against

the Purchaser that might subject the Supplier to liability
under GCC Clause 36.2, the Purchaser shall promptly give
the Supplier notice of such proceedings or claims, and the
Supplier may at its own expense and in the Purchaser’s name
conduct such proceedings or claim and any negotiations for
the settlement of any such proceedings or claim. If the
Supplier fails to notify the Purchaser within twenty-eight
(28) days after receipt of such notice that it intends to
conduct any such proceedings or claim, then the Purchaser
shall be free to conduct the same on its own behalf. Unless
the Supplier has so failed to notify the Purchaser within the
twenty-eight (28) day period, the Purchaser shall make no
admission that may be prejudicial to the defense of any such
proceedings or claim. The Purchaser shall, at the Supplier’s
request, afford all available assistance to the Supplier in
conducting such proceedings or claim and shall be
reimbursed by the Supplier for all reasonable expenses
incurred in so doing.

36.4 The Purchaser shall indemnify and hold harmless the

Supplier and its employees, officers, and Subcontractors
from any and all losses, liabilities, and costs (including
losses, liabilities, and costs incurred in defending a claim
Section IV. General Conditions of Contract 120

alleging such a liability) that the Supplier or its employees,

officers, or Subcontractors may suffer as a result of the death
or personal injury of any person or loss of or damage to
property of the Purchaser, other than the System not yet
achieving Operational Acceptance, that is caused by fire,
explosion, or any other perils, in excess of the amount
recoverable from insurances procured under GCC Clause 37
(Insurances), provided that such fire, explosion, or other
perils were not caused by any act or failure of the Supplier.

36.5 If any proceedings are brought or any claim is made against

the Supplier that might subject the Purchaser to liability
under GCC Clause 36.4, the Supplier shall promptly give the
Purchaser notice of such proceedings or claims, and the
Purchaser may at its own expense and in the Supplier’s name
conduct such proceedings or claim and any negotiations for
the settlement of any such proceedings or claim. If the
Purchaser fails to notify the Supplier within twenty-eight
(28) days after receipt of such notice that it intends to
conduct any such proceedings or claim, then the Supplier
shall be free to conduct the same on its own behalf. Unless
the Purchaser has so failed to notify the Supplier within the
twenty-eight (28) days, the Supplier shall make no admission
that may be prejudicial to the defense of any such
proceedings or claim. The Supplier shall, at the Purchaser’s
request, afford all available assistance to the Purchaser in
conducting such proceedings or claim and shall be
reimbursed by the Purchaser for all reasonable expenses
incurred in so doing.

36.6 The party entitled to the benefit of an indemnity under this

GCC Clause 36 shall take all reasonable measures to
mitigate any loss or damage that has occurred. If the party
fails to take such measures, the other party’s liabilities shall
be correspondingly reduced.

37. Insurances 37.1 The Supplier shall at its expense take out and maintain in
effect, or cause to be taken out and maintained in effect,
during the performance of the Contract, the insurance set
forth below. The identity of the insurers and the form of the
policies shall be subject to the approval of the Purchaser,
who should not unreasonably withhold such approval.

(a) Cargo Insurance During Transport

as applicable, 110 percent of the price of the

Section IV. General Conditions of Contract 121

Information Technologies and other Goods in a freely

convertible currency, covering the Goods from physical
loss or damage during shipment through receipt at the
Project Site.

(b) Installation “All Risks” Insurance

as applicable, 110 percent of the price of the

Information Technologies and other Goods covering
the Goods at the site from all risks of physical loss or
damage (excluding only perils commonly excluded
under “all risks” insurance policies of this type by
reputable insurers) occurring prior to Operational
Acceptance of the System.

(c) Third-Party Liability Insurance

On terms as specified in the SCC, covering bodily

injury or death suffered by third parties (including the
Purchaser’s personnel) and loss of or damage to
property (including the Purchaser’s property and any
Subsystems that have been accepted by the Purchaser)
occurring in connection with the supply and installation
of the Information System.

(d) Automobile Liability Insurance

In accordance with the statutory requirements

prevailing in the Purchaser’s Country, covering use of
all vehicles used by the Supplier or its Subcontractors
(whether or not owned by them) in connection with the
execution of the Contract.

(e) Other Insurance (if any), as specified in the SCC.

37.2 The Purchaser shall be named as co-insured under all

insurance policies taken out by the Supplier pursuant to GCC
Clause 37.1, except for the Third-Party Liability, and the
Supplier’s Subcontractors shall be named as co-insured
under all insurance policies taken out by the Supplier
pursuant to GCC Clause 37.1 except for Cargo Insurance
During Transport. All insurer’s rights of subrogation against
such co-insured for losses or claims arising out of the
performance of the Contract shall be waived under such
policies.

37.3 The Supplier shall deliver to the Purchaser certificates of

insurance (or copies of the insurance policies) as evidence
Section IV. General Conditions of Contract 122

that the required policies are in full force and effect.

37.4 The Supplier shall ensure that, where applicable, its

Subcontractor(s) shall take out and maintain in effect
adequate insurance policies for their personnel and vehicles
and for work executed by them under the Contract, unless
such Subcontractors are covered by the policies taken out by
the Supplier.

37.5 If the Supplier fails to take out and/or maintain in effect the
insurance referred to in GCC Clause 37.1, the Purchaser may
take out and maintain in effect any such insurance and may
from time to time deduct from any amount due the Supplier
under the Contract any premium that the Purchaser shall
have paid to the insurer or may otherwise recover such
amount as a debt due from the Supplier.

37.6 Unless otherwise provided in the Contract, the Supplier shall

prepare and conduct all and any claims made under the
policies effected by it pursuant to this GCC Clause 37, and
all monies payable by any insurers shall be paid to the
Supplier. The Purchaser shall give to the Supplier all such
reasonable assistance as may be required by the Supplier in
connection with any claim under the relevant insurance
policies. With respect to insurance claims in which the
Purchaser’s interest is involved, the Supplier shall not give
any release or make any compromise with the insurer without
the prior written consent of the Purchaser. With respect to
insurance claims in which the Supplier’s interest is involved,
the Purchaser shall not give any release or make any
compromise with the insurer without the prior written
consent of the Supplier.

38. Force Majeure 38.1 “Force Majeure” shall mean any event beyond the reasonable
control of the Purchaser or of the Supplier, as the case may
be, and which is unavoidable notwithstanding the reasonable
care of the party affected and shall include, without
limitation, the following:

(a) war, hostilities, or warlike operations (whether a state

of war be declared or not), invasion, act of foreign
enemy, and civil war;

(b) rebellion, revolution, insurrection, mutiny, usurpation

of civil or military government, conspiracy, riot, civil
commotion, and terrorist acts;
Section IV. General Conditions of Contract 123

(c) confiscation, nationalization, mobilization,

commandeering or requisition by or under the order of
any government or de jure or de facto authority or ruler,
or any other act or failure to act of any local state or
national government authority;

(d) strike, sabotage, lockout, embargo, import restriction,

port congestion, lack of usual means of public
transportation and communication, industrial dispute,
shipwreck, shortage or restriction of power supply,
epidemics, quarantine, and plague;

(e) earthquake, landslide, volcanic activity, fire, flood or

inundation, tidal wave, typhoon or cyclone, hurricane,
storm, lightning, or other inclement weather condition,
nuclear and pressure waves, or other natural or physical
disaster;

(f) failure, by the Supplier, to obtain the necessary export

permit(s) from the governments of the Country(s) of
Origin of the Information Technologies or other Goods,
or Supplier’s Equipment provided that the Supplier has
made all reasonable efforts to obtain the required
export permit(s), including the exercise of due
diligence in determining the eligibility of the System
and all of its components for receipt of the necessary
export permits.

38.2 If either party is prevented, hindered, or delayed from or in

performing any of its obligations under the Contract by an
event of Force Majeure, then it shall notify the other in
writing of the occurrence of such event and the
circumstances of the event of Force Majeure within fourteen
(14) days after the occurrence of such event.

38.3 The party who has given such notice shall be excused from
the performance or punctual performance of its obligations
under the Contract for so long as the relevant event of Force
Majeure continues and to the extent that such party’s
performance is prevented, hindered, or delayed. The Time
for Achieving Operational Acceptance shall be extended in
accordance with GCC Clause 40 (Extension of Time for
Achieving Operational Acceptance).

38.4 The party or parties affected by the event of Force Majeure

shall use reasonable efforts to mitigate the effect of the event
of Force Majeure upon its or their performance of the
Section IV. General Conditions of Contract 124

Contract and to fulfill its or their obligations under the

Contract, but without prejudice to either party’s right to
terminate the Contract under GCC Clause 38.6.

38.5 No delay or nonperformance by either party to this Contract

caused by the occurrence of any event of Force Majeure
shall:

(a) constitute a default or breach of the Contract;

(b) (subject to GCC Clauses 35.2, 38.3, and 38.4) give rise
to any claim for damages or additional cost or expense
occasioned by the delay or nonperformance,

if, and to the extent that, such delay or nonperformance is

caused by the occurrence of an event of Force Majeure.

38.6 If the performance of the Contract is substantially prevented,

hindered, or delayed for a single period of more than sixty
(60) days or an aggregate period of more than one hundred
and twenty (120) days on account of one or more events of
Force Majeure during the time period covered by the
Contract, the parties will attempt to develop a mutually
satisfactory solution, failing which, either party may
terminate the Contract by giving a notice to the other.

38.7 In the event of termination pursuant to GCC Clause 38.6, the

rights and obligations of the Purchaser and the Supplier shall
be as specified in GCC Clauses 41.1.2 and 41.1.3.

38.8 Notwithstanding GCC Clause 38.5, Force Majeure shall not

apply to any obligation of the Purchaser to make payments to
the Supplier under this Contract.

H. CHANGE IN CONTRACT ELEMENTS

39. Changes to the 39.1 Introducing a Change
System
39.1.1 Subject to GCC Clauses 39.2.5 and 39.2.7, the
Purchaser shall have the right to propose, and
subsequently require, the Project Manager to order
the Supplier from time to time during the
performance of the Contract to make any change,
modification, addition, or deletion to, in, or from the
System (interchangeably called “Change”), provided
that such Change falls within the general scope of
the System, does not constitute unrelated work, and
Section IV. General Conditions of Contract 125

is technically practicable, taking into account both

the state of advancement of the System and the
technical compatibility of the Change envisaged
with the nature of the System as originally specified
in the Contract.

A Change may involve, but is not restricted to, the

substitution of updated Information Technologies
and related Services in accordance with
GCC Clause 23 (Product Upgrades).

39.1.2 The Supplier may from time to time during its

performance of the Contract propose to the
Purchaser (with a copy to the Project Manager) any
Change that the Supplier considers necessary or
desirable to improve the quality or efficiency of the
System. The Purchaser may at its discretion approve
or reject any Change proposed by the Supplier.

39.1.3 Notwithstanding GCC Clauses 39.1.1 and 39.1.2, no

change made necessary because of any default of the
Supplier in the performance of its obligations under
the Contract shall be deemed to be a Change, and
such change shall not result in any adjustment of the
Contract Price or the Time for Achieving
Operational Acceptance.

39.1.4 The procedure on how to proceed with and execute

Changes is specified in GCC Clauses 39.2 and 39.3,
and further details and sample forms are provided in
the Sample Forms Section in the Bidding
Documents.

39.1.5 Moreover, the Purchaser and Supplier will agree,

during development of the Project Plan, to a date
prior to the scheduled date for Operational
Acceptance, after which the Technical Requirements
for the System shall be “frozen.” Any Change
initiated after this time will be dealt with after
Operational Acceptance.

39.2 Changes Originating from Purchaser

39.2.1 If the Purchaser proposes a Change pursuant to GCC

Clauses 39.1.1, it shall send to the Supplier a
“Request for Change Proposal,” requiring the
Supplier to prepare and furnish to the Project
Section IV. General Conditions of Contract 126

Manager as soon as reasonably practicable a

“Change Proposal,” which shall include the
following:

(a) brief description of the Change;

(b) impact on the Time for Achieving Operational

Acceptance;

(c) detailed estimated cost of the Change;

(d) effect on Functional Guarantees (if any);

(e) effect on any other provisions of the Contract.

39.2.2 Prior to preparing and submitting the “Change

Proposal,” the Supplier shall submit to the Project
Manager an “Change Estimate Proposal,” which
shall be an estimate of the cost of preparing the
Change Proposal, plus a first approximation of the
suggested approach and cost for implementing the
changes. Upon receipt of the Supplier’s Change
Estimate Proposal, the Purchaser shall do one of the
following:

(a) accept the Supplier’s estimate with instructions

to the Supplier to proceed with the preparation of
the Change Proposal;

(b) advise the Supplier of any part of its Change

Estimate Proposal that is unacceptable and
request the Supplier to review its estimate;

(c) advise the Supplier that the Purchaser does not

intend to proceed with the Change.

39.2.3 Upon receipt of the Purchaser’s instruction to

proceed under GCC Clause 39.2.2 (a), the Supplier
shall, with proper expedition, proceed with the
preparation of the Change Proposal, in accordance
with GCC Clause 39.2.1. The Supplier, at its
discretion, may specify a validity period for the
Change Proposal, after which if the Purchaser and
Supplier has not reached agreement in accordance
with GCC Clause 39.2.6, then GCC Clause 39.2.7
shall apply.

39.2.4 The pricing of any Change shall, as far as

Section IV. General Conditions of Contract 127

practicable, be calculated in accordance with the

rates and prices included in the Contract. If the
nature of the Change is such that the Contract rates
and prices are inequitable, the parties to the Contract
shall agree on other specific rates to be used for
valuing the Change.

39.2.5 If before or during the preparation of the Change

Proposal it becomes apparent that the aggregate
impact of compliance with the Request for Change
Proposal and with all other Change Orders that have
already become binding upon the Supplier under this
GCC Clause 39 would be to increase or decrease the
Contract Price as originally set forth in Article 2
(Contract Price) of the Contract Agreement by more
than fifteen (15) percent, the Supplier may give a
written notice of objection to this Request for
Change Proposal prior to furnishing the Change
Proposal. If the Purchaser accepts the Supplier’s
objection, the Purchaser shall withdraw the proposed
Change and shall notify the Supplier in writing of its
acceptance.

The Supplier’s failure to so object to a Request for

Change Proposal shall neither affect its right to
object to any subsequent requested Changes or
Change Orders, nor affect its right to take into
account, when making such subsequent objection,
the percentage increase or decrease in the Contract
Price that any Change not objected to by the
Supplier represents.

39.2.6 Upon receipt of the Change Proposal, the Purchaser

and the Supplier shall mutually agree upon all
matters contained in the Change Proposal. Within
fourteen (14) days after such agreement, the
Purchaser shall, if it intends to proceed with the
Change, issue the Supplier a Change Order. If the
Purchaser is unable to reach a decision within
fourteen (14) days, it shall notify the Supplier with
details of when the Supplier can expect a decision.
If the Purchaser decides not to proceed with the
Change for whatever reason, it shall, within the said
period of fourteen (14) days, notify the Supplier
accordingly. Under such circumstances, the
Supplier shall be entitled to reimbursement of all
Section IV. General Conditions of Contract 128

costs reasonably incurred by it in the preparation of

the Change Proposal, provided that these do not
exceed the amount given by the Supplier in its
Change Estimate Proposal submitted in accordance
with GCC Clause 39.2.2.

39.2.7 If the Purchaser and the Supplier cannot reach

agreement on the price for the Change, an equitable
adjustment to the Time for Achieving Operational
Acceptance, or any other matters identified in the
Change Proposal, the Change will not be
implemented. However, this provision does not
limit the rights of either party under GCC Clause 6
(Settlement of Disputes).

39.3 Changes Originating from Supplier

If the Supplier proposes a Change pursuant to GCC

Clause 39.1.2, the Supplier shall submit to the Project
Manager a written “Application for Change Proposal,”
giving reasons for the proposed Change and including the
information specified in GCC Clause 39.2.1. Upon receipt
of the Application for Change Proposal, the parties shall
follow the procedures outlined in GCC Clauses 39.2.6 and
39.2.7. However, should the Purchaser choose not to
proceed or the Purchaser and the Supplier cannot come to
agreement on the change during any validity period that the
Supplier may specify in its Application for Change Proposal,
the Supplier shall not be entitled to recover the costs of
preparing the Application for Change Proposal, unless
subject to an agreement between the Purchaser and the
Supplier to the contrary.

40. Extension of 40.1 The time(s) for achieving Operational Acceptance specified
Time for in the Schedule of Implementation shall be extended if the
Achieving Supplier is delayed or impeded in the performance of any of
Operational its obligations under the Contract by reason of any of the
Acceptance following:

(a) any Change in the System as provided in GCC

Clause 39 (Change in the Information System);

(b) any occurrence of Force Majeure as provided in GCC

Clause 38 (Force Majeure);

(c) default of the Purchaser; or

Section IV. General Conditions of Contract 129

(d) any other matter specifically mentioned in the Contract;

by such period as shall be fair and reasonable in all the

circumstances and as shall fairly reflect the delay or
impediment sustained by the Supplier.

40.2 Except where otherwise specifically provided in the

Contract, the Supplier shall submit to the Project Manager a
notice of a claim for an extension of the time for achieving
Operational Acceptance, together with particulars of the
event or circumstance justifying such extension as soon as
reasonably practicable after the commencement of such event
or circumstance. As soon as reasonably practicable after
receipt of such notice and supporting particulars of the claim,
the Purchaser and the Supplier shall agree upon the period of
such extension. In the event that the Supplier does not
accept the Purchaser’s estimate of a fair and reasonable time
extension, the Supplier shall be entitled to refer the matter to
the provisions for the Settlement of Disputes pursuant to
GCC Clause 6.

40.3 The Supplier shall at all times use its reasonable efforts to
minimize any delay in the performance of its obligations
under the Contract.

41. Termination 41.1 Termination for Purchaser’s Convenience

41.1.1 The Purchaser may at any time terminate the

Contract for any reason by giving the Supplier a
notice of termination that refers to this GCC
Clause 41.1.

41.1.2 Upon receipt of the notice of termination under GCC

Clause 41.1.1, the Supplier shall either as soon as
reasonably practical or upon the date specified in the
notice of termination

(a) cease all further work, except for such work as

the Purchaser may specify in the notice of
termination for the sole purpose of protecting
that part of the System already executed, or any
work required to leave the site in a clean and safe
condition;

(b) terminate all subcontracts, except those to be

assigned to the Purchaser pursuant to GCC
Clause 41.1.2 (d) (ii) below;
Section IV. General Conditions of Contract 130

(c) remove all Supplier’s Equipment from the site,

repatriate the Supplier’s and its Subcontractors’
personnel from the site, remove from the site any
wreckage, rubbish, and debris of any kind;

(d) in addition, the Supplier, subject to the payment

specified in GCC Clause 41.1.3, shall

(i) deliver to the Purchaser the parts of the

System executed by the Supplier up to the
date of termination;

(ii) to the extent legally possible, assign to the

Purchaser all right, title, and benefit of the
Supplier to the System, or Subsystem, as at
the date of termination, and, as may be
required by the Purchaser, in any
subcontracts concluded between the
Supplier and its Subcontractors;

(iii) deliver to the Purchaser all nonproprietary

drawings, specifications, and other
documents prepared by the Supplier or its
Subcontractors as of the date of
termination in connection with the System.

41.1.3 In the event of termination of the Contract under

GCC Clause 41.1.1, the Purchaser shall pay to the
Supplier the following amounts:

(a) the Contract Price, properly attributable to the

parts of the System executed by the Supplier as
of the date of termination;

(b) the costs reasonably incurred by the Supplier in

the removal of the Supplier’s Equipment from
the site and in the repatriation of the Supplier’s
and its Subcontractors’ personnel;

(c) any amount to be paid by the Supplier to its

Subcontractors in connection with the
termination of any subcontracts, including any
cancellation charges;

(d) costs incurred by the Supplier in protecting the

System and leaving the site in a clean and safe
condition pursuant to GCC Clause 41.1.2 (a); and
Section IV. General Conditions of Contract 131

(e) the cost of satisfying all other obligations,

commitments, and claims that the Supplier may
in good faith have undertaken with third parties
in connection with the Contract and that are not
covered by GCC Clauses 41.1.3 (a) through (d)
above.

41.2 Termination for Supplier’s Default

41.2.1 The Purchaser, without prejudice to any other

rights or remedies it may possess, may terminate
the Contract forthwith in the following
circumstances by giving a notice of termination and
its reasons therefore to the Supplier, referring to
this GCC Clause 41.2:

(a) if the Supplier becomes bankrupt or insolvent,

has a receiving order issued against it,
compounds with its creditors, or, if the Supplier
is a corporation, a resolution is passed or order is
made for its winding up (other than a voluntary
liquidation for the purposes of amalgamation or
reconstruction), a receiver is appointed over any
part of its undertaking or assets, or if the
Supplier takes or suffers any other analogous
action in consequence of debt;

(b) if the Supplier assigns or transfers the Contract

or any right or interest therein in violation of the
provision of GCC Clause 42 (Assignment); or

(c) if the Supplier, in the judgment of the Purchaser,

has engaged in corrupt, fraudulent, collusive,
coercive or obstructive practices, in competing
for or in executing the Contract, including but
not limited to willful misrepresentation of facts
concerning ownership of Intellectual Property
Rights in, or proper authorization and/or licenses
from the owner to offer, the hardware, software,
or materials provided under this Contract.

For the purposes of this Clause:

Section IV. General Conditions of Contract 132

(i) “corrupt practice”1 is the offering, giving,

receiving or soliciting, directly or
indirectly, of anything of value to
influence improperly the actions of
another party;
(ii) “fraudulent practice”2 is any act or
omission, including a misrepresentation,
that knowingly or recklessly misleads, or
attempts to mislead, a party to obtain a
financial or other benefit or to avoid an
obligation;
(iii) “collusive practice”3 is an arrangement
between two or more parties designed to
achieve an improper purpose, including to
influence improperly the actions of
another party;
(iv) “coercive practice”4 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;
(v) “obstructive practice” is
(aa) deliberately destroying, falsifying,
altering or concealing of evidence
material to the investigation or
making false statements to
investigators in order to materially
impede a Bank investigation into
allegations of a corrupt, fraudulent,
coercive or collusive practice; and/or
threatening, harassing or intimidating
any party to prevent it from

1
“Another party” refers to a public official acting in relation to the procurement process or contract
execution]. In this context, “public official” includes World Bank staff and employees of other
organizations taking or reviewing procurement decisions.
2
A “party” refers to a public official; the terms “benefit” and “obligation” relate to the procurement process
or contract execution; and the “act or omission” is intended to influence the procurement process or contract
execution.
3
“Parties” refers to participants in the procurement process (including public officials) attempting to
establish bid prices at artificial, non competitive levels.
4
A “party” refers to a participant in the procurement process or contract execution.
Section IV. General Conditions of Contract 133

disclosing its knowledge of matters

relevant to the investigation or from
pursuing the investigation; or
(bb) acts intended to materially impede
the exercise of the Bank’s inspection
and audit rights provided for under
Sub-Clause 9.8.
41.2.2 If the Supplier:

(a) has abandoned or repudiated the Contract;

(b) has without valid reason failed to commence

work on the System promptly;

(c) persistently fails to execute the Contract in

accordance with the Contract or persistently
neglects to carry out its obligations under the
Contract without just cause;

(d) refuses or is unable to provide sufficient

Materials, Services, or labor to execute and
complete the System in the manner specified in
the Agreed and Finalized Project Plan furnished
under GCC Clause 19 at rates of progress that
give reasonable assurance to the Purchaser that
the Supplier can attain Operational Acceptance
of the System by the Time for Achieving
Operational Acceptance as extended;

then the Purchaser may, without prejudice to any

other rights it may possess under the Contract, give a
notice to the Supplier stating the nature of the
default and requiring the Supplier to remedy the
same. If the Supplier fails to remedy or to take steps
to remedy the same within fourteen (14) days of its
receipt of such notice, then the Purchaser may
terminate the Contract forthwith by giving a notice
of termination to the Supplier that refers to this GCC
Clause 41.2.

41.2.3 Upon receipt of the notice of termination under GCC

Clauses 41.2.1 or 41.2.2, the Supplier shall, either
immediately or upon such date as is specified in the
notice of termination:

(a) cease all further work, except for such work as

Section IV. General Conditions of Contract 134

the Purchaser may specify in the notice of

termination for the sole purpose of protecting
that part of the System already executed or any
work required to leave the site in a clean and safe
condition;

(b) terminate all subcontracts, except those to be

assigned to the Purchaser pursuant to GCC
Clause 41.2.3 (d) below;

(c) deliver to the Purchaser the parts of the System

executed by the Supplier up to the date of
termination;

(d) to the extent legally possible, assign to the

Purchaser all right, title and benefit of the
Supplier to the System or Subsystems as at the
date of termination, and, as may be required by
the Purchaser, in any subcontracts concluded
between the Supplier and its Subcontractors;

(e) deliver to the Purchaser all drawings,

specifications, and other documents prepared by
the Supplier or its Subcontractors as at the date
of termination in connection with the System.

41.2.4 The Purchaser may enter upon the site, expel the
Supplier, and complete the System itself or by
employing any third party. Upon completion of the
System or at such earlier date as the Purchaser thinks
appropriate, the Purchaser shall give notice to the
Supplier that such Supplier’s Equipment will be
returned to the Supplier at or near the site and shall
return such Supplier’s Equipment to the Supplier in
accordance with such notice. The Supplier shall
thereafter without delay and at its cost remove or
arrange removal of the same from the site.

41.2.5 Subject to GCC Clause 41.2.6, the Supplier shall be

entitled to be paid the Contract Price attributable to
the portion of the System executed as at the date of
termination and the costs, if any, incurred in
protecting the System and in leaving the site in a
clean and safe condition pursuant to GCC
Clause 41.2.3 (a). Any sums due the Purchaser from
the Supplier accruing prior to the date of termination
shall be deducted from the amount to be paid to the
Section IV. General Conditions of Contract 135

Supplier under this Contract.

41.2.6 If the Purchaser completes the System, the cost of

completing the System by the Purchaser shall be
determined. If the sum that the Supplier is entitled
to be paid, pursuant to GCC Clause 41.2.5, plus the
reasonable costs incurred by the Purchaser in
completing the System, exceeds the Contract Price,
the Supplier shall be liable for such excess. If such
excess is greater than the sums due the Supplier
under GCC Clause 41.2.5, the Supplier shall pay the
balance to the Purchaser, and if such excess is less
than the sums due the Supplier under GCC
Clause 41.2.5, the Purchaser shall pay the balance to
the Supplier. The Purchaser and the Supplier shall
agree, in writing, on the computation described
above and the manner in which any sums shall be
paid.

41.3 Termination by Supplier

41.3.1 If:

(a) the Purchaser has failed to pay the Supplier any

sum due under the Contract within the specified
period, has failed to approve any invoice or
supporting documents without just cause
pursuant to the SCC, or commits a substantial
breach of the Contract, the Supplier may give a
notice to the Purchaser that requires payment of
such sum, with interest on this sum as stipulated
in GCC Clause 12.3, requires approval of such
invoice or supporting documents, or specifies the
breach and requires the Purchaser to remedy the
same, as the case may be. If the Purchaser fails
to pay such sum together with such interest, fails
to approve such invoice or supporting documents
or give its reasons for withholding such
approval, fails to remedy the breach or take steps
to remedy the breach within fourteen (14) days
after receipt of the Supplier’s notice; or

(b) the Supplier is unable to carry out any of its

obligations under the Contract for any reason
attributable to the Purchaser, including but not
limited to the Purchaser’s failure to provide
Section IV. General Conditions of Contract 136

possession of or access to the site or other areas

or failure to obtain any governmental permit
necessary for the execution and/or completion of
the System;

then the Supplier may give a notice to the Purchaser

of such events, and if the Purchaser has failed to pay
the outstanding sum, to approve the invoice or
supporting documents, to give its reasons for
withholding such approval, or to remedy the breach
within twenty-eight (28) days of such notice, or if
the Supplier is still unable to carry out any of its
obligations under the Contract for any reason
attributable to the Purchaser within twenty-eight (28)
days of the said notice, the Supplier may by a further
notice to the Purchaser referring to this GCC
Clause 41.3.1, forthwith terminate the Contract.

41.3.2 The Supplier may terminate the Contract

immediately by giving a notice to the Purchaser to
that effect, referring to this GCC Clause 41.3.2, if
the Purchaser becomes bankrupt or insolvent, has a
receiving order issued against it, compounds with its
creditors, or, being a corporation, if a resolution is
passed or order is made for its winding up (other
than a voluntary liquidation for the purposes of
amalgamation or reconstruction), a receiver is
appointed over any part of its undertaking or assets,
or if the Purchaser takes or suffers any other
analogous action in consequence of debt.

41.3.3 If the Contract is terminated under GCC

Clauses 41.3.1 or 41.3.2, then the Supplier shall
immediately:

(a) cease all further work, except for such work as

may be necessary for the purpose of protecting
that part of the System already executed, or any
work required to leave the site in a clean and
safe condition;

(b) terminate all subcontracts, except those to be

assigned to the Purchaser pursuant to
Clause 41.3.3 (d) (ii);

(c) remove all Supplier’s Equipment from the site

and repatriate the Supplier’s and its
Section IV. General Conditions of Contract 137

Subcontractor’s personnel from the site.

(d) In addition, the Supplier, subject to the payment

specified in GCC Clause 41.3.4, shall:

(i) deliver to the Purchaser the parts of the

System executed by the Supplier up to the
date of termination;

(ii) to the extent legally possible, assign to the

Purchaser all right, title, and benefit of the
Supplier to the System, or Subsystems, as
of the date of termination, and, as may be
required by the Purchaser, in any
subcontracts concluded between the
Supplier and its Subcontractors;

(iii) to the extent legally possible, deliver to the

Purchaser all drawings, specifications, and
other documents prepared by the Supplier
or its Subcontractors as of the date of
termination in connection with the System.

41.3.4 If the Contract is terminated under GCC

Clauses 41.3.1 or 41.3.2, the Purchaser shall pay to
the Supplier all payments specified in GCC
Clause 41.1.3, and reasonable compensation for all
loss, except for loss of profit, or damage sustained
by the Supplier arising out of, in connection with, or
in consequence of such termination.

41.3.5 Termination by the Supplier pursuant to this GCC

Clause 41.3 is without prejudice to any other rights
or remedies of the Supplier that may be exercised in
lieu of or in addition to rights conferred by GCC
Clause 41.3.

41.4 In this GCC Clause 41, the expression “portion of the

System executed” shall include all work executed, Services
provided, and all Information Technologies, or other Goods
acquired (or subject to a legally binding obligation to
purchase) by the Supplier and used or intended to be used for
the purpose of the System, up to and including the date of
termination.

41.5 In this GCC Clause 41, in calculating any monies due from
the Purchaser to the Supplier, account shall be taken of any
Section IV. General Conditions of Contract 138

sum previously paid by the Purchaser to the Supplier under

the Contract, including any advance payment paid pursuant
to the SCC.

42. Assignment 42.l Neither the Purchaser nor the Supplier shall, without the
express prior written consent of the other, assign to any third
party the Contract or any part thereof, or any right, benefit,
obligation, or interest therein or thereunder, except that the
Supplier shall be entitled to assign either absolutely or by
way of charge any monies due and payable to it or that may
become due and payable to it under the Contract.
 139

SECTION V. SPECIAL CONDITIONS OF CONTRACT (SCC)

Section V. Special Conditions of Contract 140

Table of Clauses

A. Contract and Interpretation .........................................................................................142

1. Definitions (GCC Clause 1) ....................................................................................142
2. Contract Documents (GCC Clause 2) .....................................................................142
3. Interpretation (GCC Clause 3) ................................................................................142
4. Notices (GCC Clause 4)..........................................................................................143
5. Governing Law (GCC Clause 5) .............................................................................143
6. Settlement of Disputes (GCC Clause 6) .................................................................143
B. Subject Matter of Contract ...........................................................................................144
7. Scope of the System (GCC Clause 7) .....................................................................144
8. Time for Commencement and Operational Acceptance (GCC Clause 8) ..............144
9. Supplier’s Responsibilities (GCC Clause 9) ...........................................................144
10. Purchaser’s Responsibilities (GCC Clause 10).......................................................144
C. Payment...........................................................................................................................144
11. Contract Price (GCC Clause 11) .............................................................................145
12. Terms of Payment (GCC Clause 12) ......................................................................145
13. Securities (GCC Clause 13) ....................................................................................146
14. Taxes and Duties (GCC Clause 14) ........................................................................146
D. Intellectual Property ......................................................................................................147
15. Copyright (GCC Clause 15) ....................................................................................147
16. Software License Agreements (GCC Clause 16) ....................................................148
17. Confidential Information (GCC Clause 17) ............................................................149
E. Supply, Installation, Testing, Commissioning, and Acceptance of the System ........149
18. Representatives (GCC Clause 18) ..........................................................................149
19. Project Plan (GCC Clause 19) ................................................................................149
20. Subcontracting (GCC Clause 20)............................................................................151
21. Design and Engineering (GCC Clause 21) .............................................................151
22. Procurement, Delivery, and Transport (GCC Clause 22) .......................................153
23. Product Upgrades (GCC Clause 23) .......................................................................153
24. Implementation, Installation, and Other Services (GCC Clause 24) ......................153
25. Inspections and Tests (GCC Clause 25) .................................................................153
26. Installation of the System (GCC Clause 26) ...........................................................153
27. Commissioning and Operational Acceptance (GCC Clause 27) ............................153
F. Guarantees and Liabilities .............................................................................................154
28. Operational Acceptance Time Guarantee (GCC Clause 28)...................................154
29. Defect Liability (GCC Clause 29)...........................................................................154
30. Functional Guarantees (GCC Clause 30) ................................................................154
31. Intellectual Property Rights Warranty (GCC Clause 31) ........................................155
32. Intellectual Property Rights Indemnity (GCC Clause 32).......................................155
Section V. Special Conditions of Contract 141

33. Limitation of Liability (GCC Clause 33) ................................................................155

G. Risk Distribution ............................................................................................................155
34. Transfer of Ownership (GCC Clause 34) ...............................................................155
35. Care of the System (GCC Clause 35) .....................................................................156
36. Loss of or Damage to Property; Accident or Injury to Workers; Indemnification
(GCC Clause 36) .....................................................................................................156
37. Insurances (GCC Clause 37) ...................................................................................156
38. Force Majeure (GCC Clause 38) ............................................................................156
H. Change in Contract Elements .......................................................................................156
39. Changes to the System (GCC Clause 39) ...............................................................156
40. Extension of Time for Achieving Operational Acceptance (GCC Clause 40) .......157
41. Termination (GCC Clause 41) ................................................................................157
42. Assignment (GCC Clause 42) .................................................................................157
Section V. Special Conditions of Contract 142

Special Conditions of Contract

The following Special Conditions of Contract (SCC) shall supplement or amend the General
Conditions of Contract (GCC). Whenever there is a conflict, the provisions of the SCC shall
prevail over those in the General Conditions of Contract. For the purposes of clarity, any
referenced GCC clause numbers are indicated in the left column of the SCC.

A. CONTRACT AND INTERPRETATION

1. Definitions (GCC Clause 1)

GCC 1.1 (a) (ix) The applicable edition of the Procurement Guidelines is dated:
Procurement of Goods, Works, and Non-Consulting Services under
IBRD Loans and IDA Credits & Grants January 2011 Revised July 2014

GCC 1.1 (b) (i) The Purchaser is: Ministry of Communications of the Republic of
Ghana
GCC 1.1 (b) (ii) The Project Manager is: MoC and Cabinet will separately appoint its
own within 14 days of contract effective date.
GCC 1.1 (e) (i) The Purchaser’s Country is: The Republic of Ghana.

GCC 1.1 (e) (iii) The Project Site(s) is/are: as specified in the Implementation Schedule
in the Technical Requirements Section.

GCC 1.1 (e) (x) The Contract period shall be 6 months and shall continue in force until
the Information System and all the Services have been provided unless
the Contract is terminated earlier in accordance with the terms set out in
this Contract.

GCC 1.1. (e) (xii) The Post-Warranty Services Period is 0 (zero) months starting with the
completion of the Warranty Period.

2. Contract Documents (GCC Clause 2)

GCC 2 There are no Special Conditions of Contract applicable to GCC
Clause 2.

3. Interpretation (GCC Clause 3)

GCC 3.1.1 The language of the Contract, all correspondence and communications to
Section V. Special Conditions of Contract 143

be given, and all other documentation to be prepared and supplied under

the Contract not otherwise specified in the Technical Requirements shall
be English.

4. Notices (GCC Clause 4)

GCC 4.3 Notices shall be addressed to the persons identified in the Contract by the
Purchaser and by the Supplier to receive notices.
Notices shall be delivered to the above-named persons at postal, personal
delivery, facsimile and electronic mail addresses provided in the
Contract.
For Electronic Data Interchange (EDI) the Purchaser and Supplier will
use standards, protocols, addresses, and procedures spelled out in The
Republic of Ghana e-GIF. A complete e-GIF document can be obtained
from NITA. Bidders may also download copies of the e-GIF Policy from
http://www.moc.gov.gh/moc/files/E-GIF/Ghana%20e-
GIF%20Policy.pdf.

The eGIF Technical Standards are also available at

http://www.moc.gov.gh/moc/files/E-
GIF/Technical%20Standards%20Catalogue.pdf.

5. Governing Law (GCC Clause 5)

GCC 5.1 The Contract shall be interpreted in accordance with the laws of: The
Republic of Ghana.

6. Settlement of Disputes (GCC Clause 6)

GCC 6.1.4 If the Supplier is foreign, the Appointing Authority for the Adjudicator is:
London Court of International Arbitration.

If the Supplier is a national of the Republic of Ghana, the Contract shall

be referred to adjudication or arbitration in Ghana under the Ghana
Arbitration Act.

GCC 6.2.3 If the Supplier is foreign (including a Joint Venture when at least one
partner is foreign): Arbitration proceedings shall be conducted in
accordance with the rules of arbitration of UNCITRAL. These rules, in
the version in force at the time of the request for arbitration, will be
Section V. Special Conditions of Contract 144

deemed to form part of this Contract.

If the Supplier is a national of the Republic of Ghana: Any dispute
between the Purchaser and a Supplier arising in connection with the
present Contract shall be referred to adjudication or arbitration in Ghana
under the Ghana Arbitration Act.

B. SUBJECT MATTER OF CONTRACT

7. Scope of the System (GCC Clause 7)

GCC 7.3 The Supplier’s obligations under the Contract will include the following
recurrent cost items, as identified in the Recurrent Cost tables in the
Supplier’s Bid:
Supply and Installation/Warranty period costs are inclusive of all
recurrent cost items for a period of 3 years.

8. Time for Commencement and Operational Acceptance (GCC Clause 8)

GCC 8.1 The Supplier shall commence work on the System within: Fourteen (14)
days from the Effective Date of the Contract.

GCC 8.2 Operational Acceptance will occur on or before: 5 months from the
Effective Date of the Contract.

9. Supplier’s Responsibilities (GCC Clause 9)

GCC 9.9 The Supplier shall have the following additional responsibilities: none.

10. Purchaser’s Responsibilities (GCC Clause 10)

GCC 10.12 The Purchaser shall have the following additional responsibilities: none.
Section V. Special Conditions of Contract 145

C. PAYMENT

11. Contract Price (GCC Clause 11)

GCC 11.2 (b) Adjustments to the Contract Price shall be as follows: none.

12. Terms of Payment (GCC Clause 12)

GCC 12.1 Subject to the provisions of GCC Clause 12 (Terms of Payment), the
Purchaser shall pay the Contract Price to the Supplier according
to the categories and in the manner specified below. Only the
categories Advance Payment and Complete System Integration
relate to the entire Contract Price. In other payment categories,
the term "total Contract Price" means the total cost of goods or
services under the specific payment category. Within each such
category, the Contract Implementation Schedule may trigger pro-
rata payments for the portion of the total Contract Price for the
category corresponding to the goods or services actually
Delivered, Installed, or Operationally Accepted.

(a) Advance Payment:

Ten percent (10%) of the entire Contract Price, exclusive of all

Recurrent Costs, shall be paid against receipt of a claim
accompanied by the Advance Payment Security specified in
GCC Clause 13.2. All subsequent invoices as detailed in clauses
(b) and (c) below shall include a 10% reduction to cover the
advance payment.

(b) Information Technologies, Materials, and other Goods (if any),

with the exception of Custom Software and Custom Materials:

One hundred percent (100%) of the same price against server or

other equipment installation, if any, and Operational Acceptance
of the eMoC and eCabinet

(c) Custom Software and Custom Materials:

One hundred percent (100%) of the total or pro-rata Contract

Price for this category against Operational Acceptance of the
eMoC and eCabinet application

(d) Recurrent Costs:

One hundred percent (100%) of the price of the services actually

delivered will be paid monthly in arrears, on submission and
Section V. Special Conditions of Contract 146

Purchaser’s approval of invoices.

GCC 12.3 The Purchaser shall pay to the Supplier interest on the delayed payments
at a rate of: LIBOR plus 1% on the due date of the delayed
payments. A delayed payment is one which has not been paid
within 45 days from the receipt and acceptance by the Purchaser of
the invoice and any supporting documentation specified in the
Contract.

GCC 12.4 For Goods and Services supplied locally, the Purchaser will pay the
Supplier in any freely convertible currency

GCC 12.5 Payment for Goods supplied from outside the Purchaser’s Country shall
be in the form of a Letter of Credit as specified in GCC 12.5.

13. Securities (GCC Clause 13)

GCC 13.2.1 The Supplier shall provide within twenty-eight (28) days of the
notification of Contract award an Advance Payment Security in the
amount and currency of the Advance Payment specified in SCC for
GCC Clause 12.1 above.
GCC 13.2.2 The reduction in value and expiration of the Advance Payment Security
are calculated as follows: [state, for example:
“P*a/(100-a), where “P” is the sum of all payments effected
so far to the Supplier (excluding the Advance Payment), and
“a” is the Advance Payment expressed as a percentage of the
Contract Price pursuant to the SCC for GCC 12.1.”
GCC 13.3.1 The Performance Security shall be denominated in the currency of the
contract for an amount equal to Ten (10%) percent of the Contract
Price, excluding any Recurrent Costs.
GCC 13.3.4 During the Warranty Period (i.e., after Operational Acceptance of the
System), the Performance Security shall be reduced to Two (2%)
percent of the Contract Price, excluding any Recurrent Costs.

14. Taxes and Duties (GCC Clause 14)

GCC 14 There are no Special Conditions of Contract applicable to GCC
Clause 14.
Section V. Special Conditions of Contract 147

D. INTELLECTUAL PROPERTY

15. Copyright (GCC Clause 15)

GCC 15.3 The Purchaser may assign, license, or otherwise voluntarily transfer its
contractual rights to use the Standard Software or elements of the
Standard Software, without the Supplier’s prior written consent, under
the following circumstances: The Purchaser may license or sublicense
Standard Software or elements of the Standard Software to any
Ministry or department of the Government of Ghana or to an entity
owned or controlled by the Government of Ghana (including a joint
venture).
GCC 15.4 The Purchaser’s and Supplier’s rights and obligations with respect to
Custom Software or elements of the Custom Software are as follows:
Purchaser retains all Intellectual Property Rights to Custom
Software. Supplier’s rights to use of such software are limited to
support for the Purchaser. Supplier’s use for other applications is
subject to prior specific agreement with Purchaser on terms and
conditions.
The Purchaser’s and Supplier’s rights and obligations with respect
to Custom Materials or elements of the Custom Materials are as
follows: Purchaser retains all rights to Custom Materials.
Supplier’s rights to use of such materials are limited to support for
the Purchaser. Supplier’s use for other applications is subject to
prior specific agreement with Purchaser on terms and conditions.
Custom Software and Custom Materials will only be fully identified
after Supplier completes and Purchaser approves the System
Design. Appendix 5 referred to in GCC 15.4 shall be completed and
the related Intellectual Property Rights shall be vested in the
Purchaser at that time.
GCC 15.5 The Source Code for the Custom Software and such other Software
as the Purchaser and the Supplier shall agree (the “Escrowed Source
Code”) shall be maintained in escrow with a reputed, independent
provider of escrow services (“Third-Party Escrow Provider”),
mutually designated and appointed under a separate Escrow
Agreement. The Supplier shall begin submitting the Escrowed
Source Code to the Third-Party Escrow Provider within 120 days of
the Effective Date or sixty (60) days after completion of such
Escrowed Source Code. The Supplier shall submit updates to the
Escrowed Source Code to the Third-Party Escrow Provider within
thirty (30) days of any material modification, upgrade or new release
Section V. Special Conditions of Contract 148

of the Software for which Source Code is to be escrowed. The Third-

Party Escrow Provider will be retained to conduct a test of the
Escrowed Source Code to determine that it is a complete and
accurate embodiment of the Software used by the Supplier in
providing the Services. The Escrow Agreement shall contain the
conditions for release of the Escrowed Source Code to the Purchaser.
The Escrow Agreement shall be in effect until such time as it is
terminated by written mutual consent of the Purchaser and
Supplier. All fees to be paid to the Third-Party Escrow Provider
shall be borne by the Supplier.
Unless otherwise agreed by the Supplier and the Purchaser, the
Purchaser shall have the right to request that the Escrowed Source
Code be released from escrow to the Purchaser if the Supplier fails to
maintain the Software that is in escrow or is no longer under any
obligation to do so.

16. Software License Agreements (GCC Clause 16)

GCC 16.1 (a) The Standard Software license shall be valid throughout the territory of
(iii) the Purchaser’s Country.

GCC 16.1 (a) (iv) Use of the software shall be subject to the following additional
restrictions: System to be used by no more than 350 users at any one
time and that if that figure is exceeded then additional license fees
are payable to the Supplier by the Purchaser.
GCC 16.1 (b) (ii) The Software license shall permit the Software to be used or copied for
use or transferred to a replacement computer provided the replacement
computer falls within approximately the same class of machine and
maintains approximately the same number of users, if a multi-user
machine.

GCC 16.1 (b) The Software license shall permit the Software to be disclosed to and
(vi) reproduced for use (including a valid sublicense) by support service
suppliers or their subcontractors, exclusively for such suppliers or
subcontractors in the performance of their support service contracts.
GCC 16.1 (b) No Special Conditions apply to this Clause.
(vii)
GCC 16.2 The Supplier’s right to audit the Standard Software will be subject to the
following terms:
The Purchaser will allow, under a pre-specified procedure and
solely for the purpose of auditing the Standard Software, execution
of embedded software functions under Supplier’s control, and
Section V. Special Conditions of Contract 149

unencumbered transmission of resulting information on software

usage.

The Supplier will not include programming in Software that

restricts and/or limits access to certain features, functionality or
capacity of such Software subject to the Purchaser making
payments or for other self-help or retaliatory purposes.

17. Confidential Information (GCC Clause 17)

GCC 17.1 There are no modifications to the confidentiality terms expressed in
GCC Clause 17.1.
GCC 17.7 The provisions of this GCC Clause 17 shall survive the termination, for
whatever reason, of the Contract for in perpetuity.

E. SUPPLY, INSTALLATION, TESTING, COMMISSIONING, AND

ACCEPTANCE OF THE SYSTEM

18. Representatives (GCC Clause 18)

GCC 18.1 The Purchaser’s Project Manager shall have the following additional
powers and / or limitations to his or her authority to represent the
Purchaser in matters relating to the Contract no additional powers or
limitations.

GCC 18.2.2 The Supplier’s Representative shall have the following additional
powers and / or limitations to his or her authority to represent the
Supplier in matters relating to the Contract no additional powers or
limitations.

19. Project Plan (GCC Clause 19)

GCC 19.1 Chapters in the Project Plan shall address the following subject: [ for
example, specify:
1 Project Organization and Management Sub-Plan including
Task, Time, and Resource Schedules, Problem Identification,
Escalation and Resolution Mechanisms, and Quality
Assurance Arrangements
Section V. Special Conditions of Contract 150

2 Change Management and Communication Sub-Plan

3 Software Design and Development Sub-Plan, including
System Development Lifecycle (SDLC) Methodology,
configuration, customization and development of software
and applications
4 Delivery and Installation Sub-Plan
5 System Integration Sub-Plan, including Structured
Implementation Approach for Pilot and Production
implementation detailing, at minimum:
i. the proposed production implementation schedule,
ii. Scope of Pilot activities,
iii. system functionality to be included in each
implementation phase,
iv. system testing
v. evaluation criteria that will be used to determine the
project's readiness for implementation of each of the
project's components
vi. and advantages and disadvantages of the proposed
implementation strategy and approach.
6 Inspection, Pre-commissioning and Operational Acceptance
Testing Sub-Plan, and Documentation
7 Warranty Service and Technical Support Sub-Plan
8 The Bidder’s assessment of the major responsibilities of the
Purchaser and any other involved third parties in System
supply and installation, as well as the Bidder’s proposed
means for coordinating activities by each of the involved
parties to avoid delays or interference.

GCC 19.2 Within thirty (30) days from the Effective Date of the Contract, the
Supplier shall present a Project Plan to the Purchaser. The Purchaser
shall, within fourteen (14) days of receipt of the Project Plan, notify the
Supplier of any respects in which it considers that the Project Plan does
not adequately ensure that the proposed program of work, proposed
methods, and/or proposed Information Technologies will satisfy the
Technical Requirements and/or the SCC (in this Clause 19.2 called “non-
conformities” below). The Supplier shall, within five (5) days of receipt
of such notification, correct the Project Plan and resubmit to the
Purchaser. The Purchaser shall, within five (5) days of resubmission of
Section V. Special Conditions of Contract 151

the Project Plan, notify the Supplier of any remaining non-conformities.

This procedure shall be repeated as necessary until the Project Plan is
free from non-conformities. When the Project Plan is free from non-
conformities, the Purchaser shall provide confirmation in writing to the
Supplier. This approved Project Plan (“the Agreed and Finalized Project
Plan”) shall be contractually binding on the Purchaser and the Supplier.

GCC 19.5 The Supplier shall submit to the Purchaser the following reports:
(a) Monthly (Quarterly) progress reports, summarizing:
(i) results accomplished during the prior period;
(ii) cumulative deviations to date from schedule of
progress milestones as specified in the Agreed and
Finalized Project Plan;
(iii) corrective actions to be taken to return to planned
schedule of progress; proposed revisions to
planned schedule;
(iv) other issues and outstanding problems; proposed
actions to be taken;
(v) resources that the Supplier expects to be provided
by the Purchaser and/or actions to be taken by the
Purchaser in the next reporting period;
(vi) other issues or potential problems the Supplier
foresees that could impact on project progress
and/or effectiveness.
(b) inspection and quality assurance reports
(c) monthly log of service calls and problem resolutions

20. Subcontracting (GCC Clause 20)

GCC 20 There are no Special Conditions of Contract applicable to GCC
Clause 20.

21. Design and Engineering (GCC Clause 21)

GCC 21.2 The Contract shall be executed in accordance with the edition or the
revised version of all referenced codes and standards current at the date
thirty (30) days before bid submission.
Section V. Special Conditions of Contract 152

GCC 21.3.1 The Supplier shall prepare and furnish to the Project Manager the
following documents for which the Supplier must obtain the Project
Manager’s approval before proceeding with work on the System or any
Subsystem covered by the documents.
1. Project Management Plan

(1a) Communication and Change Management Sub-Plan

2. Detailed eMoC and eCabinet Technical Design/Study

3. Implementation/Installation Plan

(3a) eMoC and eCabinet Software and Components Unit Test

Sub-Plan

(3b) eMoC and eCabinet System Integration Test Sub-Plan

(3c) eMoC and eCabinet System Integration Test Scripts

(3d) eMoC and eCabinet Acceptance Test Sub-Plan

(3e) eMoC and eCabinet Acceptance Test Scripts

(3f) Change Control Plan

(3g) Network Management & Helpdesk Implementation Plan

(3h) RISK Mitigation Plan

(3i) Backup & Restore / Continuity of Operations Plan

(3j) Migration Plan

4. eMoC and eCabinet Implementation and Recommendations

Report

(4a) eMoC and eCabinet Software and Components Unit Test

Results

(4b) eMoC and eCabinet System Integration Test Results

(4c) eMoC and eCabinet Acceptance Test Results

(4d) Sustainability Plan

5. eMoC and eCabinet Documentation

Section V. Special Conditions of Contract 153

22. Procurement, Delivery, and Transport (GCC Clause 22)

GCC 22.4.3 The Supplier shall be free to use transportation through carriers
registered in any eligible country and shall obtain insurance from any
eligible source country.

GCC 22.5 The Supplier shall provide the Purchaser with shipping and other
documents.

23. Product Upgrades (GCC Clause 23)

GCC 23.4 The Supplier shall provide the Purchaser: with all new versions,
releases, and updates to all Standard Software during the Warranty
Period, at no charge.

24. Implementation, Installation, and Other Services (GCC Clause 24)

GCC 24 There are no Special Conditions of Contract applicable to GCC
Clause 24.

25. Inspections and Tests (GCC Clause 25)

GCC 25 There are no Special Conditions of Contract applicable to GCC
Clause 25.

26. Installation of the System (GCC Clause 26)

GCC 26 There are no Special Conditions of Contract applicable to GCC
Clause 26.

27. Commissioning and Operational Acceptance (GCC Clause 27)

GCC 27.2.1 Operational Acceptance Testing shall be conducted in accordance with
the required procedures specified in Section D of the Technical
Requirements and the Agreed and Finalized Project Plan.

GCC 27.2.2 If the Operational Acceptance Test of the System, or Subsystem(s),

cannot be successfully completed within sixty (60) days from the date of
Installation or any other period agreed upon by the Purchaser and the
Supplier, then GCC Clause 27.3.5 (a) or (b) shall apply, as the
Section V. Special Conditions of Contract 154

circumstances may dictate.

F. GUARANTEES AND LIABILITIES

28. Operational Acceptance Time Guarantee (GCC Clause 28)

GCC 28.2 Liquidated damages shall be assessed at 0.5% (one-half percent) of the
Contract Price per week. The maximum liquidated damages are 10%
(ten percent) of the Contract Price, or relevant part of the Contract Price
if the liquidated damages apply to a Subsystem.

GCC 28.3 Liquidated damages shall be assessed only with respect to achieving
Operational Acceptance.

29. Defect Liability (GCC Clause 29)

GCC 29.1 For Software, exceptions or limitations to the Supplier’s warranty
obligations shall be as follows: None
GCC 29.3 (iii) The Supplier warrants that the following items have been released to the
market for the following specific minimum time periods: No specific
minimum time requirements are established for this Contract other than
that the Information Technologies must have been previously released to
the market.

GCC 29.4 The Warranty Period (N) for Servers (if any) and Software shall begin
from the date of Operational Acceptance of the System and extend for
twenty-four (24) months.

GCC 29.10 The Contract will include a schedule mutually developed by the
Purchaser and Supplier indicating allowable response times for
defect and damage remedial measures for the various categories of
problems that can occur during the Warranty Period.

30. Functional Guarantees (GCC Clause 30)

GCC 30 If, for reasons attributable to the Supplier, the System does not
conform to the Technical Requirements or does not conform to all
other aspects of the Contract, including meeting the Minimum
Performance Requirements, the Supplier shall at its cost and
expense and as promptly as possible make changes, modifications,
Section V. Special Conditions of Contract 155

and/or additions to the System as may be necessary to conform to

the Technical Requirement and meet all functional and performance
standards.

31. Intellectual Property Rights Warranty (GCC Clause 31)

GCC 31 There are no Special Conditions of Contract applicable to GCC
Clause 31.

32. Intellectual Property Rights Indemnity (GCC Clause 32)

GCC 32 The Supplier shall indemnify, hold harmless and, at the election of
Purchaser, defend, the Purchaser and its employees and officers
from and against any and all losses, liabilities, and costs (including
losses, liabilities, and costs incurred in defending a claim alleging
such a liability), that the Purchaser or its employees or officers may
suffer as a result of any infringement or alleged infringement of any
Intellectual Property Rights by reason of:

(a) installation of the System by the Supplier or the use of the

System, including the Materials, in the country where the site is
located;

(b) copying of the Software and Materials provided the Supplier in

accordance with the Agreement; and

(c) sale or use of the products or data produced by the System in any
country, except to the extent that such losses, liabilities, and costs
arise as a result of the Purchaser’s breach of GCC Clause 32.2.

33. Limitation of Liability (GCC Clause 33)

GCC 33 There are no Special Conditions of Contract applicable to GCC
Clause 33.

G. RISK DISTRIBUTION

34. Transfer of Ownership (GCC Clause 34)

GCC 34 Ownership of the Information Technology and Goods shall remain
Section V. Special Conditions of Contract 156

with the Supplier until Operation Acceptance by the Purchaser at

which time it shall transfer to the Purchaser.

35. Care of the System (GCC Clause 35)

GCC 35 There are no Special Conditions of Contract applicable to GCC
Clause 35.

36. Loss of or Damage to Property; Accident or Injury to Workers; Indemnification

(GCC Clause 36)
GCC 36 There are no Special Conditions of Contract applicable to GCC
Clause 36.

37. Insurances (GCC Clause 37)

GCC 37.1 (c) The Supplier shall obtain Third-Party Liability Insurance in an amount
of equal to the cost of the bid with deductible limits of no more than US
Dollars 10,000. The insured Parties shall be the Purchaser. The
Insurance shall cover the period from the date of Contract
Effectiveness until the date of Operational Acceptance of the System.

GCC 37.1 (e) There are no Special Conditions of Contract applicable to GCC
Clause 37.1 (e).

38. Force Majeure (GCC Clause 38)

GCC 38 There are no Special Conditions of Contract applicable to GCC
Clause 38.

H. CHANGE IN CONTRACT ELEMENTS

39. Changes to the System (GCC Clause 39)

GCC 39 If the Purchaser and the Supplier cannot reach agreement on the
price for the Change, an equitable adjustment to the Time for
Achieving Operational Acceptance, or any other matters identified
in the Change Proposal, the disagreement will, at the election of
either party, be resolved in accordance with GCC Clause 6
Section V. Special Conditions of Contract 157

(Settlement of Disputes).

40. Extension of Time for Achieving Operational Acceptance (GCC Clause 40)
GCC 40 There are no Special Conditions of Contract applicable to GCC
Clause 40.

41. Termination (GCC Clause 41)

GCC 41 There are no Special Conditions of Contract applicable to GCC
Clause 41.

42. Assignment (GCC Clause 42)

GCC 42 Add the following to the end of GCC 42.1:

“Provided, however, that the Purchaser may assign the Contract to

any Ministry or department of the Government of Ghana or to an
entity owned or controlled by the Government (including a joint
venture).”
 159

SECTION VI. TECHNICAL REQUIREMENTS (INCLUDING

IMPLEMENTATION SCHEDULE)
Section VI. Technical Requirements 160

Table of Contents: Technical Requirements

A. Background ....................................................................................................................161
0.1 The Purchaser..........................................................................................................161
Implementation Schedule Table.......................................................................................202
System Inventory Table (Supply and Installation Cost Items) [ insert: identifying
number ] ..................................................................................................................204
System Inventory Table (Recurrent Cost Items) [ insert: identifying number ] ............205
Site Table(s) .....................................................................................................................207
Table of Holidays and Other Non-Working Days ...........................................................208
F. Required Format of Technical Bids ..............................................................................209
5.1 Description of Information Technologies, Materials, Other Goods, and Services .209
5.2 Preliminary Project Plan ........................................... Error! Bookmark not defined.
G. Technical Responsiveness Checklist.............................................................................213
Technical Responsiveness Checklist ...............................................................................213
H. Attachments ....................................................................................................................214
Attachment 1. MoC’s Organizational Structures and ICT UseError! Bookmark not defined.
Section VI. Technical Requirements 161

Technical Requirements

A. BACKGROUND
0.1 The Purchaser

The Ministry of Communications (MoC) is responsible for developing policies that will
integrate information communication technologies and public information systems and also
harness the full potential of resources for effective communication. The ministry also
implements and monitors Ghana Government mandated policies to promote an Information
and Knowledge oriented society and economy.

The functional departments of the MoC are:

• General Administration

• Finance and Administration

• Human Resource Management and Development

• Policy, Planning, Monitoring and Evaluation

• Research, Statistics and Information Management

• Information Technology

• Internal Audit
The following agencies and departments are bodies under the MoC that assist with the
implementation of policies related to operational and regulatory framework of the Sector:

• Postal and Courier Services Regulatory Commission (PCSRC)

• Ghana Meteorological Agency (GMet);

• Ghana-India Kofi Annan Centre of Excellence in ICT (AITI-KACE):

• National Information Technology Agency (NITA)

• Data Protection Commission (DPC)

• National Communications Authority (NCA)

• Ghana Investment Fund for Electronic Communications (GIFEC)

• Ghana Post Company Limited (GPCL)

Section VI. Technical Requirements 162

The MoC seeks the services of a technology company with the requisite solutions and skills
to help implement e-MoC strategy. This defines the technical requirements for the
implementation of the e-MoC.

1. MoC Registry Automation Technical Requirements

The MoC Registry - The Registry of the Ministry of Communications is considered to be the
focal point for external collaboration with other organisations with respect to written
communication and documentation. The Ministry cannot function effectively without the
Registry, which controls the storage and management of records.
The Ministry requires an electronic Registry system that:

• Is efficient to ensure records are better organised and located, therefore

making them quickly retrievable, document tracking, facilitating ease of
reference, eradicating staff frustrations and increasing productivity.

• Staff at the Registry have ready access to all necessary records.

• Ensures preservation of important state records and guarantees the

security and integrity of the records.

i. The Ministry of Communication is seeking the services of vendor who have

successfully deployed Enterprise Content Management (ECM) systems for
government Agencies to design, build and deploy a system to automate the operation
of the Registry.

ii. Registry Automation - the vendor shall automate the functions of the Ministry’s
Registry to:
• Receive, record and distribute incoming and internally created mail of all
kinds (such as letters, emails, memoranda and faxes);

• Open and index files, attach relevant papers and pass the files to action
officers;

• Build up and control all officially registered files and other

documentation in their care, so that they can be produced quickly by
means of effective indexing, classification and tracking procedures;

• Know the location of all officially registered files in their care and be able
to produce them quickly, by means of effective indexing, classification
and tracking procedures;
Section VI. Technical Requirements 163

• Provide storage, repository and reference services for all officially

registered files and other documentation in their care;

• Record and arrange for the efficient and timely dispatch of all
correspondence produced by the officers they serve; and

• Review and dispose of all inactive files or other records in accordance

with the government’s archives regulations/policies.

iii. Integration with the Ministry’s Messaging & Collaboration system - the electronic
registry system shall be designed and built to integrate seamlessly with the Ministry’s
messaging and collaboration portal. The system must be built as a key component of
the messaging and collaboration portal, enabling Registry staff to have a single
access to other application functions.

iv. Compliance with Civil Service policies and procedures on Registry administration -
The system shall be designed and built to support any existing civil service policies
on registry administration.
• The system shall support all files, including files considered to be active,
semi-active and closed files. It is important, however, that Registry know
how and when to shift files on to a Records Centre.

• The Records Centre provides a storage and retrieval service for semi-
current records. Semi-current records are records that are no longer
needed for day-to-day use but must be kept because they may need to be
referred to occasionally or because they have a continuing
administrative, legal and financial value.

v. Correspondence Management - shall be a key component and an integral part of the

Registry automation.
• The system shall include a Correspondence Management system that
enables Registry staff to deal promptly and accurately with many
different kinds of correspondence. This include incoming and outgoing
correspondence, coming by post, some by hand dispatch, some by fax or
electronic mail.

• The system must deal with items that bear security or privacy markings,
such as “confidential” or “personal”.

• All incoming correspondence will be scanned, date stamped, recorded

and automatically directed to the recipient at the Ministry.

• The system shall enable each letter to be registered by a designated

registry officer and the details to be captured in the system will include:
Section VI. Technical Requirements 164

o Date received;
o Date of correspondence;
o Reference number;
o From whom the letter was received;
o Subject of the letter; and
o File reference number (to be filled in when letter is filed).
• The system shall also have functionality to record mail containing
valuables such as cheques. It should enable allow the Registry staff to
record the following information:
o date received;
o name of person sending cheque;
o amount;
o cheque number;
o name and signature of officer opening remittance; and
o name and signature of officer receiving remittance.
• The system shall deal with mail received by fax in the same way as letters
received by post or presented by individuals to the Registry.

• The system shall enable Registry staff deal with communications received
by electronic mail on computers. Officers sending or receiving electronic
mail be able to decide whether each item of e-mail received or dispatched
concerns official business to be stored online.

• Incoming correspondence register must capture:

o Serial number
o Date Received
o Date of Letter
o Reference No.
o Sender
o Subject
o File Reference number (to be filled when letter is filed)
• The system shall provide a function for preparing letters for dispatch.
Every letter leaving the registry must quote the full address and file
reference number.

• The file reference numbers to be indicated are that of the sender as well
as that of the addressee, if available. The file reference number should
include the volume as well, if any.

• The system shall capture details of all out going letters or correspondence
leaving the office. Information of the letters and correspondence should
be recorded as follows:
o date dispatched;
Section VI. Technical Requirements 165

o subject of the letter;

o reference number of the letter;
o name of the addressee of the letter; and
o mode of dispatch (by hand or post).
• Letters to be delivered by hand are recorded in the “Despatch By Hand”
function and the following details will be captured in the system.
o date letter dispatched;
o time letter dispatched;
o file reference number;
o mail (number of correspondences/envelopes);
o where sent (Ministry/Department/Agency);
o name in full of receiving officer;
o signature of receiving officer;
o date letter received by receiving officer; and
o time letter received
• The system shall be designed to follow the filing system of the Registry,
each file must have a unique identifying reference/file number. This may
be a number or a combination of letters and numbers.

• When a document comes into the Registry, the system shall allow
Registry staff to check whether an appropriate file already exists, If it
doesn’t exist, the system must enable officers to create a new file and
allocate a file reference number and a title.

• The electronic registry system shall include a robust search engine that
enables query or search for documents online.

• File names in the system must follow the naming standards and
structures used at the Registry.

• The system must be designed and built to follow the file disposal and
archiving procedures used at the Registry.

• The system must be secure and role based ensuring that only authorised
Registry staff have access to the system.

• The electronic Registry system’s menu must include the following:

o Files indexes
o Incoming mail
o Outgoing mail
o Archiving
o Capturing and maintain Registry officers details
o Etc.
Section VI. Technical Requirements 166

• The system must be scalable to enable the digitization of files currently

stored at Registry to be stored in the system.

• System shall identify and authenticate the claimed identity of all users
before granting a user access to the system.

• Administrators shall provide different security levels for users based on

their roles on the system.

• System shall provide the means to record audit data associated with an
individual user from selective system events with authentic time stamps.

• The connection for remote administration of the system and security-

related system data should be encrypted to ensure confidentially.

• System shall prevent unauthorised users from destroying the audit

records or prevent the recording of future records.

• System should track user activities and generate an audit trial.

2. Project Portfolio Management System Technical Requirements

Project Management as a discipline for planning, organising and managing resources for
projects will become very critical at the MoC. The Ministry requires a Project Portfolio
Management system to capture, consolidate and report on the Ministry’s projects from a
single system.

i. The vendor shall design and deploy a Project Portfolio Management system to
oversee projects by defining the structures and policies for project management for
the various departments.

ii. The Project Portfolio Management system will serve as a task manager and
collaboration solution for workgroup collaboration by multiple users with
simultaneous access to the common project databases. It shall also authorise users to
plan, schedule, share, track and report tasks, appointments, projects and any other
organisational activity.

iii. The Project Portfolio Management system shall be integrated into the Ministry’s
portal to enable Ministers, Directors and Managers view project reports from the
portal.
 167

3. Advanced Human Identity, Movement and Security Tracking Management System

The Ministry of Communications office complex at Ridge in Accra houses the National Data
Centre and the infrastructure supporting government agency NITA. The office complex also
houses MoC, NITA and GIFEC, which means the office block receives all manner of people
on daily basis, including staff, vendors, government officials, foreigners and other guests.

Due to the presence of sensitive infrastructure and systems at the location there is a need for
increased security to minimise the potential for any breaches by non employees. In addition,
the Data Centre is also to undergo an ISO certification process which will necessitate an
improvement in the security controls of the location.

i. The vendor shall design and deploy advanced technologies and systems to:
• Effectively manage the movement of people, access restrictions, identity
of both authorised and unauthorised people who enter the office block at
all times.

• A complete human safety and security management solution for the

management of all people traffic who enter the MoC building.

• Improve Management, monitoring and facilitation of movement of people

to all floors of the building, in consultation with NITA/MoC.

• Electronic gate (eGate) access restrictions.

• Integrated staff time attendance management system.

• Baggage inspection X-ray system.

• Advanced intelligence and reporting capabilities for post-incident

investigation.

• RFID/NFC, Facial recognition and FingerVein bio data integration

including Geofencing into existing access control systems.

• Supply and install 2 self-service entry terminals.

ii. The vendor shall also provide:

• Extensive training for designated MoC staff.

• Post sales and support services for 12 months.

Section VI. Technical Requirements 168

4. Local Area Network (Wired & Wireless) Improvement

In an effort to achieve paperless in the Ministry of Communications (MoC) has introduced

the use of smart devices into its building. These devices will be the only means of meeting
documents delivery. During official working hours, meetings and summits smart devices
such as laptops, tablets and phones may need to connect and access documents from content
delivery and official documents management portal timely and reliably for the Ministry.

The main purpose of this project is to build a converged switched high-speed WLAN solution
for the MoC Facilities. The table below provides a list of existing ports at the various offices
in the building. The vendor shall carry out an initial assessment to determine the ports that
have to be activated in addition the existing ports in use.

OFFICE NUMBER OF NUMBER OF TOTAL

PATCH PANELS PORTS ON NUMBER OF
EACH PATCH PORTS
PANEL
ACCOUNTS 5 24 120
(MOC)
LIBRARY (MOC) 7 24 168

E-TRANSFORM 5 24 120
(MOC)
FINANCE (MOC) 5 24 120
MONITORING 5 24 120
ROOM (MOC)
DRIVER’S 3 24 72
LOUNGE (MOC) 1 48 48
SYSTEMS (NITA) 2 24 48

EPC (NITA) 2 24 48

NOC (NITA) 2 24 48

IP (NITA) 6 24 144

CERT-GH (NITA) 9 24 216

MAIN OFFICE 1 48 48
Section VI. Technical Requirements 169

OFFICE NUMBER OF NUMBER OF TOTAL

PATCH PANELS PORTS ON NUMBER OF
EACH PATCH PORTS
PANEL
(NITA)

DRIVER’S ROOM 3 24 72
(NITA)
PROGRAMS 4 24 96
DEPT. (GIFEC)
KITCHEN 4 24 96
(GIFEC)
MAIN RACK 4 24 96
(GIFEC)
TOTAL 1,680
 170

The Ministry therefore requires the services of a vendor to help improve the existing wired
LAN and introduce a new wireless network in a converged switched high-speed network for
voice video and data. The new LAN is expected to be:

• Simple to manage

• Scalable to accommodate growth

• Highly available (redundant and fault tolerant)

• Compatible and easy to integrate with the existing network environment

• Secure and optimized for high performance.

i. Existing LAN improvement - certain parts of the LAN infrastructure suffer from loss
of connectivity on occasions.
The vendor shall:

• Perform a full network audit to confirm network improvement

requirements and the additional ports to be activated.

• Provide solutions to improve the existing LAN infrastructure in the

building, wherever necessary change switches, add or activate ports.

• Vendor shall provide a general description and give detailed information

on the required solutions for improvement.

ii. New Wireless LAN (WLAN) – as MoC users become increasingly mobile and
business applications demand additional bandwidth, advanced wireless network
services are becoming critical for the day to technology needs of the Ministry. The
vendor shall redesign and build a highly available wired and wireless network that
will enable secure mobility services, through tight integration of the wired and
wireless networks for the entire MoC office building (excluding the Data Centre).
Wifi Areas and Access Points Requirement for Ministry of Communications Building
are as follows:
 171

AREA/ZONES NUMBER OF SUBTOTAL PER

AP’S REGION
OFFICES (1st,2nd,3rd,4th,5th.6th) 7x6 42
7th FLOOR 1 1
CONFERENCE ROOMS 1x3 3
(3rd,4th ,6th)
TOTAL= 46

iii. The vendor shall provide detailed information of the design of the new WLAN and
give details on all nodes/elements required to build the wireless network. The
information shall also include features of nodes/elements of the network.

iv. The vendor shall provide information on products and the roadmaps for planned
releases (hardware and software), enhancements, upgrades, features and interfaces
supported.

v. Access Points shall support the 802.11a, 802.11b, 802.11g and 802.11ac standards.
Additionally, they must concurrently support the 802.11n standard in both the 2.4
and in the 5 GHz bands.

vi. Access Points shall support WPA2 Personal/Enterprise authentication and

AES/CCMP encryption.

vii. Access Points shall be Wi-Fi Alliance certified and support the standards: WMM,
WMM-PS, 802.11d, 802.11h and 802.11e.

viii. The vendor shall explain how their written response will meet or exceed these Key
Points of the design:
• Understand the purpose of required WLAN

• IEEE 802.11a/b/g/n/ac/ax very high-density WLAN coverage

• Performance, speed and availability aspects of the WLAN

• Security model required for the WLAN

• Enabling more simultaneous device connections with built-in spatial

streams (8x8:8 in 5GHz, 4x4:4 in 2.4GHz), MU-MIMO and OFDMA
technology. Should have a minimum of 4 Omni Directional Antennas
Section VI. Technical Requirements 172

• Support priority handling and policy enforcement for unified

communication apps with encrypted videoconferencing, voice, chat and
desktop sharing.

• Capable of multi-function services including: data access, location

tracking, real-time non- disruptive packet capture, RF monitoring with
no additional cost.

• Wi-Fi security standard with WPA3 and receive enhanced protection

from man-in-the-middle attacks in the most secure way.

• Optimized multi-gigabit Wi-Fi performance delivered using built-in

5GbE/2.5GbE Ethernet ports to connect to multi-gigabit switches

• SSID naming schemes and Security mechanisms to be applied to each

level of access

• Define Virtual LAN (VLAN) and access list requirements

• AAA server details and EAP Type Authentication, user and/or machine

• Integration with existing Radius and Active Directory for user’s

authentication

• Third party certificates for authentication web pages

• Identify IP addresses to be assigned to WLAN components

• Define naming conventions to be assigned to WLAN components

• Review current cable structure and provide a plan for cabling of the
access Points.

• Inter-relation with the existing WLAN

• Solution build, Low level and high-level design document.

ix. Access Points shall be capable of being powered by standard 802.11af PoE.

x. Access Points shall support DFS (Dynamic Frequency Selection) in the respective 5
GHz bands and should be at least EN 301 893 v1.6.1 compliant.

xi. Security mechanisms shall be in place to protect the communication between the
Access Point controller and the Access Points.
• Access Points shall have at least two Ethernet ports allowing the
cascading of multiple access points, or the connection of Ethernet based
devices.
 Section VI. Technical Requirements 173

• The Ethernet ports shall be capable of being administratively

enabled/disabled

• The Ethernet ports shall support 802.11q VLAN tagging and Trunk,
General and Access modes

• The Ethernet ports shall support 802.1x Authenticator or Supplicant modes.

xii. The Wi-Fi Controller solution shall provide an all-in-one platform, which is designed
to be a complete hardware and software solution that is integrated and works together
to act as a Wi-Fi access controller and an on-board element management system to
manage WLAN elements.

xiii. Controller must be highly scalable with the capacity to manage thousands of Access
Points.

xiv. The controller should support End to end QoS.

xv. The controller platform should support IPv6 dual stack.

xvi. The controller platform should be able to support VoWiFi and additionally it should
have:
• Support for trusted VoWiFi access

• Support for untrusted VoWiFi access

• Support for Wi-Fi Alliance (WFA) certification for voice

xvii. The controller platform shall support hardware redundancy.

xviii. The vendor shall develop wireless acceptance test plan validating key design
parameters and requirements of the solution. Testing key points shall include but not
limited to:

• Authentication on each SSID

• Access control for each SSID

• Devices Mobility/device roaming

• Data, Audio and Video streaming capability (prioritization of stream)

• Signal quality and Noise ratio

• Coverage throughout each location

Section VI. Technical Requirements 174

• Downlink Measurement: AP to Client Signal

• Uplink Measurement: Client to AP Signal

• Rogue clients’ detection

• Traffic analysis and integration with existing web proxy cache

• Downlink Throughput: AP to Client Throughput

• Uplink Throughput: Client to AP Throughput.

xix. The Switched Converged LAN solution proposal must meet or exceed the following
requests and requirements:

• 48 10GbE RJ45 auto-sensing (10Gb/1Gb) fixed ports

• Up to 64 10GbE ports using breakout cables, integrated QSFP+ ports and

optional QSFP+ module

• Two 40GbE QSFP+ fixed ports

• One hot swap expansion module bay

• Dual hot-swappable redundant power supplies (460W)

• Converged network support for DCB with Priority Flow Control

(802.1Qbb), ETS (802.1Qaz), DCBx, iSCSI TLV Support.

• A variety of enterprise-class features with familiar and intuitive

configuration and management commands

• The latest open-standard protocols and smart integration technologies to

help make smoothly operating multi-vendor networks possible

• Management via an intuitive and familiar CLI, embedded web server

(GUI), SNMP-based management console application, Telnet or serial
connection.

• Private VLAN extensions and Private VLAN Edge support.

• AAA authorization, TACACS+ accounting and RADIUS support for

comprehensive secure access support.

• Authentication tiering allows network administrators to tier port

authentication methods such as 802.1x, MAC Authentication Bypass and
 Section VI. Technical Requirements 175

Captive Portal in priority order so that a single port can provide flexible
access and security.

• Achieve high availability and full bandwidth utilization with MLAG and
support firmware upgrades without taking the network offline.

• Interfaces with RPVST+ protocol for greater flexibility and

interoperability in Cisco networks.

• Advanced Layer 3 IPv4 and IPv6 functionality.

• Flexible routing options with policy-based routing to route packets based

on assigned criteria beyond destination address.

• Remote Switch Port Analyzer (RSPAN) monitors ports across a Layer 2

domain without costly dedicated network taps.

• Switches for all LANs must support POE technologies and be able to
manage

xx. Network Management - the vendor’s bid shall contain an overall detailed description
of the equipment for Operation, Administration and Maintenance (OAM) of the
proposed solution.

xxi. The vendor shall provide information on maximum duration of general initiation until
full functionality (boot time). Also, specify the medium used to back-up software and
the data of the offered technical solution.

xxii. The vendor’s bid shall contain the description of physical and logical connections of
all elements of the offered technical solution for the architecture with the centralized
OAM equipment.

xxiii. For all elements of the offered technical solution, the vendor shall ensure a centralized
OAM. The offer must provide a detailed description of the offered system for
centralized OAM.

xxiv. The OAM equipment specification must contain the necessary hardware, software and
software licenses.

xxv. For all offered systems for operation and maintenance of the proposed solution in
general, the access from remote terminals must be ensured, providing full access to
all OAM functions. Web based GUI or proper client software installation for remote
terminals must be provided, with unlimited distribution within OAM employees.
 Section VI. Technical Requirements 176

xxvi. The vendor shall explain how their written response will meet or exceed the following
key points of the solution:

• Installation and configurations of the WLAN controller

• Installation and configuration of Access points

• Installation of any cabling and physical installation services, including

patch cables and patch panels in the wiring cabinets.

• Provide detail prices for each itemized list containing quantity, part
number, product description, and unit price, total cost, installation and
configuration services separately.

xxvii. Wireless Installation Testing – the vendor shall develop wireless acceptance test plan
validating key design parameters and requirements of the solution. Testing key points
shall include but not limited to:

• Authentication on each SSID

• Access control for each SSID

• Devices Mobility/device roaming

• Data, Audio and Video streaming capability (prioritization of stream)

• Signal quality and Noise ratio

• Coverage throughout each location

• Downlink Measurement: AP to Client Signal

• Uplink Measurement: Client to AP Signal

• Rogue clients’ detection

• Traffic analysis and integration with existing web proxy cache

• Downlink Throughput: AP to Client Throughput

• Uplink Throughput: Client to AP Throughput.

xxviii. The vendor shall develop solution optimization and tuning plan to guarantee signal
coverage and strength, limit interference and noise, and guarantee required
performance and speed. Testing/Tuning may include the following:
Section VI. Technical Requirements 177

• Adjustment of firewall settings

• Tuning/Adjusting Wireless LAN Controller settings

• Adjustment of DHCP/DNS scopes and/or settings

• Recommendation for addition, move, or subtraction of Access Points

• Recommendation for antenna down tilt/angle adjustments.

5. Uninterruptible Power Supply

The vendor shall provide central UPS to switches and other network equipment and the will
include
• Central UPS (Smart on line – Two (2) 6KVA to be installed at the 5th
floor.
• Central UPS (Smart on line – One (1) 10 KVA to be installed at 6th floor.

6. Closed Circuit Television Cameras (CCTV)

The Ministry of Communications office complex hosts the national Data Centre and critical
infrastructure that support the operations of government agencies. The complex is considered
to be a high security environment.

i. The vendor shall install a state-of-the-art CCTV camera for the following areas:

• 2 Facial recognition cameras within the reception area.

• 2 CCTV cameras for the back-exit doors. Alarm for the fire exits.

• One (1) CCTV (Day/Night) camera to capture the number plates of

vehicles and facial recognition on entry.

• Basement – four (4) normal and one (1) facial recognition cameras 1 (one)
at entry and exit basement

• 2 cameras by the chillers

• Data Centre - 5 facial recognition cameras

ii. The vendor shall provide and install CCTV for the areas identified above for
identification, recognition, observation and monitoring purposes.
Section VI. Technical Requirements 178

iii. The vendor shall install CCD (charged coupled device) cameras as they produce a
clearer image, ideal for identifying faces and registration number plates. The
cameras must also have resolution range between 300-550TVL.

iv. The use of the CCTV data for investigation, retrieval of evidence, auditing and
analysis must be based on an expectation that data would be accessible. The vendor
shall therefore acquire Storage of 48 Tb. This will provide additional Storage
capacity for CCTV recording for 3 months retention.

v. The vendor shall install 2 CCTV monitoring screens and connection for monitoring at
the NITA NoC. The vendor shall also provide a mobile app that will enable
designated staff to monitor the office complex from anywhere in the world via
Internet.

vi. Motion sensors – 2 per corridor

7. Projection System

Due to the size of MoC’s conference room a new projection system is required to avoid some
of the difficulties faced during meetings.

i. The vendor shall install high definition projection systems with smart screen for the
Ministry. There shall be three (3) projectors and screens, one each for a conference /
board room.
ii. The projectors’ specifications include the following:

• Digital input – HDMI

• Lens Shift – Horizontal & Vertical

• Native resolution – 4096/3840 x 2160

• Aspect Ratio – 16:9 (HD)

• Lumens – 1800/1900/2200/3000

• Chipset – D-ILA/DLA

• Resolution type – Native

iii. The vendor shall supply and install an electric/motorized front projection screens that
are easy to clean and durable for daily use.
Section VI. Technical Requirements 179

iv. The vendor shall supply and install a project screens with black backing material to
eliminate light penetration.

v. Projection screens shall have an Aspect Ratio of 16:10 and screen size of (Width x
Height) minimum 100” x 60”, supplied with cables, case and durable casing for
wall/ceiling installations.

8. Video Conference

i. The vendor shall supply and install a high definition video conference system at the
sixth (6th) floor conference room at the Ministry’s office complex. The system shall
be used for online meetings (or a meeting over distance) that will take place between
the Ministry and remotely located participants where each participant can see an
image of the other, are able to speak and listen to the other participants in real time.

ii. The vendor shall supply and install the microphone, webcam and speakers, software,
multi-point control unit (MCU or bridge) and a display unit.

iii. The vendor shall provide a video conference system that provides the ability to share
content from a device (such as tablet, smartphone, and laptop) during a video call.

iv. The vendor shall install a multi-point video conference system enabling multiple
locations to be connected together.

v. The MCU or bridge must have transcoding capabilities to ensure quality services
across different protocols.

vi. Video conferencing will need to be able to assist mobile or remote workers wanting to
dial into the Ministry’s network, and participate in video calls with colleagues. The
vendor’s software platform must therefore provide the capability to enable, and
manage this.

vii. Firewall traversal is a particular challenge to video, as the data firewalls try to re-
organize data packets. The vendor’s implementation must include a video firewall to
eliminate this issue.

viii. The vendor shall supply and install a video conference system that goes beyond
“meetings,” The same technology must be used to create digitally encapsulated rich
media, which can then be edited, enhanced, archived, and broadcast across multiple
media. These assets can be made available to target audiences on-demand.

ix. The vendor shall acquire and install a video conference system that seamlessly
interoperates with Microsoft Office 365 Teams and Skype for Business to enable the
voice conferencing equipment to work easily with Microsoft collaboration platforms.
 180

9. P.A System

i. The vendor shall supply and install one (1) Public Address (P.A. System) for the
Ministry’s main conference room.

ii. The P.A. System shall be built around a digital mixing engine and provide conference
sound distribution as well as DVD surround playback.

iii. Ideally the system shall have a touch panel control system interfaces that allow
smooth, intuitive sound system operation. In addition to sound system control, touch
panel systems can be customised to control video, screen positioning, curtains,
lighting, and a multitude of other functions from a single, centralized interface.

iv. The configuration shall include: digital mixing engine, CD & DVD Player, IPod or
other MP3/WMA Player, Power Amplifier, Speakers, Subwoofer, Ceiling Speaker, 2
Cordless Microphone.

10. Desktops & Laptops

i. The vendor shall supply 10 Laptops for the Ministry. The technical specification shall
include intel core i7 processor, 16GB RAM, 15.6-inch HD Display, 1TB HD,
Windows 10 Pro 64-bit.

ii. The vendor shall supply 15 Desktops for the Ministry. The technical specification
shall include, intel core i7 processor, 16GB RAM, ITB HD, Windows 10 Pro 64-bit.

iii. The vendor shall provide detailed information of the design of the new WLAN and
give details on all nodes/elements required to build the wireless network. The
information shall also include features of nodes/elements of the network.

iv. The vendor shall provide information on products and the roadmaps for planned
releases (hardware and software), enhancements, upgrades, features and interfaces
supported.

v. Access Points shall support the 802.11a, 802.11b, 802.11g and 802.11ac standards.
Additionally, they must concurrently support the 802.11n standard in both the 2.4
and in the 5 GHz bands.

vi. Access Points shall support WPA2 Personal/Enterprise authentication and

AES/CCMP encryption.

vii. Access Points shall be Wi-Fi Alliance certified and support the standards: WMM,
WMM-PS, 802.11d, 802.11h and 802.11e.
Section VI. Technical Requirements 181

viii. The vendor shall explain how their written response will meet or exceed these Key
Points of the design:
• Understand the purpose of required WLAN

• IEEE 802.11a/b/g/n/ac/ax very high-density WLAN coverage

• Performance, speed and availability aspects of the WLAN

• Security model required for the WLAN

• Enabling more simultaneous device connections with built-in spatial

streams (8x8:8 in 5GHz, 4x4:4 in 2.4GHz), MU-MIMO and OFDMA
technology. Should have a minimum of 4 Omni Directional Antennas

• Support priority handling and policy enforcement for unified

communication apps with encrypted videoconferencing, voice, chat and
desktop sharing.

• Capable of multi-function services including: data access, location

tracking, real-time non- disruptive packet capture, RF monitoring with
no additional cost.

• Wi-Fi security standard with WPA3 and receive enhanced protection

from man-in-the-middle attacks in the most secure way.

• Optimized multi-gigabit Wi-Fi performance delivered using built-in

5GbE/2.5GbE Ethernet ports to connect to multi-gigabit switches

• SSID naming schemes and Security mechanisms to be applied to each

level of access

• Define Virtual LAN (VLAN) and access list requirements

• AAA server details and EAP Type Authentication, user and/or machine

• Integration with existing Radius and Active Directory for user’s

authentication

• Third party certificates for authentication web pages

• Identify IP addresses to be assigned to WLAN components

• Define naming conventions to be assigned to WLAN components

• Review current cable structure and provide a plan for cabling of the
access Points.
Section VI. Technical Requirements 182

• Inter-relation with the existing WLAN

• Solution build, Low level and high-level design document.

ix. Access Points shall be capable of being powered by standard 802.11af PoE.

x. Access Points shall support DFS (Dynamic Frequency Selection) in the respective 5
GHz bands and should be at least EN 301 893 v1.6.1 compliant.

xi. Security mechanisms shall be in place to protect the communication between the
Access Point controller and the Access Points.
• Access Points shall have at least two Ethernet ports allowing the
cascading of multiple access points, or the connection of Ethernet based
devices.
• The Ethernet ports shall be capable of being administratively
enabled/disabled

• The Ethernet ports shall support 802.11q VLAN tagging and Trunk,
General and Access modes

• The Ethernet ports shall support 802.1x Authenticator or Supplicant modes.

xii. The Wi-Fi Controller solution shall provide an all-in-one platform, which is designed
to be a complete hardware and software solution that is integrated and works together
to act as a Wi-Fi access controller and an on-board element management system to
manage WLAN elements.

xiii. Controller must be highly scalable with the capacity to manage thousands of Access
Points.

xiv. The controller should support End to end QoS.

xv. The controller platform should support IPv6 dual stack.

xvi. The controller platform should be able to support VoWiFi and additionally it should
have:
• Support for trusted VoWiFi access

• Support for untrusted VoWiFi access

• Support for Wi-Fi Alliance (WFA) certification for voice

xvii. The controller platform shall support hardware redundancy.

 Section VI. Technical Requirements 183

xviii. The vendor shall develop wireless acceptance test plan validating key design
parameters and requirements of the solution. Testing key points shall include but not
limited to:

• Authentication on each SSID

• Access control for each SSID

• Devices Mobility/device roaming

• Data, Audio and Video streaming capability (prioritization of stream)

• Signal quality and Noise ratio

• Coverage throughout each location

• Downlink Measurement: AP to Client Signal

• Uplink Measurement: Client to AP Signal

• Rogue clients’ detection

• Traffic analysis and integration with existing web proxy cache

• Downlink Throughput: AP to Client Throughput

• Uplink Throughput: Client to AP Throughput.

xix. The Switched Converged LAN solution proposal must meet or exceed the following
requests and requirements:

• 48 10GbE RJ45 auto-sensing (10 Gb/1Gb) fixed ports

• Up to 64 10GbE ports using breakout cables, integrated QSFP+ ports and

optional QSFP+ module

• Two 40GbE QSFP+ fixed ports

• One hot swap expansion module bay

• Dual hot-swappable redundant power supplies (460W)

• Converged network support for DCB with Priority Flow Control

(802.1Qbb), ETS (802.1Qaz), DCBx, iSCSI TLV Support.
Section VI. Technical Requirements 184

• A variety of enterprise-class features with familiar and intuitive

configuration and management commands

• The latest open-standard protocols and smart integration technologies to

help make smoothly operating multi-vendor networks possible

• Management via an intuitive and familiar CLI, embedded web server

(GUI), SNMP-based management console application, Telnet or serial
connection.

• Private VLAN extensions and Private VLAN Edge support.

• AAA authorization, TACACS+ accounting and RADIUS support for

comprehensive secure access support.

• Authentication tiering allows network administrators to tier port

authentication methods such as 802.1x, MAC Authentication Bypass and
Captive Portal in priority order so that a single port can provide flexible
access and security.

• Achieve high availability and full bandwidth utilization with MLAG and
support firmware upgrades without taking the network offline.

• Interfaces with RPVST+ protocol for greater flexibility and

interoperability in Cisco networks.

• Advanced Layer 3 IPv4 and IPv6 functionality.

• Flexible routing options with policy-based routing to route packets based

on assigned criteria beyond destination address.

• Remote Switch Port Analyzer (RSPAN) monitors ports across a Layer 2

domain without costly dedicated network taps.

• Switches for all LANs must support POE technologies and be able to
manage

xx. Network Management - the vendor’s bid shall contain an overall detailed description
of the equipment for Operation, Administration and Maintenance (OAM) of the
proposed solution.

xxi. The vendor shall provide information on maximum duration of general initiation until
full functionality (boot time). Also, specify the medium used to back-up software and
the data of the offered technical solution.
 Section VI. Technical Requirements 185

xxii. The vendor’s bid shall contain the description of physical and logical connections of
all elements of the offered technical solution for the architecture with the centralized
OAM equipment.

xxiii. For all elements of the offered technical solution, the vendor shall ensure a centralized
OAM. The offer must provide a detailed description of the offered system for
centralized OAM.

xxiv. The OAM equipment specification must contain the necessary hardware, software and
software licenses.

xxv. For all offered systems for operation and maintenance of the proposed solution in
general, the access from remote terminals must be ensured, providing full access to
all OAM functions. Web based GUI or proper client software installation for remote
terminals must be provided, with unlimited distribution within OAM employees.

xxvi. The vendor shall explain how their written response will meet or exceed the following
key points of the solution:
• Installation and configurations of the WLAN controller

• Installation and configuration of Access points

• Installation of any cabling and physical installation services, including

patch cables and patch panels in the wiring cabinets.

• Provide detail prices for each itemized list containing quantity, part
number, product description, and unit price, total cost, installation and
configuration services separately.

xxvii. Wireless Installation Testing – the vendor shall develop wireless acceptance test plan
validating key design parameters and requirements of the solution. Testing key points
shall include but not limited to:

• Authentication on each SSID

• Access control for each SSID

• Devices Mobility/device roaming

• Data, Audio and Video streaming capability (prioritization of stream)

• Signal quality and Noise ratio

• Coverage throughout each location

• Downlink Measurement: AP to Client Signal

 Section VI. Technical Requirements 186

• Uplink Measurement: Client to AP Signal

• Rogue clients’ detection

• Traffic analysis and integration with existing web proxy cache

• Downlink Throughput: AP to Client Throughput

• Uplink Throughput: Client to AP Throughput.

xxviii. The vendor shall develop solution optimization and tuning plan to guarantee signal
coverage and strength, limit interference and noise, and guarantee required
performance and speed. Testing/Tuning may include the following:
• Adjustment of firewall settings

• Tuning/Adjusting Wireless LAN Controller settings

• Adjustment of DHCP/DNS scopes and/or settings

• Recommendation for addition, move, or subtraction of Access Points

• Recommendation for antenna down tilt/angle adjustments.

11. Uninterruptible Power Supply

The vendor shall provide central UPS to switches and other network equipment and
the will include
• Central UPS (Smart on line – Two (2) 6KVA to be installed at the 5th
floor.
• Central UPS (Smart on line – One (1) 10 KVA to be installed at 6th floor.

12. Closed Circuit Television Cameras (CCTV)

The Ministry of Communications office complex hosts the national Data Centre and critical
infrastructure that support the operations of government agencies. The complex is considered
to be a high security environment.

v. The vendor shall install a state-of-the-art CCTV camera for the following areas:

• 2 Facial recognition cameras within the reception area.

• 2 CCTV cameras for the back-exit doors. Alarm for the fire exits.
Section VI. Technical Requirements 187

• One (1) CCTV (Day/Night) camera to capture the number plates of

vehicles and facial recognition on entry.

• Basement – four (4) normal and one (1) facial recognition cameras 1 (one)
at entry and exit basement

• 2 cameras by the chillers

• Data Centre - 5 facial recognition cameras

vi. The vendor shall provide and install CCTV for the areas identified above for
identification, recognition, observation and monitoring purposes.

vii. The vendor shall install CCD (charged coupled device) cameras as they produce a
clearer image, ideal for identifying faces and registration number plates. The
cameras must also have resolution range between 300-550TVL.

viii. The use of the CCTV data for investigation, retrieval of evidence, auditing and
analysis must be based on an expectation that data would be accessible. The vendor
shall therefore acquire Storage of 48 Tb. This will provide additional Storage
capacity for CCTV recording for 3 months retention.

ix. The vendor shall install 2 CCTV monitoring screens and connection for monitoring at
the NITA NoC. The vendor shall also provide a mobile app that will enable
designated staff to monitor the office complex from anywhere in the world via
Internet.

x. Motion sensors – 2 per corridor

13. Projection System

Due to the size of MoC’s conference room a new projection system is required to avoid some
of the difficulties faced during meetings.

v. The vendor shall install high definition projection systems with smart screen for the
Ministry. There shall be three (3) projectors and screens, one each for a conference/
board room.
vi. The projectors’ specifications include the following:

• Digital input – HDMI

• Lens Shift – Horizontal & Vertical

Section VI. Technical Requirements 188

• Native resolution – 4096/3840 x 2160

• Aspect Ratio – 16:9 (HD)

• Lumens – 1800/1900/2200/3000

• Chipset – D-ILA/DLA

• Resolution type – Native

vii. The vendor shall supply and install an electric/motorized front projection screens that
are easy to clean and durable for daily use.

viii. The vendor shall supply and install a project screens with black backing material to
eliminate light penetration.

ix. Projection screens shall have an Aspect Ratio of 16:10 and screen size of (Width x
Height) minimum 100” x 60”, supplied with cables, case and durable casing for
wall/ceiling installations.

14. Video Conference

v. The vendor shall supply and install a high definition video conference system at the
sixth (6th) floor conference room at the Ministry’s office complex. The system shall
be used for online meetings (or a meeting over distance) that will take place between
the Ministry and remotely located participants where each participant can see an
image of the other, are able to speak and listen to the other participants in real time.

vi. The vendor shall supply and install the microphone, webcam and speakers, software,
multi-point control unit (MCU or bridge) and a display unit.

vii. The vendor shall provide a video conference system that provides the ability to share
content from a device (such as tablet, smartphone, laptop) during a video call.

viii. The vendor shall install a multi-point video conference system enabling multiple
locations to be connected together.

ix. The MCU or bridge must have transcoding capabilities to ensure quality services
across different protocols.

x. Video conferencing will need to be able to assist mobile or remote workers wanting to
dial into the Ministry’s network, and participate in video calls with colleagues. The
vendor’s software platform must therefore provide the capability to enable, and
manage this.
Section VI. Technical Requirements 189

xi. Firewall traversal is a particular challenge to video, as the data firewalls try to re-
organize data packets. The vendor’s implementation must include a video firewall to
eliminate this issue.

xii. The vendor shall supply and install a video conference system that goes beyond
“meetings,” The same technology must be used to create digitally encapsulated rich
media, which can then be edited, enhanced, archived, and broadcast across multiple
media. These assets can be made available to target audiences on-demand.

xiii. The vendor shall acquire and install a video conference system that seamlessly
interoperates with Microsoft Office 365 Teams and Skype for Business to enable the
voice conferencing equipment to work easily with Microsoft collaboration platforms.

15. P.A System

v. The vendor shall supply and install one (1) Public Address (P.A. System) for the
Ministry’s main conference room.

vi. The P.A. System shall be built around a digital mixing engine and provide conference
sound distribution as well as DVD surround playback.

vii. Ideally the system shall have a touch panel control system interfaces that allow
smooth, intuitive sound system operation. In addition to sound system control, touch
panel systems can be customised to control video, screen positioning, curtains,
lighting, and a multitude of other functions from a single, centralized interface.

viii. The configuration shall include: digital mixing engine, CD & DVD Player, IPod or
other MP3/WMA Player, Power Amplifier, Speakers, Subwoofer, Ceiling Speaker, 2
Cordless Microphone.

16. Desktops & Laptops

v. The vendor shall supply 10 Laptops for the Ministry. The technical specification shall
include intel core i7 processor, 16GB RAM, 15.6-inch HD Display, 1TB HD,
Windows 10 Pro 64-bit.

vi. The vendor shall supply 15 Desktops for the Ministry. The technical specification
shall include, intel core i7 processor, 16GB RAM, ITB HD, Windows 10 Pro 64-bit.
Section VI. Technical Requirements 190

e-Cabinet System

To better improve the decision-making process of the Government of Ghana, the Ministry of
Communications is seeking the services of a technology vendor to design and build an e-
Cabinet system for the Cabinet Secretariat and Cabinet ministers. At its core, the system is
an Enterprise Content Management system and a scheduler that will keep critical cabinet
information organised and updated in real time, giving ministers a clear overview of each
item under discussion.
Well before the weekly cabinet session begins, the ministers access the system to review each
agenda item and determine their position. They then click a box stating whether they have
any objections or would like to speak on the topic. That way the ministers’ positions are
known beforehand. Decisions that have no objections are adopted without debate, saving
considerable time.
The Ministry of Communications require the services of a technology services vendor to
design and deploy a Portal for the cabinet (eCabinet) to help improve the operations of the
Cabinet and the Secretariat.

Technical requirements of the eCabinet System as follows:

1. eCabinet Portals
1.1. The vendor must have experience in deploying Enterprise Content Management
system and Intranet Portals for government Agencies.

1.2. The eCabinet system shall comprise of the main eCabinet Portal and two sub portals
(Cabinet Meeting Portal and Cabinet Secretariat Portal). The eCabinet Portal shall be
the single access point to all resources required by Cabinet members to search for
information, join meetings and carryout tasks.

1.3. The eCabinet Portal shall have the following key requirements:
• The Portal must be easy to use and aesthetically pleasing.

• The Portal must be user friendly to enable Users to see the portal as the
main source of information and content storing.

• The Portal must allow Users to easily search and find documents across
the entire system according to their access profiles.

• The Portal must allow Users direct access to their corporate emails.

• The Portal must enable Users to have access anywhere, anytime and on
any device.

• The Portal must allow Users to schedule their events and tasks.
Section VI. Technical Requirements 191

• The Portal must allow Users access to workgroups or sub-committee sites

and document libraries.

• The Portal must provide Users with personal sites where they can store
personal documents, share documents, and manage their profile.

• The Portal must enable the Cabinet to carryout surveys on topics of

interest.

• The Portal must alert Users of events such as new emails, new events, new
instant messages, new tasks assigned, etc.

• The Portal must allow SMS integration to send text message(s) from the
e-Cabinet system when necessary.

• The Portal must have the facility to create Workflows to automate

mundane business processes such as approval for the application for
leave.

• The Portal must allow integration with Business intelligence solutions to

provide the cabinet with an intuitive executive dashboard for effective
decision making.

• The Portal must have Knowledge management capability to enable use

access information based on taxonomies or subjects.

• The Portal must be interoperable to enable seamless integration with

other government systems such as GIFMIS.

• The Portal must be highly secure and stable.

1.4. The e-Cabinet sub-system must have a Meeting Portal with the following features
and functionalities:
• Meeting Workspace

• Agenda - ability to create agenda for Cabinet meeting

• Previous Minutes & Action Points

• Cabinet Briefs

• Document Sharing

• Surveys
Section VI. Technical Requirements 192

• Instant Message Chat

• Video Conferencing

• Activity Notifications (Display, eMail and SMS Support)

• Conversations

• Video Conferencing

• Absentee Interactions

• Action Points - Planner

• Guest Interactions

• Taking Personal Notes

• Expiration Policy

• Committees Workspaces

• Online Surveys and Forms - Consensus

• Maps, Media, News, Weather Integrations

• Multilingual Functionality

• File Storage Integration

1.5. Cabinet Meetings Management

• The system shall support the processes of preparation and convening of
Cabinet Meetings.

• The system shall cover the whole lifecycle of Cabinet Meetings including
preparation, organizing, recording, scheduling and closing of the
meetings.

• The system shall show all participants for the Cabinet Meeting.

• The users must be able to access all the documents that are related to a
specific meeting.

• Access to Cabinet Meeting documents must be controlled by the system

based on the privileges that the user has, documents can be opened for
editing and/or for review (read-only documents).
Section VI. Technical Requirements 193

• The system shall support scheduling Cabinet Meetings for specific

date/time/venue.

• The system shall have a possibility to interrupt the current session and
reschedule it for other day.

• The system shall support functionality for recording and/or live

streaming of the meeting.

• The system shall automatically generate and send meeting notification to

the members.

• The system shall provide support for tools for meetings’ records
management (agenda, conclusions, minutes, consensus, video and audio
recording, etc.)

1.6. Cabinet Document Management - e-Cabinet business requirements or features for the
Document Management component must include the following minimum
requirements:
• Document imaging – support Optical Character Recognition (OCR) to
enable scanning of paper documents.

• Document Indexing - support the rapid retrieval of documents through a

structured numbering construct.

• Document classification - support the categorisation of documents.

• Document referencing - support the redirection to other documents and

information for related content.

• Document revisions - support the versioning and editing of content and

documents.

• Document library - support document and data warehousing and

archiving.

• Document review and approval - support the editing and commendation

of documents before releasing them.

• Document conversion - support the changing of files from one type of

format to another.

• Document search – support enterprise search functionality; searching for

information both within and outside of the system.
Section VI. Technical Requirements 194

1.7. Cabinet Memo and Correspondence Management - Key business requirements or

features for the Cabinet Memo and Correspondence Management component must
include the following minimum requirements:
• Have the ability to create, initiate and route Memos/Correspondence
electronically with ability to track status of each Memo/Correspondence.

• Enable users to manage all Cabinet Secretariat mails and classify them as
internal mails (internal memos) and external mails (external letters).

• Allow categorization of mails as incoming mails and outgoing mails.

• Support classification of incoming/outgoing mail types.

• Support different correspondence methods such as electronic mail, and

scanned paper-based mails.

• Have a facility to upload scanned batches of documents from different

offices with auto folder/subfolder creation, document filing and indexing
on user defined fields.

• Provide extensive search facility to retrieve documents or folders.

• Provide a unified user interface that support the search for

correspondence in several storage repositories.

1.8. Unified Communications - e-Cabinet unified communications requirements consist

of the following functionalities. The system shall:
• Provide a single, unified client for real-time communications, including
voice and video calls, meetings, presence, instant messaging, and
persistent chat.

• Allow PC and Mac users to join a Meeting from within an HTML5-based

browser, and deliver a full Meeting experience, including multiparty HD
video, voice over IP, instant messaging, desktop, application, and
PowerPoint sharing.

• Provide Mobile Clients for Windows Phone, iPhone, iPad, and Android.

• Allow users to see the availability status of a contact with visual presence
indicators. New presence states include: Presenter (while laptop is
connected to a projector) and Working Elsewhere (to indicate physically
out of the office yet working).
Section VI. Technical Requirements 195

• Have the ability to display a contact’s high-resolution photo, their

presence, status note, location and organizational details.

• Provide capabilities to interact with people through multiparty HD video,

audio, instant messaging, and content sharing.

• Provide continuous view of multiple HD video streams or contact card

photos in conference displayed in a gallery format.

• Allow users to organize or participate in topic based virtual rooms where

workgroups or designated colleagues meet and collaborate in real-time.
Discussions must be searchable and persist over time enabling efficient
information sharing.

• Allow users to create and share digital meeting notes within a Meeting,
reducing possible errors caused by later transcription and simplifying
communication and follow-up.

• Extend unified communications securely over the Internet to other people

with similar systems.

1.9. Workflow Management - the Portal shall include a Workflow Management system to
automate key workflows and processes for cabinet ministers and the Secretariat. The
requirement for the Workflow component are as follows:
• The system must enable Users to track requests and know the stage each
request has reached.

• The system must provide detailed history for workflows detailing

progress, when and by whom, actions outstanding with completion dates
etc.

• The system must have a task planner, which will monitor all outstanding
activities and inform all individuals of outstanding actions. This will stop
files lingering and reduce Work in Progress delays.

• The system must enable due dates of workflows to be flagged and Users
alerted in time for closing.

1.10. Performance Management System - the overall objective of the Performance

Management component is to monitor and manage goals set out by Cabinet ministers
and perform appraisals. The Performance Management Component must have the
following capabilities:
Section VI. Technical Requirements 196

• Must provide the facility to engage the Users in effective performance

goal setting.

• Must provide a tool for feedback and performance management.

• Must ensure that appraisals are completed in a timely manner to allow

for proper decision making.

• Must provide the facility to help monitor the performance goals.

1.11. Tablets for Ministers

• The vendor shall supply the Cabinet and the Secretariat with 60 Apple
IPad Pro 12:9” with IOS 12, 2GB RAM and 128 Storage.

• The vendor shall also supply 60 Apple Pencils (stylus) for the IPads.

1.12. General Technical Requirements - the other technical requirements necessary

to support e-Cabinet System include:
• Provide a high degree of data security to ensure confidentiality, integrity
and availability of data.

• Be scalable for future functionalities to be added when needed.

• Be very stable to ensure a ninety-nine per cent availability.

• Adapt to changing environments by isolating different components of the

system so that changes to one component shall not affect other
components that make up the entire e-Cabinet System.

• Have the ability to integrate with other third party systems.

• Support future improvements to the e-Cabinet System.

• Support assigning a due date for critical correspondence with the ability
to send reminders accordingly.

• Support an online user help for the system’s functionalities.

• Support storage solutions such as SAN or NAS.

• Allow adding new types for both incoming and outgoing types by unique
transaction numbers for each type without the need for change in
programs and databases.
Section VI. Technical Requirements 197

• Include modules for the backup, recovery and restore of all documents,
indices, and templates.

1.13. Architecture - the system must:

• Have an open architecture and the ability to successfully integrate, link,
and interface with third party software products.

• Be able to exchange (transfer and store) data and/or objects with other
systems regardless of the underlying technology.

• Support Web based Interface.

• support N-Tier architecture for security and scalability.

• Be able to be integrated with XML and Web 2.0 services technologies.

• Use widely available and latest Intranet/Internet technologies and

programming languages.

• Support mobile technology and browsing (access from mobile phones,

tablets, etc).

• Support most of the common open standards.

• Fully support the redundancy on every level and service with usage of
Fail Over Clustering and/or Network Load Balancing.

1.14. Administration - the system must:

• Have an administration module for central administration and
management of the whole system.

• Have a friendly and easy to manage administration interface.

• Enable Administrators to add, modify, and delete user profiles and

passwords.

• Enable Administrators to add, modify, and delete user groups so that

users can be assigned to different function groups.

• Enable Administrators to assign user rights, user permissions and role

membership for virtually every function in the solution.

• Enable Administrators to add, delete and manage all the users of the
system as assigning them to specific roles, working groups and positions.
Section VI. Technical Requirements 198

• Enable Administrators to add, delete, manage Cabinet members, visitors,

committees, etc.

• Enable Administrators to assign document security at the folder or group

level and document type level whereby a user or group of users can be
restricted from seeing or viewing certain document types.

• Have an administration module with a search option that would enable

easy searching of the system users.

• Have an administration module with the interface for managing the

system notifications.

• Have an administration module with the interface to view and modify

content and presentation of notifications.

• Have an administration module with the interface for managing the

working calendar.

1.15. Document Support - the system must:

• Have the capacity to manage all files regardless of a file’s physical
electronic location.

• Manage all types of files including – but not limited to - word processing
documents, spreadsheets, images, video, sound and paper records.

• Require minimum manual effort to capture, index and classify

documents.

• Have one central Document Repository. The content in the repository

must be available and accessible, per defined access rights, to all
members.

• Use version numbers to keep track of changes.

• Support time stamping and tracking of document changes, including

information on users who performed specified action.

• Support compound documents (document with other documents in it).

• Provide full data integrity across the entire system (documents, meta
data, dictionaries etc.)
Section VI. Technical Requirements 199

• Provide functionality for automatically generating documents based on

predefined templates. The template creation should allow users without
software programming skills to successfully define or modify templates.

1.16. Scalability - the system must:

• Be scalable, capable of handling future expansions of both the user-base
and functionality without changes to the initial solution.

• Have the ability for horizontal upgrading that will increase the capacity
of the solution and its ability to handle additional loads without
degrading performance.

• Ensure both, the hardware and software of the solution have an easy
upgrade path that would allow handling of additional loads.

• Ensure that upon expansion of the initial solution response times must
remain the same or within an acceptable predefined bracket.

1.17. Security - the system must:

• Provide the capability to define multiple levels of secured access using
role-based and organizational-based groups.

• Extend security of documents to being able to control specific documents

through security parameters.

• Have capability of including a public key infrastructure (PKI) for

registering, verifying and validating digital certificates of users, in order
to enable encryption and non-repudiation of messages and
communications.

• Support digitally signing of single logical XML package including

metadata, all accompanying documents and approvers’ activity
(approve, reject, send for rework) data with the usage of industry
standard digital signatures in every approval step within the processes.

• Provide security such that an individual user sees only his/her workflow
items, where this assumes items which they are authorised to view.

• Provide security such that hierarchical access to view/control items can be

defined and administered within the system. Everything must be
configurable per role, document type, status, time, etc.
Section VI. Technical Requirements 200

• Allow for ad-hoc granting user access rights to documents and other
items regardless of protection/security type with ability for document
author or personnel responsible to assign viewing and/or control rights
to any authorised personnel.

• Support security standards like HTTP(s), encrypted communication

channels, etc. The system should support most of the open standards
such as XML, XSLT, WSE, (X) HTML, WebDAV, and SOAP.

1.18. Hardware Specifications - the vendor shall make recommendations for the
following hardware for the project:
• Server Specification

• Backup Specification

• Projection Screen Specification

• Laptop Computer Specification

• Tablet Device Specification

eMoC & eCABINET SERVICE REQUIREMENTS

1. Implementation Strategy
The firm shall submit a tentative project plan for complete development as per Bidding
Document in the technical requirements. However, a comprehensive and more detailed plan
will be required to be submitted by the firm after exact assessment of scope of work. The
project plan should indicate all activities, tasks (with interdependencies), dates, durations,
and resources required for attainment of objective along with payment milestones. All
standards planned to be followed are to be included in technical proposal. Based on the
progress achieved, the project plan would be reviewed periodically, at-least once a month.

The project implementation plan must include responsibilities and Key deliverables such as:
• Inception Report

• Conceptual and Technical Architectures

• Testing Plans

• Training Plans

• User Manuals
Section VI. Technical Requirements 201

• Etc.

2. Testing
The vendor shall produce a Testing Plan detailing the scope of the testing, the test data to be
used with specific test cases to address all possible scenarios for each module of the system.
The testing must include other application integration. The testing shall be carried out by the
vendor in collaboration with the client.

3. Training
A Training Plan with training materials must be produced by the vendor for approval prior to
training. The Training Plan must indicate the various categories of trainings that will be
carried out. A User Manual must be produced by the vendor. This is step-by-step guide on
the operation of the system. The vendor shall also produce an Administrators Manual to
guide System Administrators on how to manage, administer and maintain the system.

The vendor shall provide a formal training plan in written response to this RFP. This training
plan will ensure training for MoC employees with a skill set of field maintenance that
include installation, configuration, diagnose and replace all equipment engaged for the
proposed solution. If training requires MoC Staff to travel outside Accra, all accommodation
shall be incorporated.
The vendor shall specify total number of hours required for the training.

4. Warranty
The vendor shall provide warranty for a period of 6months. Warranty shall be deemed to
commence from the date of sign-off.

5. Annual Maintenance Cost (AMC)

At the completion of Warranty duration, the AMC period of one year will commence. The
scope of AMC will be the same as that of warranty. AMC support includes all support for the
software provided and installation services. Continuation of AMC will be at the sole
discretion of the client. The client at any time during the AMC may terminate the contract.

The vendor shall also prepare a draft maintenance agreement outlining the services provided
during the Maintenance period. The maintenance service must prevent unexpected and
prolonged downtime.
Section VI. Technical Requirements 202

Implementation Schedule Table

System, Subsystem, or lot number: [ if a multi-lot procurement, insert: lot number, otherwise state “entire System procurement” ]
[ Specify desired installation and acceptance dates for all items in Schedule below, modifying the sample line items and sample table
entries as needed. ]

Line Delivery
Item Configuration Site / Site (Bidder to Installation Acceptance Liquidated
No. Subsystem / Item Table No. Code specify in the (weeks from (weeks from Damages
Preliminary Effective Date) Effective Date) Milestone
Project Plan)

0 Project Plan eMoC, eCabinet -- -- -- W2 no

1 MoC Subsystem 1 HQ -- -- --

1.1 Hardware, LAN & General- 1 “ W12 W16 yes

Purpose Software

1.2 Database system 1 “ W16 W20 yes

1.3 Training 1 “ -- W20 no

1.4 Integration 2 W24

Operational Acceptance of the -- all sites -- W24 yes

System as an integrated whole

Recurrent Cost Items --

MoC Recurrent Cost Items n.1 HQ no

Section VI. Technical Requirements 203

Line Delivery
Item Configuration Site / Site (Bidder to Installation Acceptance Liquidated
No. Subsystem / Item Table No. Code specify in the (weeks from (weeks from Damages
Preliminary Effective Date) Effective Date) Milestone
Project Plan)

etc.

2 Cabinet Subsystem 1 HQ -- -- --

2.1 Hardware, LAN & General- 1 “ W12 W16 yes

Purpose Software

2.2 Database system 1 “ W16 W20 yes

2.3 Training 1 “ -- W20 no

2.4 Integration 2 W24

Operational Acceptance of the -- all sites -- W24 yes

System as an integrated whole

Recurrent Cost Items --

Cabinet Recurrent Cost Items n.1 HQ no

Note: Refer to the System Inventory Table(s) below for the specific items and components that constitute the Subsystems or item. Refer to
the Site Table(s) below for details regarding the site and the site code.
- - indicates not applicable. “ indicates repetition of table entry above.
Section VI. Technical Requirements 204

System Inventory Table (Supply and Installation Cost Items) [ insert: identifying number ]
System, Subsystem, or lot number: [ if a multi-lot procurement, insert: lot number, otherwise state “entire System procurement” ]
Line item number: [ specify: relevant line item number from the Implementation Schedule (e.g., 1.1) ]
[ as necessary for the supply and installation of the System, specify: the detailed components and quantities in the System Inventory
Table below for the line item specified above, modifying the sample components and sample table entries as needed. Repeat the
System Inventory Table as needed to cover each and every line item in the Implementation Schedule that requires elaboration. ]

Relevant Technical Additional Site Information

Component Specifications (e.g., building, floor,
No. Component No. department, etc.) Quantity

Note: - - indicates not applicable. “ indicates repetition of table entry above.

Section VI. Technical Requirements 205

System Inventory Table (Recurrent Cost Items) [ insert: identifying number ]

System, Subsystem, or lot number: [ if a multi-lot procurement, insert: lot number, otherwise state “entire System procurement” ]
Line item number: [ specify: relevant line item number from the Implementation Schedule (e.g., z.1) ]
[ as necessary for the supply and installation of the System, specify: the detailed components and quantities in the System Inventory
Table below for the line item specified above, modifying the sample components and sample table entries as needed. Repeat the
System Inventory Table as needed to cover each and every line item in the Implementation Schedule that requires elaboration. ]

Component Relevant
No. Component Technical Y1 Y2 Y3 Y4 … Yn
Specifications No.

Incl. in Incl. in Incl. in all main

1. Hardware Maintenance items, server
Warranty Warranty Warranty all sites … & WAN

2. Software Licenses and Updates:

Incl. in all items, all items, all

2.1 System and General-Purpose all sites all sites items,
Software Warranty all sites none none

2.2 Application, Standard, and Custom Incl. in HQ HQ HQ HQ HQ

Software Warranty

3. Technical Services
Section VI. Technical Requirements 206

Component Relevant
No. Component Technical Y1 Y2 Y3 Y4 … Yn
Specifications No.

4. Telecommunications Services … … … ... … …

5. [Other recurrent services, if any] … … … … … …

Note: - - indicates not applicable. “ indicates repetition of table entry above.

Section VI. Technical Requirements 207

Site Table(s)
System, Subsystem, or lot number: [ if a multi-lot procurement, insert: lot number, otherwise state “entire System procurement” ]
[ specify: the detailed information regarding the site(s) at which the System is to be operated ]

Drawing
Site Reference No.
Code Site City / Town / Region Primary Street Address (if any)

Ministry of Communications, Accra Abdul Diouf Street Accra

Cabinet Secretariat Jubilee House

Section VI. Technical Requirements 208

Table of Holidays and Other Non-Working Days

[ specify: the days for each month for each year that are non-working days, due to Holidays or other business reasons (other than
weekends). ]

Month 20xy 20xy+1 20xy+2 .... ... 20zz

1
2
3
4
5
6
7
8
9
10
11
12
 209

F. REQUIRED FORMAT OF TECHNICAL BIDS

5.1 Description of Information Technologies, Materials, Other Goods, and Services
5.1.0 The Bidder must provide detailed descriptions of the essential technical, performance,
or other relevant characteristics of all key Information Technologies, Materials, other
Goods, and Services offered in the bid (e.g., version, release, and model numbers).
Without providing sufficient clear detail, Bidders run the risk of their bids being
declared non-responsive.
5.1.1 To assist in the bid evaluation, the detailed descriptions should be organized and cross
referenced in the same manner as the Bidder’s item-by-item commentary on the
Technical Requirements described in Section 5.7.2 below. All information provided
by cross reference must, at a minimum, include clear titles and page numbers.
5.1.2 Within the proposal, the Bidder MUST describe their software components that will
be included in the IIMS solution, including software language, software modules,
public domain software, commercial off-the-shelf (COTS) software product(s) (as
applicable), and standard and ad hoc reporting software. For each software product,
the Bidder MUST identify the company, version, key features of the product, and
planned number of installations needed to support development, test, training and
production environments.
5.1.3 Proposal responses MUST include an overview of any build processes required to
support the system’s components. Bidders are encouraged to propose solutions that
automate and streamline the build processes. Solutions capable of detecting business
rules and schema changes and rebuilding data components through the use of
automation will be evaluated and their relative advantages and disadvantages
considered during the evaluation of responses.
5.1.4 Within the proposal, Bidders MUST describe their approach to managing multiple
versions of software throughout the development, test, production, and post-
implementation cycles. Configuration management MUST address all components of
the IIMS that are subject to change control, including database structures, reports, and
the portal software.
5.1.5 Within the proposal, Bidders MUST describe their approach for defining and
managing security levels for the IIMS portal and data repository, and describe their
Security Architecture, including components and functions at each architecture level
(e.g., application, database, network, server, etc.), including the capabilities associated
with each security level.

5.2 Preliminary Project Plan

5.2.0 The Bidder MUST prepare a Preliminary Project Plan describing, among other things,
the methods and human and material resources that the Bidder proposes to employ in
the design, management, coordination, and execution of all its responsibilities, if
awarded the Contract, as well as the estimated duration and completion date for each
major activity. At minimum, the Preliminary Project Plan MUST address the
following topics and points of emphasis:
 1 Project Organization and Management Sub-Plan including Task, Time, and
Resource Schedules, Problem Identification, Escalation and Resolution
Mechanisms, and Quality Assurance Arrangements
2 Change Management and Communication Sub-Plan (detailed in 5.3 below)
3 Software Design and Development Sub-Plan, including System Development
Lifecycle (SDLC) Methodology
4 Delivery and Installation Sub-Plan
5 System Integration Sub-Plan, including Structured Implementation Approach for
Pilot and Production implementation detailing, at minimum:
i. the proposed production implementation schedule,
ii. Scope of Pilot activities,
iii. system functionality to be included in each implementation phase,
iv. evaluation criteria that will be used to determine the project's readiness for
implementation of each of the project's components
v. and advantages and disadvantages of the proposed implementation strategy
and approach.
6 Training Sub-Plan
7 Inspection, Pre-commissioning and Operational Acceptance Testing Sub-Plan
8. Warranty Service and Technical Support Sub-Plan
9. The Bidder’s assessment of the major responsibilities of the Purchaser and any
other involved third parties in System supply and installation, as well as the
Bidder’s proposed means for coordinating activities by each of the involved
parties to avoid delays or interference.
5.2.1 In addition to the topics and points of emphasis, the Preliminary Project Plan MUST
address the topics and points of emphasis specified in SCC Clause 19 including any
additional items stated in the Bid Data Sheet for ITB Clause 16.2 (c). The Preliminary
Project Plan should also state the Bidder’s assessment of the major responsibilities of
the Purchaser and any other involved third parties in System supply and installation,
as well as the Bidder’s proposed means for coordinating activities by each of the
involved parties to avoid delays or interference.
5.3 Preliminary Change Management and Communication Plan
(a) The implementation of this project represents a new way of working. The Bidder MUST
include in the project plan a detailed description of how it will ensure acceptance by staff
of the new system.
(b) The Bidder MUST include detailed descriptions of its organization units related to the
various stakeholders involved in the project. Details MUST include:
(i) Manner of interface with Bidder and various stakeholders
(ii) Roles and responsibilities of Bidder staff, by person and position
(iii) Expectations of roles and responsibility of stakeholders
(c) The Bidder MUST include details of his communication plan for the program including:
 (i) Proactive and targeted approach focusing on developing and delivering key
messages to key groups in the right time, manner and responsiveness
(ii) Means of identifying and analyzing key stakeholders
(iii) Communication goals and objectives
(iv) Key messages and anticipated timing and frequency
(v) Feedback and evaluation mechanisms
(vi) Recognition and celebration means for change leaders and enablers
5.4 Firm Qualification and Experience Requirements
(a) The Bidder Qualifications and submission requirements are clearly defined in the
Invitation for Bids (IFB) and in the Bid Data Sheet (BDS). As stated, Bidders and their
subcontractors MUST show a multi-year track record of enterprise information systems
implementation especially in court management and e-Justice systems.
(b) The Bidder MUST identify its subcontractors undertaking a significant portion of work
under this contract (15% of greater of the estimated value of the contract) or
undertaking major elements of work under this contract (software customization,
maintenance, training, installation or support). Such subcontractors MUST be capable
of supplying installation, training and maintenance and support services to the project.
(c) The Bidder (or its contractors) MUST describe regional and country experiences in
similar projects. Experience in Ghana is desirable.
(d) The Bidder (or its contractors) MUST specify the number of local staff, and the skills
and qualifications that will be dedicated to the implementation of this project.
(e) The Bidder MUST have a formal quality assurance system in operation and MUST be
certified or recognised by an independent body in terms of its quality assurance
practices (using the ISO-9000 series or equivalent standards).
5.5 Expertise Curriculum Vitae (CV)
5.6 Confirmation of Responsibility for Integration and Interoperability of Information
Technologies
5.6.0 The Bidder must submit a written confirmation that, if awarded the Contract, it shall
accept responsibility for successful integration and interoperability of all the proposed
Information Technologies included in the System, as further specified in the Bidding
Document.
5.7 Format and Content of Bids
5.7.1 All Bidders are required to submit one sealed pack which includes:
• One (1) printed original and Four (4) copies
• One (1) soft copy on CD-ROM, submitted in the sealed envelope containing the
original hard copy of their bid
In case of any discrepancy between the printed bid and the electronic soft copy, the printed
bid will prevail. The softcopy format must be in Microsoft Office format and a widely
accepted flowcharting package.
5.7.2 The bids MUST include, but are not limited to the following components:
 Section 1: Overview of the IIMS and Portal System
Bidders must provide an overview of the proposed solution describing their understanding
of the requirements and how their solution responds to those requirements. This includes
the Technical Approach and Methodology for System Design, Development and
Implementation.
Section 2: Response to Technical Requirements
Section 3: Response to Work Plan and Methodology Requirements
Consistent with the requirements heretofore stated, Bidder must prepare a Preliminary
Project Plan describing, among other things, the methods and human and material
resources that the Bidder proposes to employ in the design, management, coordination,
and execution of all its responsibilities, if awarded the Contract, as well as the estimated
duration and completion date for each major activity.
The Preliminary Project Plan must also state the Bidder’s assessment of the major
responsibilities of the Purchaser and any other involved third parties in supply and
installation, as well as the Bidder’s proposed means for coordinating activities by each of
the involved parties to avoid delays or interference
Section 4: Response to Firm Experience and Team Composition Requirements
This document describes the requirements related to the experience of the Bidder or the
companies in the Bidders’ Joint Venture and the experience and qualifications of the
proposed personnel. These requirements can be summarized as follows:
a) Firm Qualifications and Experience
b) Team Qualifications and Experience
The Invitation for Bids and the Bid Data Sheet specify the format of the responses to the
Bidder qualification requirements.
In order to demonstrate the qualifications and experience of the Bidder’s proposed
personnel, full Curriculum Vitae must be submitted for each person using the format
provided in the sample forms. Information must include all relevant details including
education and training, professional experience, employment history, etc.
5.8 Item-by-Item Commentary on the Technical Requirements
5.8.0 The Bidder must provide an item-by-item commentary on the Purchaser’s Technical
Requirements, demonstrating the substantial responsiveness of the overall design of
the System and the individual Information Technologies, Goods, and Services offered
to those Requirements, see ITB Clause 16.2 (b).
5.8.1 In demonstrating the responsiveness of its bid, the Bidder is strongly urged to use the
Technical Responsiveness Checklist provided in Section G of the Technical
Requirements. Failure to do so, increases significantly the risk that the Bidder’s
Technical Bid will be declared technically non-responsive. Among other things, the
checklist should contain explicit cross references to the relevant pages in the Bidder’s
Technical Bid.
 G. TECHNICAL RESPONSIVENESS CHECKLIST

Technical Responsiveness Checklist

Note to Bidders: The following Checklist is provided to help the Bidder organize and consistently
present its Technical Bid. For each of the following Technical Requirements, the Bidder must
describe how its Technical Bid responds to each Requirement. In addition, the Bidder must provide
cross references to the relevant supporting information, if any, included in the bid. The cross
reference should identify the relevant document(s), page number(s), and paragraph(s). The Technical
Responsiveness Checklist does not supersede the rest of the Technical Requirements (or any other
part of the Bidding Documents). If a requirement is not mentioned in the Checklist that does not
relieve the Bidder from the responsibility of including supporting evidence of compliance with that
other requirement in its Technical Bid. One- or two-word responses (e.g. “Yes,” “No,” “Will
comply,” etc.) are normally not sufficient to confirm technical responsiveness with Technical
Requirements.

Tech. Require. No. 1 Technical Requirement: [ specify:

[ insert: abbreviated description of Mandatory or
Requirement ] Preferred ]

Bidder’s technical reasons supporting compliance:

Bidder’s cross references to supporting information in Technical Bid:

Tech. Require. No. 2 Technical Requirement: [ specify:

[ insert: abbreviated description of Mandatory or
Requirement ] Preferred ]

Bidder’s technical reasons supporting compliance:

Bidder’s cross references to supporting information in Technical Bid:

H. ATTACHMENTS
Section VII. Sample Forms 215

SECTION VII. SAMPLE FORMS

Section VII. Sample Forms 216

Notes to Bidders on working with the Sample Forms

The Purchaser has prepared the forms in this section of the Bidding Documents to
suit the specific requirements of the System being procured. They are derived from the
forms contained in the World Bank’s Standard Bidding Documents for the Supply and
Installation of Information Systems. In its bid, the Bidder must use these forms (or forms
that present in the same sequence substantially the same information). Bidders should not
introduce changes without the Purchaser’s prior written consent (which may also require
the clearance of the World Bank). If the Bidder has a question regarding the meaning or
appropriateness of the contents or format of the forms and/or the instructions contained in
them, these questions should be brought to the Purchaser’s attention as soon as possible
during the bid clarification process, either at the pre-bid meeting or by addressing them to
the Purchaser in writing pursuant to ITB Clause 10.
The Purchaser has tried to provide explanatory text and instructions to help the
Bidder prepare the forms accurately and completely. The instructions that appear directly
on the forms themselves are indicated by use of typographical aides such as italicized text
within square brackets as is shown in the following example taken from the Bid
Submission Form:
Duly authorized to sign this bid for and on behalf of [ insert: name of Bidder ]
In preparing its bid, the Bidder must ensure all such information is provided and
that the typographical aides are removed.
The sample forms provide a standard set of documents that support the
procurement process as it moves forward from the stage of bidding, through Contract
formation and onto Contract performance. The first set of forms must be completed and
submitted as part of the bid prior to the deadline for bid submission. These include:
(i) the Bid Submission Form; (ii) the Price Schedules; (iii) the Manufacturer’s
Authorizations and key Subcontractor agreements; (iv) the List of Proposed
Subcontractors; (v) the form(s) for securing the bid (if and as required); and other forms
as found in sub-sections 1 through 4 of this Section VII of the Bidding Documents.
• Bid Submission Form: In addition to being the place where official confirmation
of the bid price, the currency breakdown, the completion date(s), and other
important Contract details are expressed, the Bid Submission Form is also used by
the Bidder to confirm - in case adjudication applies in this Contract - its
acceptance of the Purchaser’s proposed Adjudicator, or to propose an alternative.
If the bid is being submitted on behalf of a Joint Venture, it is essential that the
Bid Submission Form be signed by the partner in charge and that it be supported
by the authorizations and power of attorney required pursuant to ITB Clause 6.2.
Given widespread concern about illegal use of licensed software, Bidders will be
asked to certify in the Bid Submission Form that either the Software included in
the bid was developed and is owned by the Bidder, or, if not, the Software is
covered by valid licenses with the proprietor of the Software.
• Price Schedules: The prices quoted in the Price Schedules should constitute full
and fair compensation for supply, installation, and achieving Operational
Acceptance of the System as described in the Technical Requirements based on
the Implementation Schedule, and the terms and conditions of the proposed
Contract as set forth in the Bidding Documents. Prices should be given for each
Section VII. Sample Forms 217

line item provided in the Schedules, with costs carefully aggregated first at the
Subsystem level and then for the entire System. If the Price Schedules provide
only a summary breakdown of items and components, or do not cover some items
unique to the Bidder’s specific technical solution, the Bidder may extend the
Schedules to capture those items or components. If supporting price and cost
tables are needed for a full understanding of the bid, they should be included.
Arithmetical errors should be avoided. If they occur, the Purchaser will correct
them according to ITB Clause 26.2 (ITB Clause 38.2 in the two-stage SBD)
without consulting the Bidder. Major omissions, inconsistencies, or lack of
substantiating detail can lead to rejection of a bid for commercial non-
responsiveness. Presenting prices according to the breakdown prescribed in the
Price Schedules is also essential for another reason. If a bid does not separate
prices in the prescribed way, and, as a result, the Purchaser cannot apply the
domestic preference provision described in ITB Clause 29 (ITB Clause 41 in the
two-stage SBD), if they are applicable in this bidding, the Bidder will lose the
benefit of the preference. Once bids are opened, none of these problems can be
rectified. At that stage, Bidders are not permitted to change their bid prices to
overcome errors or omissions.
• Manufacturer’s Authorizations and written agreements by key Subcontractors: In
accordance with ITB Clauses 6.1 (b) and (c), a Bidder may be required to submit,
as part of its bid, Manufacturer’s Authorizations in the format provided in the
Bidding Documents, and agreements by Subcontractors proposed for key services,
for all items specified in the Bid Data Sheet. There is no particular format (or
sample form) for Subcontractor agreements.
• List of Proposed Subcontractors: In accordance with ITB Clause 6.3, a Bidder
must submit, as part of its bid, a list of proposed subcontracts for major items of
Technologies, Goods, and/or Services. The list should also include the names and
places of registration of the Subcontractors proposed for each item and a summary
of their qualifications.
• List of Software and Materials: In accordance with ITB Clause 13.1 (e) (vi) (ITB
Clauses 13.1 (c) (vi) and 25.1 (e) (vi) in the two-stage SBD), Bidders must submit,
as part of their bids, lists of all the Software included in the bid assigned to one of
the following categories: (A) System, General-Purpose, or Application Software;
or (B) Standard or Custom Software. Bidders must also submit a list of all
Custom Materials. If provided for in the Bid Data Sheet, the Purchaser may
reserve the right to reassign certain key Software to a different category.
• Qualification information forms: In accordance with ITB Clause 6, the Purchaser
will determine whether the Bidder is qualified to undertake the Contract. This
entails financial, technical as well as performance history criteria which are
specified in the BDS for ITB Clause 6. The Bidder must provide the necessary
information for the Purchaser to make this assessment through the forms in this
sub-section. The forms contain additional detailed instructions which the Bidder
must follow.
• Securing the bid: If the BDS for ITB Clause 17 (ITB Clause 29 in the two-stage
SBD) requires that bids be secured, the Bidder shall do so in accordance with the
type and details specified in the same ITB/BDS Clause, either using the form(s)
Section VII. Sample Forms 218

included in these Sample Forms or using another form acceptable to the

Purchaser. If a Bidder wishes to use an alternative form, it should ensure that the
revised format provides substantially the same protection as the standard format;
failing that, the Bidder runs the risk of rejection for commercial non-
responsiveness.
Bidders need not provide the Performance Security and Advance Payment
Security with their bids. Only the Bidder selected for award by the Purchaser will be
required to provide these securities.
The following forms are to be completed and submitted by the successful Bidder
following notification of award: (i) Contract Agreement, with all Appendices;
(ii) Performance Security; and (iii) Advance Payment Security.
• Contract Agreement: In addition to specifying the parties and the Contract Price,
the Contract Agreement is where the: (i) Supplier Representative; (ii) if
applicable, agreed Adjudicator and his/her compensation; and (iii) the List of
Approved Subcontractors are specified. In addition, modifications to the
successful Bidder’s Bid Price Schedules are attached to the Agreement. These
contain corrections and adjustments to the Supplier’s bid prices to correct errors,
adjust the Contract Price to reflect – if applicable - any extensions to bid validity
beyond the last day of original bid validity plus 56 days, etc.
• Performance Security: Pursuant to GCC Clause 13.3, the successful Bidder is
required to provide the Performance Security in the form contained in this section
of these Bidding Documents and in the amount specified in accordance with the
SCC.
• Advance Payment Security: Pursuant to GCC Clause 13.2, the successful Bidder
is required to provide a bank guarantee for the full amount of the Advance
Payment - if an Advance Payment is specified in the SCC for GCC 12.1 - in the
form contained in this section of these Bidding Documents or another form
acceptable to the Purchaser. If a Bidder wishes to propose a different Advance
Payment Security form, it should submit a copy to the Purchaser promptly for
review and confirmation of acceptability before the bid submission deadline.
The Purchaser and Supplier will use the following additional forms during
Contract implementation to formalize or certify important Contract events: (i) the
Installation and Operational Acceptance Certificates; and (ii) the various Change Order
forms. These and the procedures for their use during performance of the Contract are
included in the Bidding Documents for the information of Bidders.
Section VII. Sample Forms 219

Table of Sample Forms

1. Bid Submission Form (Single-Stage Bidding) ..............................................................221

2. Price Schedule Forms .....................................................................................................225

2.1 Preamble .................................................................................................................226
2.2 Grand Summary Cost Table ....................................................................................228
2.3 Supply and Installation Cost Summary Table .........................................................231
2.4 Recurrent Cost Summary Table ..............................................................................233
2.5 Supply and Installation Cost Sub-Table [ insert: identifying number ]................234
2.6 Recurrent Cost Sub-Table [ insert: identifying number ] .....................................236
2.7 Country of Origin Code Table ................................................................................238
3. Other Bid Forms and Lists.............................................................................................239
3.1 Manufacturer’s Authorization .................................................................................240
3.2 List of Proposed Subcontractors .............................................................................241
3.3 Software List ...........................................................................................................242
3.4 List of Custom Materials ........................................................................................243
3.5.1 General Information Form ......................................................................................244
3.5.2 General Information Systems Experience Record ..................................................245
3.5.2a Joint Venture Summary........................................................................................246
3.5.3 Particular Information Systems Experience Record ...............................................247
3.5.3a Details of Contracts of Similar Nature and Complexity ......................................248
3.5.4 Summary Sheet: Current Contract Commitments / Work in Progress ..................249
3.5.5 Financial Capabilities..............................................................................................250
3.5.6 Personnel Capabilities .............................................................................................252
3.5.6a Candidate Summary .............................................................................................253
3.5.7 Technical Capabilities .............................................................................................254
3.5.8 Litigation History ....................................................................................................255
4. Bid-Securing Declaration ...............................................................................................256

4A. Bid Security (Bank Guarantee) ..................................................................................257

4B. Bid Security (Bid Bond) ...............................................................................................258

5. Contract Agreement .......................................................................................................259

Appendix 1. Supplier’s Representative...........................................................................263
Appendix 2. Adjudicator .................................................................................................264
Appendix 3. List of Approved Subcontractors ...............................................................265
Appendix 4. Categories of Software ...............................................................................266
Appendix 5. Custom Materials .......................................................................................267
Appendix 6. Revised Price Schedules ............................................................................268
Appendix 7. Minutes of Contract Finalization Discussions and Agreed-to Contract
Amendments ...........................................................................................................269
6. Performance and Advance Payment Security Forms ..................................................270
Section VII. Sample Forms 220

6.1 Performance Security Form (Bank Guarantee) .......................................................271

6.2 Advance Payment Security Form (Bank Guarantee) ..............................................272
7. Installation and Acceptance Certificates ......................................................................273
7.1 Installation Certificate .............................................................................................274
7.2 Operational Acceptance Certificate ........................................................................275
8. Change Order Procedures and Forms ..........................................................................276
8.1 Request for Change Proposal Form ........................................................................277
8.2 Change Estimate Proposal Form .............................................................................279
8.3 Estimate Acceptance Form .....................................................................................281
8.4 Change Proposal Form ............................................................................................283
8.5 Change Order Form ................................................................................................285
8.6 Application for Change Proposal Form ..................................................................287
Section VII. Sample Forms 221

1. BID SUBMISSION FORM (SINGLE-STAGE BIDDING)

Date: [ Bidder insert: date of bid ]

Loan/Credit No.: [ Purchaser insert: number ]
IFB: [ Purchaser insert: IFB title and number ]
Contract: [ Purchaser insert: name of Contract ]

To: [ Purchaser insert: name and address of Purchaser ]

Dear Sir or Madam:

Having examined the Bidding Documents, including Addenda Nos. [ insert
numbers ], the receipt of which is hereby acknowledged, we, the undersigned, offer to
supply, install, achieve Operational Acceptance of, and support the Information System
under the above-named Contract in full conformity with the said Bidding Documents for
the sum of:
[ insert: amount of local ([ insert: amount of local currency
currency in words ] in figures from corresponding Grand
Total entry of the Grand Summary
Cost Table ])
plus [ insert: amount of foreign ([ insert: amount of foreign
currency A in words ] currency A in figures from
corresponding Grand Total entry of
the Grand Summary Cost Table ])
[ as appropriate, add the following ]
plus [ insert: amount of foreign ([ insert: amount of foreign
currency B in words ] currency B in figures from
corresponding Grand Total entry of
the Grand Summary Cost Table ])
plus [ insert: amount of foreign ([ insert: amount of foreign
currency C in words ] currency C in figures from
corresponding Grand Total entry of
the Grand Summary Cost Table ])

or such other sums as may be determined in accordance with the terms and conditions of
the Contract. The above amounts are in accordance with the Price Schedules attached
herewith and made part of this bid.
We undertake, if our bid is accepted, to commence work on the Information
System and to achieve Installation and Operational Acceptance within the respective
times stated in the Bidding Documents.
Section VII. Sample Forms 222

If our bid is accepted, and if these Bidding Documents so require, we undertake to

provide an advance payment security and a performance security in the form, in the
amounts, and within the times specified in the Bidding Documents.
[ As appropriate, include or delete the following paragraph ]
“We accept the appointment of [ Purchaser insert: name of proposed
Adjudicator from the Bid Data Sheet ] as the Adjudicator.”
[ and delete the following paragraph, or, as appropriate, delete the above
and include the following, or, if no Adjudicator is stated in the Bid Data
Sheet, delete both the above and the following ]
“We do not accept the appointment of [ Purchaser insert: name of proposed
Adjudicator from the Bid Data Sheet ] as the Adjudicator, and we propose instead that
[ insert: name ] be appointed as Adjudicator, whose résumé and hourly fees are
attached.”
We hereby certify that the Software offered in this bid and to be supplied under
the Contract (i) either is owned by us, or (ii) if not owned by us, is covered by a valid
license from the proprietor of the Software.
We agree to abide by this bid, which, in accordance with ITB Clauses 13 and 16,
consists of this letter (Bid Submission Form) and the enclosures listed below, for a period
of [ Purchaser insert: number from Bid Data Sheet ] days from the date fixed for
submission of bids as stipulated in the Bidding Documents, and it shall remain binding
upon us and may be accepted by you at any time before the expiration of that period.
Commissions or gratuities, if any, paid or to be paid by us to agents relating to this
Bid, and to Contract execution if we are awarded the Contract, are listed below:

Name and Address Amount and Purpose of

of Agent Currency Commission or
Gratuity

Etc. [if none, state: “none”]

Until the formal final Contract is prepared and executed between us, this bid,
together with your written acceptance of the bid and your notification of award, shall
constitute a binding contract between us. We understand that you are not bound to accept
the lowest or any bid you may receive.

Dated this [ insert: ordinal ] day of [ insert: month ], [ insert: year ].

Signed:
Date:
Section VII. Sample Forms 223

In the capacity of [ insert: title or position ]

Duly authorized to sign this bid for and on behalf of [ insert: name of Bidder ]

ENCLOSURES:
Price Schedules
Bid-Securing Declaration or Bid-Security (if and as required)
Signature Authorization [plus, in the case of a Joint Venture Bidder, list all other
authorizations pursuant to ITB Clause 6.2]
Attachment 1. Bidder’s Eligibility
Attachment 2. Bidder’s Qualifications (including Manufacturer’s Authorizations
and Subcontractor agreements if and as required)
Attachment 3. Eligibility of Goods and Services
Attachment 4. Conformity of the Information System to the Bidding Documents
Attachment 5. Proposed Subcontractors
Attachment 6. Intellectual Property (Software and Materials Lists)
[if appropriate, specify further attachments or other enclosures]
Section VII. Sample Forms 224

Bid Table of Contents and Checklist

Note: Purchasers should expand and modify (as appropriate) the following table to
reflect the required elements of the Bidder’s bid. As the following note to Bidders
explains, it is in both the Purchaser’s and Bidder’s interest to provide this table and
accurately fill it out.
Note: Bidders should expand and (if appropriate) modify and complete the following
table. The purpose of the table is to provide the Bidder with a summary checklist of items
that must be included in the bid as described in ITB Clauses 13.1 and 16, in order for the
bid to be considered for Contract award. The table also provides a summary page
reference scheme to ease and speed the Purchaser’s bid evaluation process.

Item present: y/n page no.

Bid Submission Form ......................................................

Price Schedules ................................................................

Bid-Securing Declaration / Bid-Security (if and as

required) ...........................................................................

Signature Authorization (for Joint Ventures additionally

including the authorizations listed in ITB Clause 6.2).....

Attachment 1 ....................................................................

Attachment 2 ....................................................................

Manufacturer’s Authorizations ..................................

Subcontractor agreements ..........................................

Attachment 3 ....................................................................

Attachment 4 ....................................................................

Attachment 5 ....................................................................

Attachment 6 ....................................................................

..........................................................................................
Section VII. Sample Forms 225

2. PRICE SCHEDULE FORMS

Note: in information systems procurement, the Contract Price (and payment schedule)
should be linked as much as possible to achievement of operational capabilities, not just
to the physical delivery of technology.
Section VII. Sample Forms 226

2.1 Preamble

Note: Purchasers should highlight any special requirements of the System and
Contract in a Preamble to the Price Schedules. The following is an example of
one such preamble.

General
1. The Price Schedules are divided into separate Schedules as follows:
2.2 Grand Summary Cost Table
2.3 Supply and Installation Cost Summary Table
2.4 Recurrent Cost Summary Table
2.5 Supply and Installation Cost Sub-Table(s)
2.6 Recurrent Cost Sub-Tables(s)
2.7 Country of Origin Code Table
[ insert: any other Schedules as appropriate]
2. The Schedules do not generally give a full description of the information
technologies to be supplied, installed, and operationally accepted, or the Services to
be performed under each item. However, it is assumed that Bidders shall have read
the Technical Requirements and other sections of these Bidding Documents to
ascertain the full scope of the requirements associated with each item prior to filling
in the rates and prices. The quoted rates and prices shall be deemed to cover the full
scope of these Technical Requirements, as well as overhead and profit.
3. If Bidders are unclear or uncertain as to the scope of any item, they shall seek
clarification in accordance with the Instructions to Bidders in the Bidding
Documents prior to submitting their bid.
Pricing
4. Prices shall be filled in indelible ink, and any alterations necessary due to errors,
etc., shall be initialed by the Bidder. As specified in the Bid Data Sheet, prices shall
be fixed and firm for the duration of the Contract.
5. Bid prices shall be quoted in the manner indicated and, in the currencies, specified
in ITB Clauses 14 and 15 (ITB Clauses 27 and 28 in the two-stage SBD). Prices
must correspond to items of the scope and quality defined in the Technical
Requirements or elsewhere in these Bidding Documents.
6. The Bidder must exercise great care in preparing its calculations, since there is no
opportunity to correct errors once the deadline for submission of bids has passed. A
single error in specifying a unit price can therefore change a Bidder’s overall total
bid price substantially, make the bid noncompetitive, or subject the Bidder to
possible loss. The Purchaser will correct any arithmetic error in accordance with the
provisions of ITB Clause 26.2 (ITB Clause 38.2 in the two-stage SBD).
7. Payments will be made to the Supplier in the currency or currencies indicated under
each respective item. As specified in ITB Clause 15.1 (ITB Clause 28.1 in the two-
Section VII. Sample Forms 227

stage SBD), no more than three foreign currencies may be used. The price of an
item should be unique regardless of installation site.
Section VII. Sample Forms 228

2.2 Grand Summary Cost Table

[ insert: Local [ insert: Foreign [ insert: Foreign [ insert: Foreign
Currency] Currency A] Currency B] Currency C]
Price Price Price Price

eMoC

1. Supply and Installation Costs (from

Supply and Installation Cost Summary
Table)

a Standard Software

b Custom Software

c IT Hardware

d IT Network

e People movement and Access

monitoring Control

f Integration

g Training

2. Recurrent Costs (from Recurrent Cost

Summary Table)

Grand Total
Section VII. Sample Forms 229

eCabinet

1. Supply and Installation Costs (from

Supply and Installation Cost Summary
Table)

a Standard Software

b Custom Software

c IT Hardware

d IT Network

e Integration

f Training

2. Recurrent Costs (from Recurrent Cost

Summary Table)

3. Grand Total

Grand Totals (to Bid Submission Form)

Name of Bidder:

Authorized Signature of Bidder:

Section VII. Sample Forms 230

Name of Bidder:

Authorized Signature of Bidder:

Section VII. Sample Forms 231

2.3 Supply and Installation Cost Summary Table

System or Subsystem number: [ if a multi-lot procurement, insert: Subsystem number; otherwise state “entire System
procurement” ] [ as necessary for supply, installation, and achieving Operational Acceptance of the System, specify items in the
Table below, modifying, deleting, or expanding the sample line items and sample table entries as needed. ]
Costs MUST reflect prices and rates quoted in accordance with ITB Clauses 14 and 15 (ITB Clauses 27 and 28 in the two-stage SBD).

Supply & Installation Prices

Locally Items supplied from outside the Purchaser’s Country
supplied
items

Line Supply and [ insert: [ insert: [ insert: [ insert: [ insert:

Item Installation Local Local Foreign Foreign Foreign
No. Subsystem / Item Cost Sub- Currency] Currency] Currency A] Currency B] Currency C]
Table No. Price Price Price Price Price

SUBTOTALS

TOTAL (To Grand Summary Table)

Note: - - indicates not applicable. “ indicates repetition of table entry above. Refer to the relevant Supply and Installation Cost Sub-Table
for the specific components that constitute each Subsystem or line item in this summary table
Section VII. Sample Forms 232

Name of Bidder:

Authorized Signature of Bidder:

Section VII. Sample Forms 233

2.4 Recurrent Cost Summary Table

System or Subsystem number: [ if a multi-lot procurement, insert: Subsystem number, otherwise state “entire System
procurement” ] [ as necessary for the operation of the System, specify items in the Table below, modifying the sample line items and
sample table entries as needed. ]
Costs MUST reflect prices and rates quoted in accordance with ITB Clauses 14 and 15 (ITB Clauses 27 and 28 in the two-stage SBD).

[ insert: [ insert: [ insert: [ insert:

Line Recurrent Local Foreign Foreign Foreign
Item Cost Sub- Currency] Currency A] Currency B] Currency C]
No. Subsystem / Item Table No. Price Price Price Price

z Recurrent Cost Items

z.1 MoC Recurrent Cost Items n.1

z.2 Cabinet Recurrent Cost Items n.2

Subtotals (to Grand Summary Table)

Note: Refer to the relevant Recurrent Cost Sub-Tables for the specific components that constitute the Subsystem or line item in this
summary table.

Name of Bidder:

Authorized Signature of Bidder:

 Section VII. Sample Forms 234

2.5 Supply and Installation Cost Sub-Table [ insert: identifying number]

System or Subsystem number: [ if a multi-lot procurement, insert: Subsystem number; otherwise state “entire System procurement” ]
Line item number: [ specify: relevant line item number from the Supply and Installation Cost Summary Table (e.g., 1.1) ]
[ as necessary for supply, installation, and achieving Operational Acceptance of the System, specify: the detailed components and
quantities in the Sub-Table below for the line item specified above, modifying the sample components and sample table entries as
needed. Repeat the Sub-Table as needed to cover each and every line item in the Supply and Installation Cost Summary Table that
requires elaboration. ]
Prices, rates, and subtotals MUST be quoted in accordance with ITB Clauses 14 and 15 (ITB Clauses 27 and 28 in the two-stage
SBD). Unit prices for the same item appearing several times in the table must be identical in amount and currency.

Unit Prices / Rates Total Prices

Supplied Supplied from outside the Purchaser’s Supplied Supplied from outside the Purchaser’s Country
Locally Country Locally
Compo- Component Country Quan- [ insert: [ insert [ insert: [ insert: [ insert: [ insert:
[ insert: [ insert: [ insert: [ insert:
nent Description of Origin tity foreign foreign foreign foreign foreign foreign
local local local local
No. Code currency currency currency currency currency currency
currency] currency] currency] currency]
A] B] C] A] B] C]

-- -- -- -- --
 Section VII. Sample Forms 235

Unit Prices / Rates Total Prices

Supplied Supplied from outside the Purchaser’s Supplied Supplied from outside the Purchaser’s Country
Locally Country Locally
Compo- Component Country Quan- [ insert: [ insert [ insert: [ insert: [ insert: [ insert:
[ insert: [ insert: [ insert: [ insert:
nent Description of Origin tity foreign foreign foreign foreign foreign foreign
local local local local
No. Code currency currency currency currency currency currency
currency] currency] currency] currency]
A] B] C] A] B] C]

-- -- -- -- --

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

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

Subtotals (to [ insert: line item ] of Supply and Installation Cost Summary Table)

Note: - - indicates not applicable.

Name of Bidder:

Authorized Signature of Bidder:

Section VII. Sample Forms 236

2.6 Recurrent Cost Sub-Table [ insert: identifying number ]

Lot number: [ if a multi-lot procurement, insert: lot number, otherwise state “single lot procurement” ]
Line item number: [ specify: relevant line item number from the Recurrent Cost Summary Table (e.g., z.1) ]
Currency: [ specify: the currency of the Recurrent Costs in which the costs expressed in this Sub-Table are expressed ]
[ as necessary for operation of the System, specify: the detailed components and quantities in the Sub-Table below for the line item
specified above, modifying the sample components and sample table entries as needed. Repeat the Sub-Table as needed to cover
each and every line item in the Recurrent Cost Summary Table that requires elaboration. ]
Costs MUST reflect prices and rates quoted in accordance with ITB Clauses 14 and 15 (ITB Clauses 27 and 28 in the two-stage SBD).
Unit prices for the same item appearing several times in the table must be identical in amount and currency.

Maximum all-inclusive costs (for costs in [ insert: currency ])

Component Sub-total for [ insert:

No. Component Y1 Y2 Y3 Y4 ... Yn currency ]

1. Hardware Maintenance Incl. in Incl. in Incl. in

Warranty Warranty Warranty

2. Software Licenses & Updates Incl. in

Warranty

2.1 System and General- Incl. in

Purpose Software Warranty

2.2 Application, Standard and Incl. in

Custom Software Warranty

3. Technical Services
Section VII. Sample Forms 237

Maximum all-inclusive costs (for costs in [ insert: currency ])

Component Sub-total for [ insert:

No. Component Y1 Y2 Y3 Y4 ... Yn currency ]

4. Telecommunications costs [to

be detailed]

5. [Identify other recurrent costs

as may apply]

Annual Subtotals: --

Cumulative Subtotal (to [ insert: currency] entry for [ insert: line item ] in the Recurrent Cost Summary Table)

Name of Bidder:

Authorized Signature of Bidder:

Section VII. Sample Forms 238

2.7 Country of Origin Code Table

Country of Origin Country Country of Origin Country Code Country of Origin Country
Code Code
Section VII. Sample Forms 239

3. OTHER BID FORMS AND LISTS

Section VII. Sample Forms 240

3.1 Manufacturer’s Authorization

Invitation for Bids Title and No.:

[If applicable:] Lot, Slice, Subsystem No(s).:

To: ________________________________

WHEREAS _______________________________________ who are official producers of

_______________________________________________ and having production facilities at
__________________________________________________________ do hereby authorize
__________________________________________________________________ located at
_____________________________________________________ (hereinafter, the “Bidder”)
to submit a bid and subsequently negotiate and sign a Contract with you for resale of the
following Products produced by us:

We hereby confirm that, in case the bidding results in a Contract between you and the Bidder,
the above-listed products will come with our full standard warranty.

Name In the capacity of

Signed

Duly authorized to sign the authorization for and on behalf of : ________________________

Dated on _______________________________ day of ______________________, ______.

Note: This authorization should be written on the letterhead of the Manufacturer and be
signed by a person with the proper authority to sign documents that are binding on the
Manufacturer.
Section VII. Sample Forms 241

3.2 List of Proposed Subcontractors

Item Proposed Subcontractor Place of Registration &

Qualifications
Section VII. Sample Forms 242

3.3 Software List

(select one per item) (select one per item)

General-
System Purpose Application Standard Custom
Software Item Software Software Software Software Software
Section VII. Sample Forms 243

3.4 List of Custom Materials

Custom Materials
Section VII. Sample Forms 244

3.5.1 General Information Form

All individual firms and each partner of a Joint Venture that are bidding must complete the
information in this form. Nationality information should be provided for all owners or
Bidders that are partnerships or individually owned firms.
Where the Bidder proposes to use named Subcontractors for highly specialized components
of the Information System, the following information should also be supplied for the
Subcontractor(s), together with the information in Forms 3.5.2, 3.5.3, 3.5.3a, 3.5.4, and 3.5.5.
Joint Ventures must also fill out Form 3.5.2a.

1. Name of firm
2. Head office address
3. Telephone Contact
4. Fax Telex
5. Place of incorporation / registration Year of incorporation / registration

Nationality of owners¹
Name Nationality
1.
2.
3.
4.
5.
¹/ To be completed by all owners of partnerships or individually owned firms.
Section VII. Sample Forms 245

3.5.2 General Information Systems Experience Record

Name of Bidder or partner of a Joint Venture

All individual firms and all partners of a Joint Venture must complete the information in this
form with regard to the management of Information Systems contracts generally. The
information supplied should be the annual turnover of the Bidder (or each member of a Joint
Venture), in terms of the amounts billed to clients for each year for work in progress or
completed, converted to U.S. dollars at the rate of exchange at the end of the period reported.
The annual periods should be calendar years, with partial accounting for the year up to the
date of submission of applications. This form may be included for Subcontractors only if the
Bid Data Sheet for ITB Clause 6.1 (a) explicitly permits experience and resources of (certain)
Subcontractors to contribute to the Bidder’s qualifications.
A brief note on each contract should be appended, describing the nature of the Information
System, duration and amount of contract, managerial arrangements, purchaser, and other
relevant details.
Use a separate page for each partner of a Joint Venture, and number these pages.
Bidders should not enclose testimonials, certificates, and publicity material with their
applications; they will not be taken into account in the evaluation of qualifications.
Annual turnover data (applicable activities only)
Year¹ Turnover US$ equivalent
1.
2.

3.
4.
5.

¹/ Commencing with the partial year up to the date of submission of bids

Section VII. Sample Forms 246

3.5.2a Joint Venture Summary

Names of all partners of a Joint Venture
1. Partner in charge
2. Partner
3. Partner
4. Partner
5. Partner
6. etc.

Total value of annual turnover, in terms of Information System billed to clients, in US$
equivalent, converted at the rate of exchange at the end of the period reported:

Annual turnover data (applicable activities only; US$ equivalent)

Partner Form Year 1 Year 2 Year 3 Year 4 Year 5
3.5.2-
page no.
1. Partner
in charge
2. Partner
3. Partner
4. Partner
5. Partner
6. Etc.
Totals
Section VII. Sample Forms 247

3.5.3 Particular Information Systems Experience Record

Name of Bidder or partner of a Joint Venture

On separate pages, using the format of Form 3.5.3a, the Bidder is requested to list contracts
of a similar nature, complexity, and requiring similar information technology and
methodologies to the contract or contracts for which these Bidding Documents are issued,
and which the Bidder has undertaken during the period, and of the number, specified in the
BDS for ITB Clause 6.1 (a). Each partner of a Joint Venture should separately provide
details of its own relevant contracts. The contract value should be based on the payment
currencies of the contracts converted into U.S. dollars, at the date of substantial completion,
or for ongoing contracts at the time of award.
Section VII. Sample Forms 248

3.5.3a Details of Contracts of Similar Nature and Complexity

Name of Bidder or partner of a Joint Venture

Use a separate sheet for each contract.

1. Number of contract
Name of contract
Country
2. Name of Purchaser
3. Purchaser address
4. Nature of Information Systems and special features relevant to the contract for which the
Bidding Documents are issued
5. Contract role (check one)

Prime Supplier  Management Contractor  Subcontractor  Partner in a

Joint Venture
6. Amount of the total contract/subcontract/partner share (in specified currencies at
completion, or at date of award for current contracts)
Currency Currency Currency

7. Equivalent amount US$

Total contract: $_______; Subcontract: $_______; Partner share: $_______;
8. Date of award/completion
9. Contract was completed _____ months ahead/behind original schedule (if behind, provide
explanation).
10. Contract was completed US$ _________ equivalent under/over original contract amount (if
over, provide explanation).
11. Special contractual/technical requirements.
12. Indicate the approximate percent of total contract value (and US$ amount) of Information
System undertaken by subcontract, if any, and the nature of such Information System.
Section VII. Sample Forms 249

3.5.4 Summary Sheet: Current Contract Commitments / Work in

Progress
Name of Bidder or partner of a Joint Venture

Bidders and each partner to a Joint Venture bid should provide information on their current
commitments on all contracts that have been awarded, or for which a letter of intent or
acceptance has been received, or for contracts approaching completion, but for which an
unqualified, full completion certificate has yet to be issued.
Name of contract Purchaser, Value of Estimated Average monthly
contact outstanding completion date invoicing over last
address/tel./fax Information six months
System (current (US$/month)
US$ equivalent)
1.
2.
3.
4.
5.
etc.
Section VII. Sample Forms 250

3.5.5 Financial Capabilities

Name of Bidder or partner of a Joint Venture

Bidders, including each partner of a Joint Venture, shall provide financial information to
demonstrate that they meet the requirements stated in the BDS for ITB Clause 6.1 (a). Each
Bidder or partner of a Joint Venture shall complete this form. If necessary, separate sheets
shall be used to provide complete banker information. A copy of the audited balance sheets
shall be attached.
Autonomous subdivisions of parent conglomerate businesses shall submit financial
information related only to the particular activities of the subdivision.
Banker Name of banker
Address of banker

Telephone Contact name and title

Fax Telex
Summarize actual assets and liabilities in U.S. dollar equivalent (at the rates of exchange
current at the end of each year) for the previous five calendar years. Based upon known
commitments, summarize projected assets and liabilities in U.S. dollar equivalent for the next
two calendar years, unless the withholding of such information by stock market listed public
companies can be substantiated by the Bidder.
Financial Actual: Projected:
information in Previous five years Next two years
US$ equivalent
5 4 3 2 1 1 2
1. Total assets
2. Current assets
3. Total
liabilities
4. Current
liabilities
5. Profits before
taxes
6. Profits after
taxes
Section VII. Sample Forms 251

Specify proposed sources of financing, such as liquid assets, unencumbered real assets, lines
of credit, and other financial means, net of current commitments, available to meet the total
construction cash flow demands of the subject contract or contracts as indicated in the BDS
for ITB Clause 6.1 (a).

Source of financing Amount (US$ equivalent)

1.
2.
3.
4.

Attach audited financial statements—including, as a minimum, profit and loss account,

balance sheet, and explanatory notes—for the period stated in the BDS for ITB Clause 6.1 (a)
(for the individual Bidder or each partner of a Joint Venture).
If audits are not required by the laws of Bidders' countries of origin, partnerships and firms
owned by individuals may submit their balance sheets certified by a registered accountant,
and supported by copies of tax returns,
Section VII. Sample Forms 252

3.5.6 Personnel Capabilities

Name of Bidder

For specific positions essential to contract management and implementation (and/or those
specified in the Bidding Documents, if any), Bidders should provide the names of at least two
candidates qualified to meet the specified requirements stated for each position. The data on
their experience should be supplied on separate sheets using one Form 3.5.6a for each
candidate.
Bidders may propose alternative management and implementation arrangements requiring
different key personnel, whose experience records should be provided.

1. Title of position
Name of prime candidate
Name of alternate candidate
2. Title of position
Name of prime candidate
Name of alternate candidate
3. Title of position
Name of prime candidate
Name of alternate candidate
4. Title of position
Name of prime candidate
Name of alternate candidate
Section VII. Sample Forms 253

3.5.6a Candidate Summary

Name of Bidder

Position Candidate

 Prime  Alternate
Candidate Name of candidate Date of birth
information
Professional qualifications

Present Name of Employer

employment
Address of Employer

Telephone Contact (manager / personnel officer)

Fax Telex
Job title of candidate Years with present Employer

Summarize professional experience over the last twenty years, in reverse chronological order.
Indicate particular technical and managerial experience relevant to the project.

From To Company/Project/ Position/Relevant technical and management experience

Section VII. Sample Forms 254

3.5.7 Technical Capabilities

Name of Bidder

The Bidder shall provide adequate information to demonstrate clearly that it has the technical
capability to meet the requirements for the Information System. With this form, the Bidder
should summarize important certifications, proprietary methodologies, and/or specialized
technologies which the Bidder proposes to utilize in the execution of the Contract or
Contracts.
Section VII. Sample Forms 255

3.5.8 Litigation History

Name of Bidder or partner of a Joint Venture

Bidders, including each of the partners of a Joint Venture, shall provide information on any
history of litigation or arbitration resulting from contracts executed in the last five years or
currently under execution. A separate sheet should be used for each partner of a Joint
Venture.

Year Award FOR Name of client, cause of litigation, and matter in Disputed amount
or AGAINST dispute (current value, US$
Bidder equivalent)
Section VII. Sample Forms 256

4. BID-SECURING DECLARATION

IFB: [insert: title and number of IFB]

To: [insert: name and address of Purchaser]

We, the undersigned, declare that:

We understand that, according to your conditions, bids must be supported by a Bid-Securing

Declaration.
We accept that we, and in the case of a Joint Venture all partners to it, will automatically be
suspended from being eligible for participating in bidding for any contract with you for the
period of time of [Purchaser insert: number of months or years], in case of, and starting
from the date of, breaching our obligation(s) under the bidding conditions due to:
(a) withdrawing our bid, or any part of our bid, during the period of bid validity specified
in the Bid Submission Form or any extension of the period of bid validity which we
subsequently agreed to; or
(b) having been notified of the acceptance of our bid by you during the period of bid
validity, (i) failing or refusing to execute the Contract Agreement, or (ii) failing or
refusing to furnish the performance security, if required, in accordance with the
Instructions to Bidders.
We understand this Bid-Securing Declaration shall expire if we are not the successful Bidder,
upon the earlier of (i) our receipt of your notification to us of the name of the successful
Bidder; or (ii) twenty-eight days after the expiration of the period of bid validity.
If the submission of alternative bids was permitted, and in case we did submit one or more
alternative bids, this Bid-Securing Declaration applies to these parts of our bid as well.

Signed: [insert: signature of person whose name and capacity are shown below]

Name: [insert: name of person signing the Bid-Securing Declaration], in the capacity of
[insert: legal capacity of person signing the Bid-Securing Declaration]

Duly authorized to sign the bid for and on behalf of: [insert: name of Bidder]

Dated on ____________ day of __________________, 20__

[add Corporate Seal (where appropriate)]

[Note to Bidders: Joint Ventures need to ensure that, their Bid-Securing Declaration meets the requirements for
Joint Ventures as stated in the ITB Clause on "Securing the Bid".]
Section VII. Sample Forms 257

4A. BID SECURITY (BANK GUARANTEE) – N/A

________________________________
[insert: Bank’s Name, and Address of Issuing Branch or Office]
Beneficiary: [insert: Name and Address of Purchaser]
Date: [insert: date]
BID GUARANTEE No.: [insert: Bid Guarantee Number]

We have been informed that [insert: name of the Bidder] (hereinafter called "the Bidder")
has submitted to you its bid dated [insert: bid date] (hereinafter called "the Bid") for the
execution of [insert: name of contract] under Invitation for Bids No. [insert: IFB number].
Furthermore, we understand that, according to your conditions, bids must be supported by a
bid guarantee, and that the bid guarantee automatically covers any alternative bids included in
the Bid, if the Bidder is permitted to offer alternatives and does so.
At the request of the Bidder, we [insert: name of Bank] hereby irrevocably undertake to pay
you any sum or sums not exceeding in total an amount of [insert: amount in figures]
([insert: amount in words]) upon receipt by us of your first demand in writing accompanied
by a written statement stating that the Bidder is in breach of its obligation(s) under the bid
conditions, because the Bidder:
(a) has withdrawn the Bid (or any parts of it) during the period of bid validity specified
by the Bidder in the Bid Submission Form or any extension of the period of bid
validity which the Bidder subsequently agreed to; or
(b) having been notified of the acceptance of the Bid by you during the period of bid
validity, (i) failed or refused to execute the Contract Agreement, or (ii) failed or
refused to furnish the performance security, if required, in accordance with the
Instructions to Bidders.
This guarantee will expire: (a) if the Bidder is the successful bidder, upon our receipt of
copies of the contract signed by the Bidder and the performance security issued to you upon
the instruction of the Bidder; or (b) if the Bidder is not the successful bidder, upon the earlier
of (i) our receipt of a copy of your notification to the Bidder of the name of the successful
bidder; or (ii) twenty-eight days after the expiration of the Bid's validity.
Consequently, any demand for payment under this guarantee must be received by us at the
office on or before that date.
This guarantee is subject to the Uniform Rules for Demand Guarantees, ICC Publication No.
458.
_____________________________
[Signature(s)]
[Note to Bidders: Instructions on amount and currency can be found in the ITB Clause and BDS for "Securing
the Bid." Joint Ventures need to also ensure that their Bank Guarantee meets the requirements for Joint
Ventures as provided in the same Clause.]
Section VII. Sample Forms 258

4B. BID SECURITY (BID BOND) – N/A

BOND NO.: ______________________
BY THIS BOND, [insert: name of Bidder] as Principal (hereinafter called “the Principal”),
and [insert: name, legal title, and address of surety], authorized to transact business in
[insert: name of Purchaser's country], as Surety (hereinafter called “the Surety”), are held
and firmly bound unto [insert name of Purchaser] as Obligee (hereinafter called “the
Purchaser”) in the sum of [insert amount of Bond in currency, figures and words], for the
payment of which sum, well and truly to be made, we, the said Principal and Surety, bind
ourselves, our successors and assigns, jointly and severally, firmly by these presents.
WHEREAS the Principal has submitted a written bid to the Purchaser dated the ___ day of
______, 20__, for the execution of [insert: name of contract] (hereinafter called "the Bid”).
If the Principal was permitted by the bidding conditions to submit alternative bid(s) and did
so, then these are deemed part of the Bid and thus covered by this Bond.
NOW, THEREFORE, THE CONDITION OF THIS OBLIGATION is such that if the
Principal:
(a) withdraws the Bid (or any parts of it) during the period of the Bid's validity specified
in the Bid Submission Form, or any extension of the period of the Bid's validity the
Principal subsequently agreed to, notice of which to the Surety is hereby waived; or
(b) having been notified of the acceptance of the Bid by the Purchaser during the period
of the Bid's validity, (i) fails or refuses to execute the Contract Agreement, or (ii) fails
or refuses to furnish the performance security, if required, in accordance with the
Instructions to Bidders;
then the Surety undertakes to immediately pay to the Purchaser up to the above amount upon
receipt of the Purchaser's first written demand, without the Purchaser having to substantiate
its demand, provided that in its demand the Purchaser shall state that the demand arises from
the occurrence of any of the above events, specifying which event(s) has/have occurred.
The Surety hereby agrees that its obligation will remain in full force and effect up to and
including the date 28 days after the date of expiration of the Bid's validity.
IN TESTIMONY WHEREOF, the Principal and the Surety have caused these presents to be
executed in their respective names this ____ day of ____________ 20__.
Principal: _______________________ Surety: ______________________________
[add Corporate Seal(s) (where appropriate)]
_______________________________ ____________________________________
[Signature] [Signature]
_______________________________ ____________________________________
[state: printed name and title] [state: printed name and title]
[Note to Bidders: Instructions on amount and currency can be found in the ITB Clause and BDS for "Securing
the Bid." Joint Ventures need to also ensure that their Bid Bond meets the requirements for Joint Ventures as
provided in the same Clause.]
Section VII. Sample Forms 259

5. CONTRACT AGREEMENT

THIS CONTRACT AGREEMENT is made

the [ insert: ordinal] day of [ insert: month], [ insert: year].

BETWEEN
(1) [ insert: Name of Purchaser ], a [ insert: description of type of legal entity,
for example, an agency of the Ministry of . . . ] of the Government of
[ insert: country of Purchaser ], or corporation incorporated under the laws
of [ insert: country of Purchaser ] and having its principal place of business
at [ insert: address of Purchaser ] (hereinafter called “the Purchaser”), and
(2) [ insert: name of Supplier], a corporation incorporated under the laws of
[ insert: country of Supplier] and having its principal place of business at
[ insert: address of Supplier] (hereinafter called “the Supplier”).

WHEREAS the Purchaser desires to engage the Supplier to supply, install, achieve
Operational Acceptance of, and support the following Information System [ insert: brief
description of the Information System ] (“the System”), and the Supplier has agreed to such
engagement upon and subject to the terms and conditions appearing below in this Contract
Agreement.

NOW IT IS HEREBY AGREED as follows:

Article 1. 1.1 Contract Documents (Reference GCC Clause 1.1 (a) (ii))

Contract The following documents shall constitute the Contract between

Documents the Purchaser and the Supplier, and each shall be read and
construed as an integral part of the Contract:

(a) This Contract Agreement and the Appendices attached to

the Contract Agreement
(b) Special Conditions of Contract
(c) General Conditions of Contract
(d) Technical Requirements (including Implementation
Schedule)
(e) The Supplier’s bid and original Price Schedules
(f) [ Add here: any other documents]
Section VII. Sample Forms 260

1.2 Order of Precedence (Reference GCC Clause 2)

In the event of any ambiguity or conflict between the Contract
Documents listed above, the order of precedence shall be the
order in which the Contract Documents are listed in Article 1.1
(Contract Documents) above, provided that Appendix 7 shall
prevail over all provisions of the Contract Agreement and the
other Appendices attached to the Contract Agreement and all the
other Contract Documents listed in Article 1.1 above.
1.3 Definitions (Reference GCC Clause 1)
Capitalized words and phrases used in this Contract Agreement
shall have the same meanings as are ascribed to them in the
General Conditions of Contract.
Article 2. 2.1 Contract Price (Reference GCC Clause 1.1(a)(viii) and GCC
Clause 11)
Contract Price The Purchaser hereby agrees to pay to the Supplier the Contract
and Terms of Price in consideration of the performance by the Supplier of its
Payment obligations under the Contract. The Contract Price shall be the
aggregate of: [ insert: amount of foreign currency A in
words ], [insert: amount in figures ], plus [ insert: amount of
foreign currency B in words ], [insert: amount in figures ],
plus [ insert: amount of foreign currency C in words ], [insert:
amount in figures ], [ insert: amount of local currency in
words ], [ insert: amount in figures ], as specified in the Grand
Summary Price Schedule.
The Contract Price shall be understood to reflect the terms and
conditions used in the specification of prices in the detailed price
schedules, including the terms and conditions of the associated
Incoterms, and the taxes, duties and related levies if and as
identified.
Article 3. 3.1 Effective Date (Reference GCC Clause 1.1 (e) (ix))
The time allowed for supply, installation, and achieving
Effective Date Operational Acceptance of the System shall be determined from
for the date when all of the following conditions have been fulfilled:
Determining
Time for (a) This Contract Agreement has been duly executed for and
Operational on behalf of the Purchaser and the Supplier;
Acceptance (b) The Supplier has submitted to the Purchaser the
performance security and the advance payment security, in
accordance with GCC Clause 13.2 and GCC Clause 13.3;
(c) The Purchaser has paid the Supplier the advance payment,
Section VII. Sample Forms 261

in accordance with GCC Clause 12;

(d) [ specify here: any other conditions, for example,
opening/confirmation of letter of credit].
Each party shall use its best efforts to fulfill the above conditions
for which it is responsible as soon as practicable.
3.2 If the conditions listed under 3.1 are not fulfilled within two (2)
months from the date of this Contract Agreement because of
reasons not attributable to the Supplier, the parties shall discuss
and agree on an equitable adjustment to the Contract Price and
the Time for Achieving Operational Acceptance and/or other
relevant conditions of the Contract.
Article 4. 4.1 The Appendixes listed below shall be deemed to form an integral
part of this Contract Agreement.
Appendixes
4.2 Reference in the Contract to any Appendix shall mean the
Appendixes listed below and attached to this Contract
Agreement, and the Contract shall be read and construed
accordingly.

APPENDIXES
Appendix 1. Supplier’s Representative
Appendix 2. Adjudicator [if there is no Adjudicator, state “not applicable”]
Appendix 3. List of Approved Subcontractors
Appendix 4. Categories of Software
Appendix 5. Custom Materials
Appendix 6. Revised Price Schedules (if any)
Appendix 7. Minutes of Contract Finalization Discussions and Agreed-to Contract
Amendments
Section VII. Sample Forms 262

IN WITNESS WHEREOF the Purchaser and the Supplier have caused this Agreement to be
duly executed by their duly authorized representatives the day and year first above written.

For and on behalf of the Purchaser

Signed:
in the capacity of [ insert: title or other appropriate designation]

in the presence of

For and on behalf of the Supplier

Signed:
in the capacity of [ insert: title or other appropriate designation]

in the presence of

CONTRACT AGREEMENT
dated the [ insert: number] day of [ insert: month], [ insert: year]
BETWEEN
[ insert: name of Purchaser], “the Purchaser”
and
[ insert: name of Supplier], “the Supplier”
Section VII. Sample Forms 263

Appendix 1. Supplier’s Representative

In accordance with GCC Clause 1.1 (b) (iv), the Supplier’s Representative is:

Name: [ insert: name and provide title and address further below, or state “to be
nominated within fourteen (14) days of the Effective Date” ]

Title: [ if appropriate, insert: title ]

In accordance with GCC Clause 4.3, the Supplier's addresses for notices under the Contract
are:

Address of the Supplier's Representative: [ as appropriate, insert: personal delivery,

postal, cable, telegraph, telex, facsimile, electronic mail, and/or EDI addresses. ]

Fallback address of the Supplier: [ as appropriate, insert: personal delivery, postal,

cable, telegraph, telex, facsimile, electronic mail, and/or EDI addresses. ]
Section VII. Sample Forms 264

Appendix 2. Adjudicator

In accordance with GCC Clause 1.1 (b) (vi), the agreed-upon Adjudicator is:

Name: [ insert: name ]

Title: [ insert: title ]

Address: [ insert: postal address ]

Telephone: [ insert: telephone ]

In accordance with GCC Clause 6.1.3, the agreed-upon fees and reimbursable expenses are:

Hourly Fees: [ insert: hourly fees ]

Reimbursable Expenses: [ list: reimbursables ]

Pursuant to GCC Clause 6.1.4, if at the time of Contract signing, agreement has not been
reached between the Purchaser and the Supplier, an Adjudicator will be appointed by the
Appointing Authority named in the SCC.
Section VII. Sample Forms 265

Appendix 3. List of Approved Subcontractors

The Purchaser has approved use of the following Subcontractors nominated by the Supplier
for carrying out the item or component of the System indicated. Where more than one
Subcontractor is listed, the Supplier is free to choose between them, but it must notify the
Purchaser of its choice sufficiently in advance of the time when the subcontracted work needs
to commence to give the Purchaser reasonable time for review. In accordance with GCC
Clause 20.1, the Supplier is free to submit proposals for Subcontractors for additional items
from time to time. No subcontracts shall be placed with any such Subcontractors for
additional items until the Subcontractors have been approved in writing by the Purchaser and
their names have been added to this list of Approved Subcontractors, subject to GCC
Clause 20.3.

[ specify: item, approved Subcontractors, and their place of registration that the Supplier
proposed in the corresponding attachment to its bid and that the Purchaser approves that
the Supplier engage during the performance of the Contract. Add additional pages as
necessary. ]

Item Approved Subcontractors Place of Registration

Section VII. Sample Forms 266

Appendix 4. Categories of Software

The following table assigns each item of Software supplied and installed under the Contract
to one of the three categories: (i) System Software, (ii) General-Purpose Software, or
(iii) Application Software; and to one of the two categories: (i) Standard Software or
(ii) Custom Software.

(select one per item) (select one per item)

General-
System Purpose Application Standard Custom
Software Item Software Software Software Software Software
Section VII. Sample Forms 267

Appendix 5. Custom Materials

The follow table specifies the Custom Materials the Supplier will provide under the Contract.

Custom Materials
Section VII. Sample Forms 268

Appendix 6. Revised Price Schedules

The attached Revised Price Schedules (if any) shall form part of this Contract Agreement
and, where differences exist, shall supersede the Price Schedules contained in the Supplier’s
Bid. These Revised Price Schedules reflect any corrections or adjustments to the Supplier’s
bid price, pursuant to the ITB Clauses 18.3, 26.2, and 33.1 (ITB Clauses 30.3, 38.2, and 45.1
in the two-stage SBD).
Section VII. Sample Forms 269

Appendix 7. Minutes of Contract Finalization Discussions and Agreed-to

Contract Amendments

The attached Contract amendments (if any) shall form part of this Contract Agreement and,
where differences exist, shall supersede the relevant clauses in the GCC, SCC, Technical
Requirements, or other parts of this Contract as defined in GCC Clause 1.1 (a) (ii).
Section VII. Sample Forms 270

6. PERFORMANCE AND ADVANCE PAYMENT SECURITY FORMS

Section VII. Sample Forms 271

6.1 Performance Security Form (Bank Guarantee)

________________________________
[insert: Bank’s Name, and Address of Issuing Branch or Office]
Beneficiary: [insert: Name and Address of Purchaser]
Date: [insert: date]
PERFORMANCE GUARANTEE No.: [insert: Performance Guarantee Number]

We have been informed that on [insert: date of award] you awarded Contract No. [insert:
Contract number] for [insert: title and/or brief description of the Contract] (hereinafter
called "the Contract") to [insert: complete name of Supplier] (hereinafter called "the
Supplier"). Furthermore, we understand that, according to the conditions of the Contract, a
performance guarantee is required.
At the request of the Supplier, we hereby irrevocably undertake to pay you any sum(s) not
exceeding [insert: amount(s)1 in figures and words] upon receipt by us of your first demand
in writing declaring the Supplier to be in default under the Contract, without cavil or
argument, or your needing to prove or to show grounds or reasons for your demand or the
sum specified therein.
On the date of your issuing, to the Supplier, the Operational Acceptance Certificate for the
System, the value of this guarantee will be reduced to any sum(s) not exceeding [insert:
amount(s)10 in figures and words]. This remaining guarantee shall expire no later than
[insert: number and select: of months/of years (of the Warranty Period that needs to be
covered by the remaining guarantee)] from the date of the Operational Acceptance
Certificate for the System,2 and any demand for payment under it must be received by us at
this office on or before that date.
This guarantee is subject to the Uniform Rules for Demand Guarantees, ICC Publication No.
458, except that subparagraph (ii) of Sub-article 20 (a) is hereby excluded.
_______________________
[Signature(s)]

1
The bank shall insert the amount(s) specified and denominated in the SCC for GCC Clauses
13.3.1 and 13.3.4 respectively, either in the currency(ies) of the Contract or a freely convertible
currency acceptable to the Purchaser.
2
In this sample form, the formulation of this paragraph reflects the usual SCC provisions for GCC
Clause 13.3. However, if the SCC for GCC Clauses 13.3.1 and 13.3.4 varies from the usual
provisions, the paragraph, and possibly the previous paragraph, need to be adjusted to precisely
reflect the provisions specified in the SCC.
Section VII. Sample Forms 272

6.2 Advance Payment Security Form (Bank Guarantee)

________________________________
[insert: Bank’s Name, and Address of Issuing Branch or Office]
Beneficiary: [insert: Name and Address of Purchaser]
Date: [insert: date]
ADVANCE PAYMENT GUARANTEE No.: [insert: Advance Payment Guarantee
Number]

We have been informed that on [insert: date of award] you awarded Contract No. [insert:
Contract number] for [insert: title and/or brief description of the Contract] (hereinafter
called "the Contract") to [insert: complete name of Supplier] (hereinafter called "the
Supplier"). Furthermore, we understand that, according to the conditions of the Contract, an
advance payment in the sum of [insert: amount in numbers and words, for each currency of
the advance payment] is to be made to the Supplier against an advance payment guarantee.
At the request of the Supplier, we hereby irrevocably undertake to pay you any sum or sums
not exceeding in total the amount of the advance payment referred to above, upon receipt by
us of your first demand in writing declaring that the Supplier is in breach of its obligations
under the Contract because the Supplier used the advance payment for purposes other than
toward the proper execution of the Contract.
It is a condition for any claim and payment to be made under this guarantee that the advance
payment referred to above must have been received by the Supplier on its account [insert:
number and domicile of the account].
For each payment after the advance payment, which you will make to the Supplier under this
Contract, the maximum amount of this guarantee shall be reduced by the ninth part of such
payment.1 At the time at which the amount guaranteed becomes nil, this guarantee shall
become null and void, whether the original is returned to us or not.
This guarantee is subject to the Uniform Rules for Demand Guarantees, ICC Publication No.
458.
______________________
[Signature(s)]

1
This sample formulation assumes an Advance Payment of 10% of the Contract Price excluding
Recurrent Costs, and implementation of the main option proposed by this SBD in the SCC for
GCC Clause 13.2.2 for gradually reducing the value of the Advance Payment Security. If the
Advance Payment is other than 10%, or if the reduction in amount of the security follows a
different approach, this paragraph would need to be adjusted and edited accordingly.
Section VII. Sample Forms 273

7. INSTALLATION AND ACCEPTANCE CERTIFICATES

Section VII. Sample Forms 274

7.1 Installation Certificate

Date: [ insert: date ]
Loan/Credit Number: [ insert: loan or credit number from IFB ]
IFB: [ insert: title and number of IFB ]
Contract: [ insert: name and number of Contract ]

To: [ insert: name and address of Supplier ]

Dear Sir or Madam:
Pursuant to GCC Clause 26 (Installation of the System) of the Contract entered into
between yourselves and the [ insert: name of Purchaser ] (hereinafter the “Purchaser”)
dated [ insert: date of Contract ], relating to the [ insert: brief description of the
Information System ], we hereby notify you that the System (or a Subsystem or major
component thereof) was deemed to have been correctly installed on the date specified below.
1. Description of the System (or relevant Subsystem or major component: [ insert:
description ]
2. Date of Installation: [ insert: date ]
Notwithstanding the above, you are required to complete the outstanding items listed
in the attachment to this certificate as soon as practicable. This letter shall not relieve you of
your obligation to achieve Operational Acceptance of the System in accordance with the
Contract nor of your obligations during the Warranty Period.

For and on behalf of the Purchaser

Signed:
Date:
in the capacity of: [ state: “Project Manager” or state the title of a higher level authority
in the Purchaser’s organization ]
Section VII. Sample Forms 275

7.2 Operational Acceptance Certificate

Date: [ insert: date ]

Loan/Credit Number: [ insert: loan or credit number from IFB ]
IFB: [ insert: title and number of IFB ]
Contract: [ insert: name of System or Subsystem and
number of Contract ]

To: [ insert: name and address of Supplier ]

Dear Sir or Madam:

Pursuant to GCC Clause 27 (Commissioning and Operational Acceptance) of the

Contract entered into between yourselves and the [ insert: name of Purchaser ] (hereinafter
the “Purchaser”) dated [ insert: date of Contract ], relating to the [ insert: brief description
of the Information System ], we hereby notify you the System (or the Subsystem or major
component identified below) successfully completed the Operational Acceptance Tests
specified in the Contract. In accordance with the terms of the Contract, the Purchaser hereby
takes over the System (or the Subsystem or major component identified below), together with
the responsibility for care and custody and the risk of loss thereof on the date mentioned
below.
1. Description of the System (or Subsystem or major component): [ insert:
description ]
2. Date of Operational Acceptance: [ insert: date ]
This letter shall not relieve you of your remaining performance obligations under the
Contract nor of your obligations during the Warranty Period.

For and on behalf of the Purchaser

Signed:
Date:
in the capacity of: [ state: “Project Manager” or higher level authority in the Purchaser’s
organization ]
Section VII. Sample Forms 276

8. CHANGE ORDER PROCEDURES AND FORMS

Date: [ insert: date ]
Loan/Credit Number: [ insert: loan or credit number from IFB ]
IFB: [ insert: title and number of IFB ]
Contract: [ insert: name or System or Subsystem and
number of Contract ]

General
This section provides samples of procedures and forms for carrying out changes to the
System during the performance of the Contract in accordance with GCC Clause 39
(Changes to the System) of the Contract.

Change Order Log

The Supplier shall keep an up-to-date Change Order Log to show the current status of
Requests for Change and Change Orders authorized or pending. Changes shall be
entered regularly in the Change Order Log to ensure that the log is kept up-to-date. The
Supplier shall attach a copy of the current Change Order Log in the monthly progress
report to be submitted to the Purchaser.

References to Changes
(1) Request for Change Proposals (including Application for Change Proposals) shall
be serially numbered CR-nnn.
(2) Change Estimate Proposals shall be numbered CN-nnn.
(3) Estimate Acceptances shall be numbered CA-nnn.
(4) Change Proposals shall be numbered CP-nnn.
(5) Change Orders shall be numbered CO-nnn.
On all forms, the numbering shall be determined by the original CR-nnn.

Annexes
8.1 Request for Change Proposal Form
8.2 Change Estimate Proposal Form
8.3 Estimate Acceptance Form
8.4 Change Proposal Form
8.5 Change Order Form
8.6 Application for Change Proposal Form
Section VII. Sample Forms 277

8.1 Request for Change Proposal Form

(Purchaser’s Letterhead)

Date: [ insert: date ]

Loan/Credit Number: [ insert: loan or credit number from IFB ]
IFB: [ insert: title and number of IFB ]
Contract: [ insert: name of System or Subsystem or number
of Contract ]

To: [ insert: name of Supplier and address ]

Attention: [ insert: name and title ]

Dear Sir or Madam:

With reference to the above-referenced Contract, you are requested to prepare and
submit a Change Proposal for the Change noted below in accordance with the following
instructions within [ insert: number ] days of the date of this letter.

1. Title of Change: [ insert: title ]

2. Request for Change No./Rev.: [ insert: number ]

3. Originator of Change: [ select Purchaser / Supplier (by Application for Change

Proposal), and add: name of originator ]

4. Brief Description of Change: [ insert: description ]

5. System (or Subsystem or major component affected by requested Change): [ insert:

description ]

6. Technical documents and/or drawings for the request of Change:

Section VII. Sample Forms 278

Document or Drawing No. Description

7. Detailed conditions or special requirements of the requested Change: [ insert:

description ]

8. Procedures to be followed:
(a) Your Change Proposal will have to show what effect the requested Change will
have on the Contract Price.
(b) Your Change Proposal shall explain the time it will take to complete the requested
Change and the impact, if any, it will have on the date when Operational
Acceptance of the entire System agreed in the Contract.
(c) If you believe implementation of the requested Change will have a negative
impact on the quality, operability, or integrity of the System, please provide a
detailed explanation, including other approaches that might achieve the same
impact as the requested Change.
(d) You should also indicate what impact the Change will have on the number and
mix of staff needed by the Supplier to perform the Contract.
(e) You shall not proceed with the execution of work related to the requested Change
until we have accepted and confirmed the impact it will have on the Contract
Price and the Implementation Schedule in writing.

9. As next step, please respond using the Change Estimate Proposal form, indicating how
much it will cost you to prepare a concrete Change Proposal that will describe the
proposed approach for implementing the Change, all its elements, and will also address
the points in paragraph 8 above pursuant to GCC Clause 39.2.1. Your Change Estimate
Proposal should contain a first approximation of the proposed approach, and
implications for schedule and cost, of the Change.

For and on behalf of the Purchaser

Signed:
Date:
in the capacity of: [ state: “Project Manager” or higher level authority in the Purchaser’s
organization ]
Section VII. Sample Forms 279

8.2 Change Estimate Proposal Form

(Supplier’s Letterhead)

Date: [ insert: date ]

Loan/Credit Number: [ insert: loan or credit number from IFB ]
IFB: [ insert: title and number of IFB ]
Contract: [ insert: name of System or Subsystem and
number of Contract ]

To: [ insert: name of Purchaser and address ]

Attention: [ insert: name and title ]

Dear Sir or Madam:

With reference to your Request for Change Proposal, we are pleased to notify you of
the approximate cost of preparing the below-referenced Change in accordance with GCC
Clause 39.2.1 of the Contract. We acknowledge that your agreement to the cost of preparing
the Change Proposal, in accordance with GCC Clause 39.2.2, is required before we proceed
to prepare the actual Change Proposal including a detailed estimate of the cost of
implementing the Change itself.

1. Title of Change: [ insert: title ]

2. Request for Change No./Rev.: [ insert: number ]

3. Brief Description of Change (including proposed implementation approach): [ insert:

description ]

4. Schedule Impact of Change (initial estimate): [ insert: description ]

5. Initial Cost Estimate for Implementing the Change: [insert: initial cost estimate]
Section VII. Sample Forms 280

6. Cost for Preparation of Change Proposal: [ insert: cost in the currencies of the
Contract ], as detailed below in the breakdown of prices, rates, and quantities.

For and on behalf of the Supplier

Signed:
Date:
in the capacity of: [ state: “Supplier’s Representative” or other higher level authority in
the Supplier’s organization ]
Section VII. Sample Forms 281

8.3 Estimate Acceptance Form

(Purchaser’s Letterhead)

Date: [ insert: date ]

Loan/Credit Number: [ insert: loan or credit number from IFB ]
IFB: [ insert: title and number of IFB ]
Contract: [ insert: name of System or Subsystem and
number of Contract ]

To: [ insert: name of Supplier and address ]

Attention: [ insert: name and title ]

Dear Sir or Madam:

We hereby accept your Change Estimate and agree that you should proceed with the
preparation of a formal Change Proposal.

1. Title of Change: [ insert: title ]

2. Request for Change No./Rev.: [ insert: request number / revision ]

3. Change Estimate Proposal No./Rev.: [ insert: proposal number / revision ]

4. Estimate Acceptance No./Rev.: [ insert: estimate number / revision ]

5. Brief Description of Change: [ insert: description ]

6. Other Terms and Conditions:

In the event that we decide not to order the Change referenced above, you shall be
entitled to compensation for the cost of preparing the Change Proposal up to the amount
Section VII. Sample Forms 282

estimated for this purpose in the Change Estimate Proposal, in accordance with GCC
Clause 39 of the General Conditions of Contract.

For and on behalf of the Purchaser

Signed:
Date:
in the capacity of: [ state: “Project Manager” or higher level authority in the Purchaser’s
organization ]
Section VII. Sample Forms 283

8.4 Change Proposal Form

(Supplier’s Letterhead)

Date: [ insert: date ]

Loan/Credit Number: [ insert: loan or credit number from IFB ]
IFB: [ insert: title and number of IFB ]
Contract: [ insert: name of System or Subsystem and
number of Contract ]

To: [ insert: name of Purchaser and address ]

Attention: [ insert: name and title ]

Dear Sir or Madam:

In response to your Request for Change Proposal No. [ insert: number ], we hereby
submit our proposal as follows:

1. Title of Change: [ insert: name ]

2. Change Proposal No./Rev.: [ insert: proposal number/revision ]

3. Originator of Change: [ select: Purchaser / Supplier; and add: name]

4. Brief Description of Change: [ insert: description ]

5. Reasons for Change: [ insert: reason ]

6. The System Subsystem, major component, or equipment that will be affected by the
requested Change: [ insert: description ]

7. Technical documents and/or drawings for the requested Change:

Section VII. Sample Forms 284

Document or Drawing No. Description

8. Estimate of the increase/decrease to the Contract Price resulting from the proposed
Change: [ insert: amount in currencies of Contract ], as detailed below in the
breakdown of prices, rates, and quantities.
Total lump sum cost of the Change:

Cost to prepare this Change Proposal (i.e., the amount payable if the Change is not
accepted, limited as provided by GCC Clause 39.2.6):

9. Additional Time for Achieving Operational Acceptance required due to the Change:
[ insert: amount in days / weeks ]

10. Effect on the Functional Guarantees: [ insert: description ]

11. Effect on the other terms and conditions of the Contract: [ insert: description ]

12. Validity of this Proposal: for a period of [ insert: number ] days after receipt of this
Proposal by the Purchaser

13. Procedures to be followed:

(a) You are requested to notify us of your acceptance, comments, or rejection of this
detailed Change Proposal within [ insert: number ] days from your receipt of this
Proposal.
(b) The amount of any increase and/or decrease shall be taken into account in the
adjustment of the Contract Price.

For and on behalf of the Supplier

Signed:
Date:
in the capacity of: [ state: “Supplier’s Representative” or other higher level authority in
the Supplier’s organization ]
Section VII. Sample Forms 285

8.5 Change Order Form

(Purchaser’s Letterhead)

Date: [ insert: date ]

Loan/Credit Number: [ insert: loan or credit number from IFB ]
IFB: [ insert: title and number of IFB ]
Contract: [ insert: name of System or Subsystem and
number of Contract ]

To: [ insert: name of Supplier and address ]

Attention: [ insert: name and title ]

Dear Sir or Madam:

We hereby approve the Change Order for the work specified in Change Proposal No.
[ insert: number ], and agree to adjust the Contract Price, Time for Completion, and/or other
conditions of the Contract in accordance with GCC Clause 39 of the Contract.

1. Title of Change: [ insert: name ]

2. Request for Change No./Rev.: [ insert: request number / revision ]

3. Change Order No./Rev.: [ insert: order number / revision ]

4. Originator of Change: [ select: Purchaser / Supplier; and add: name ]

5. Authorized Price for the Change:

Ref. No.: [ insert: number ] Date: [ insert: date ]
Section VII. Sample Forms 286

[ insert: amount in foreign currency A ] plus [ insert: amount in foreign currency

B ] plus [ insert: amount in foreign currency C ] plus [ insert: amount in local
currency ]

6. Adjustment of Time for Achieving Operational Acceptance: [ insert: amount and

description of adjustment ]

7. Other effects, if any: [ state: “none” or insert description ]

For and on behalf of the Purchaser

Signed:
Date:
in the capacity of: [ state: “Project Manager” or higher level authority in the Purchaser’s
organization ]

For and on behalf of the Supplier

Signed:
Date:
in the capacity of: [ state “Supplier’s Representative” or higher level authority in the
Supplier’s organization ]
Section VII. Sample Forms 287

8.6 Application for Change Proposal Form

(Supplier’s Letterhead)

Date: [ insert: date ]

Loan/Credit Number: [ insert: loan or credit number from IFB ]
IFB: [ insert: title and number of IFB ]
Contract: [ insert: name of System or Subsystem and
number of Contract ]

To: [ insert: name of Purchaser and address ]

Attention: [ insert: name and title ]

Dear Sir or Madam:

We hereby propose that the below-mentioned work be treated as a Change to the

System.

1. Title of Change: [ insert: name ]

2. Application for Change Proposal No./Rev.: [ insert: number / revision] dated:

[ insert: date ]

3. Brief Description of Change: [ insert: description ]

4. Reasons for Change: [ insert: description ]

5. Order of Magnitude Estimation: [ insert: amount in currencies of the Contract ]

6. Schedule Impact of Change: [ insert: description ]

7. Effect on Functional Guarantees, if any: [ insert: description ]

Section VII. Sample Forms 288

8. Appendix: [ insert: titles (if any); otherwise state “none” ]

For and on behalf of the Supplier

Signed:
Date:
in the capacity of: [ state: “Supplier’s Representative” or higher level authority in the
Supplier’s organization ]