Consultancy Procurement Document (“CPD”) - ebrd.com · Web view“LOI” means the Letter of Invitation ... of the Bank’s contractual rights of audit or ... in the Proposal

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Consultancy Procurement Document (“CPD”)

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Project name MR3: West Irbid Wastewater ProjectBusiness sector: MEIProject ID: 48496

Funding source EBRD Shareholder Special FundType of contract Consultancy ServicesType of notice Single-Stage Open Competitive Selection - Request for

ProposalsIssue date 12 April 2018Closing date Sunday 27 May 2018, midday local time

Procurement Notice

Single-Stage Open Competitive Selection – Request for Proposals

80/2018/SW - West Irbid Wastewater Project - Detailed Design Study, Tender Documents Preparation, Procurement Support and

Construction Supervision

Executing Agency (Client):

Water Authority Jordan (WAJ)Jaber Bin Hayyan St 5,Amman 11181Jordan

The Client Contact Person:Eng. Najwa OrabeeHead of WAJ ContractWater Authority Jordan (WAJ)Jaber Bin Hayyan Street 5Amman, 11181JordanE-mail: [email protected] Tel + 962 5680100

The EBRD’s Contact Person:Georgia Vasiliadis (Ms)Principal TC SpecialistEuropean Bank for Reconstruction and DevelopmentOne Exchange SquareLondon, EC2A 2JNUnited Kingdom

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mailto:[email protected]

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[email protected]+ 44 20 7338 7750

Project Description: :The European Bank for Reconstruction and Development (the “EBRD” or the “Bank”) is providing finance to the Hashemite Kingdom of Jordan (“GoJ”) for the upgrade and construction of the wastewater infrastructure system in 15 towns, located in West Irbid. The system will involve laying public sewer infrastructure to serve a catchment area of approximately 21.9 km2 including, where necessary, the construction of pumping stations, enabling the towns to connect effectively into the existing wastewater network and to the existing / expanded wastewater treatment plant (“WWTPs”) at Wadi Al Arab (the “Project”).

The transaction is a part of the Bank’s wider engagement with the Water Authority of Jordan (“WAJ” or the “Client”) aimed at developing and implementing a comprehensive wastewater investment programme to resolve current issues in the sector, caused by the rapid population growth, and the Syrian refugee influx which has placed an unprecedented strain on the wastewater system.

The Project will target 15 towns in West Irbid with a total population of over 100,000, approximately 18% of which are Syrian refugees.

Assignment Description:

Following the Project Feasibility Study (West Irbid Wastewater Project, October 2017, Mott MacDonald Limited) and a proposed further study to investigate the improvement of the Wadi Al Arab WWTP (to be delivered by KfW), the Client is now seeking to engage a consultant (the “Consultant”), to confirm the Feasibility Study treatment option, prepare a preliminary design, a detailed design and tender documents, to achieve and maintain compliance with national, EBRD and EU standards, relevant for the network and pumping infrastructure components to the treatment location. The Consultant will also supervise construction and support WAJ during the Defect Notification Period.

The expected outcome of the Assignment is for the Project to be tendered, contracted and implemented on time and within budget.

The selected Consultant is expected to provide the following services: Design of the Project Support for the preparation of tender documents Support throughout the tender and contracting process Implementation support including: construction supervision; ESAP

implementation and duties during the Defects Notification Period.

Consultant Selection Procedure: Single-stage open competitive selectionInterested firms or groups of firms are invited to submit a Technical and Financial Proposal.

Assignment Start Date and Duration: The Assignment is expected to start in June 2018 and has an estimated overall duration of about 60 months

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Cost Estimate for the Assignment: EUR 1,400,000.00

Subject to availability of funding, the performance of the selected Consultant and the specific needs of the Client the Assignment may be extended beyond the current scope.

Funding Source: It is anticipated that the contract will be financed by the EBRD Shareholder Special Fund. Selection and contracting is subject to the availability of funding.

Eligibility: There are no eligibility restrictions based on the consultant's country of origin.

Submission Requirements: In order to determine the capability and experience of Consultants seeking to be selected, the consultant shall submit a Response in accordance with the Consultancy Procurement Document (CPD).

Important Notes:

1. The selection will normally be made from the Proposals received in response to this notification only, on the basis of the selection criteria set out in the CPD. The highest-ranked Consultant will be selected and be invited to negotiate the contract, subject to availability of funding.

2. Any updates of and clarifications on this procurement notice and/or the CPD shall be announced as updates on this notice, without any other notification. In the event of changes to the CPD, consultants will need to download the updated version of the CPD. Consultants are required to periodically check the notice for updates. Failure to take the updates into account while preparing the Proposal may result in disqualification or penalties to the scores in the evaluation.

3. Due to the nature of the assignment, it is mandatory that the Consultants comply with The Jordanian Engineers’ Association Law No. (15) for the year 1972 (the “Law”). This includes the requirement that any Jordanian or foreign engineering firm has to be registered with the Jordanian Engineers Association. In particular, it is required by the Law that a foreign engineering firm must execute their contractual work in Jordan in co-partnership with a Jordanian engineering offices or company by virtue of a contract (Article 22 (E) of the Law). Furthermore, as per Appendix (1) of the Qualification Instructions for Engineering Offices and its amendments for the Year 2006 issued in accordance with Article No. 4 of the Government Works Bylaw No. 71 for the year 1986 & its amendment (latest version 2012), it is required that the Consultants include a Grade A Water/Wastewater engineer in their team of proposed experts.

4. Mott MacDonald Limited drafted the terms of reference for this assignment as part of the Feasibility Study that they carried out for the West Irbid Waste Water Project. Mott MacDonald Limited and any company in the Mott MacDonald Group are therefore ineligible to participate in this selection process.

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SELECTION OF CONSULTANTS

REQUEST FOR PROPOSALS

Selection of Consulting Services for:

West Irbid Wastewater Project - Detailed Design Study, Tender Documents Preparation and Procurement Support & Construction

Supervision

Client: Water Authority Jordan (WAJ)

Country: Hashemite Kingdom of Jordan

Issued on: 12 April 2018

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TABLE OF CLAUSES

PART I – SELECTION PROCEDURES AND REQUIREMENTS

Section 1.1 Letter of Invitation

Section 1.2 Instructions to Consultants and Data Sheet

A. General Provisions1. Definitions2. Introduction3. Conflict of Interest4. Unfair competitive advantage5. Prohibited Practices6. Eligibility7. General Considerations8. Cost of Preparation of Response9. Language10. Only One Response11. Clarification and Amendment of the Invitation Documents12. Confidentiality

B. Expressions of Interest

13. Documents Comprising the Expression of Interest14. Preparation of Expressions of Interest – Specific Considerations15. Format and Content of the Expression of Interest16. Submission, Sealing, and Marking of Expressions of Interest17. Opening of Expressions of Interest18. Evaluation of Expressions of Interest 19. Shortlisting

C. Request for Proposals

20. Documents Comprising the Proposal21. Proposal Validity22. Preparation of Proposals – Specific Considerations23. Technical Proposal Format and Content24. Financial Proposal25. Submission, Sealing and Marking of Proposals26. Opening of Technical Proposals27. Proposals Evaluation28. Evaluation of Technical Proposals29. Financial Proposals for QBS30. Public Opening of Financial Proposals (for QCBS, FBS, and LCS methods)

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31. Correction of Errors32. Taxes33. Conversion to Single Currency34. Combined Quality and Cost Evaluation35. Negotiations36. Conclusion of Negotiations37. Award of Contract

D. Data Sheet

Section 1.3. Evaluation Criteria

Section 1.4. Technical Proposal – Standard Forms

1. Checklist of Required Forms2. Form TECH-1: Response Submission Form3. Form TECH-2 (FTP/EoI): Consultant’s Organization and Experience4. Form TECH-3 (FTP): Comments and Suggestions on Terms of Reference,

Counterpart Staff and Facilities to be Provided by Client5. Form TECH-4 (FTP): Description of Approach, Methodology and Work Plan in

Responding to the Terms of Reference6. Form TECH-4 (STP): Description of Approach, Methodology and Work Plan for

Responding to the Terms of Reference7. Form TECH-5 (FTP/STP): Work Schedule and Planning for Deliverables8. Form TECH-6 (FTP/STP): Team Composition, Assignment and Key Experts’ Time

Input; and CV Form9. Form TECH-7 (EoI): CV Form

Section 1.5. Financial Proposal – Standard Forms

1. Form FIN-1: Financial Proposal Submission Form2. Form FIN-2: Summary of Costs3. Form FIN-3Breakdown of Costs

PART II - REQUIREMENTS

Section 2.1. Terms of Reference

PART III – CONDITIONS OF CONTRACT AND CONTRACT FORMS

Section 3.1. Standard Forms of Contract

1. Time-Based Form of Contract

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Section 1.1 - Letter of InvitationSingle Stage Open Competitive Selection – Request for Proposals

The Water Authority Jordan (the “Client”) has been allocated grant funds (the “Grant”) from the Shareholder Special Fund provided by the EBRD which are administered by the Bank and executed by WAJ. The Client intends to apply the funds to eligible payments under the contract for which this Request for Proposals is issued.

Payments by the Bank will be made only at the request of the Client and upon approval by the Bank, and will be subject, in all respects, to the terms and conditions of the grant agreement. The grant agreement prohibits a withdrawal from the grant 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 Client shall derive any rights from the grant agreement or have any claims to the proceeds of the grant.

The Client now invites proposals to provide the following consulting services (hereinafter called “Services”): West Irbid Wastewater Project - Detailed Design Study, Tender Documents Preparation, Procurement Support and Construction Supervision.

More details on the Services are provided in the Terms of Reference (Section 2.1). A firm will be selected under QCBS procedures and in a Full Technical Proposal (FTP) format as described in this RFP, in accordance with the policies of the European Bank for Reconstruction and Development detailed in the EBRD Procurement Policies and Rules (“PP&R”) and the Guidelines for Clients Managing Donor-Funded Consultancy Assignments (“Guidelines”) which can be found at the following website: www.ebrd.com.

The RFP includes the following documents:Section 1.1 - Letter of InvitationSection 1.2 - Instructions to Consultants and Data Sheet (Section B. "Expressions of Interest"

will not be applicable to this selection.)Section 1.3 – Evaluation CriteriaSection 1.4 - Technical Proposal (FTP)- Standard FormsSection 1.5 - Financial Proposal - Standard FormsSection 2.1 - Terms of ReferenceSection 3.1 - Standard Forms of Contract (Time-Based)

Details on the proposal’s submission date, time and address are provided in Clauses 25.8 and 25.10 of the ITC.

WAJ Secretary GeneralChairman of the Special Tender Committee

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http://www.ebrd.com/

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Section 1.2 - Instructions to Consultants and Data Sheet

A. General Provisions

1. Definitions (i) “Affiliate(s)” means an individual or an entity that directly or indirectly controls, is controlled by, or is under common control with the Consultant.

(ii) “Applicable Guidelines” means the policies of the European Bank for Reconstruction and Development governing the selection and Contract award process as set forth in this CPD.

(iii) “Applicable Law” means the laws and any other instruments having the force of law in the Client’s country, or in such other country as may be specified in the Data Sheet, as they may be issued and in force from time to time.

(iv) “Bank” or “EBRD” means the European Bank for Reconstruction and Development.

(v) “Recipient” means the Government, Government agency or other entity that signs the loan, grant, financing or project agreement with the Bank.

(vi) “Client” means the executing agency that signs the Contract for the Services with the selected Consultant.

(vii) “Consultant” means a legally-established professional consulting firm or an entity that may provide or provides the Services to the Client under the Contract.

(viii) “Contract” means a legally binding written agreement signed between the Client and the Consultant and includes all the attached documents listed in its Contract Form (the General Conditions of Contract (“GCC”), the Special Conditions of Contract (“SCC”), and the Appendices).

(ix) “CPD” means the Consultancy Procurement Document to be prepared by the Client for the selection of Consultants, based on the SCPD.

(x) “SCPD” means the Standard Consultancy Procurement Document, which must be used by the Client as the basis for the preparation of the CPD.

a.(xi) “Data Sheet” means an integral part of the CPD that is used

to reflect specific country and assignment conditions to supplement, but not to over-write, the provisions of the ITC.

(xii) “Day” means a calendar day.(xiii) "Donor" means the provider of the Grant funds as

specified in the Data Sheet.

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(xiv) “Electronic Procurement Platform” in these documents refers to the EBRD Client e-Procurement Portal (ECEPP) provided by the EBRD for use of its clients (or any replacement thereof).

(xv) “EoI” means an Expression of Interest, by which consultants express their interest to be shortlisted to be invited to submit a proposal for performing the Services.

(xvi) “Experts” means, collectively, Key Experts, Non-Key Experts, or any other personnel of the Consultant, Sub-consultant or Joint Venture member(s).

(xvii) “Government” means the government of the Client’s country.

(xviii) "Grant" means the amount of funds to be made available by the Donor to the Bank, as administrator, for the purposes of financing the Contract.

(xix) "Invitation" means either a Request for Proposals or a request to submit Expressions of Interest, as the case may be.

(xx) "Joint Venture, Consortium or Association (“JVCA”)” means an association with or without a legal personality distinct from that of its members, of more than one Consultant where one member has the authority to conduct all business for and on behalf of any and all the members of the JVCA, and where the members of the JVCA are jointly and severally liable to the Client for the performance of the Contract.

(xxi) “Key Expert(s)” means an individual professional whose skills, qualifications, knowledge and experience are critical to the performance of the Services under the Contract and whose CV is taken into account in the technical evaluation of the Consultant’s proposal.

(xxii) “ITC” means the Instructions to Consultants that provides the Consultants with all information needed to prepare their Responses.

(xxiii) “LOI” means the Letter of Invitation issued by the Client to the Consultants.

(xxiv) “Non-Key Expert(s)” means an individual professional provided by the Consultant or its Sub-consultant and who is assigned to perform the Services or any part thereof under the Contract and whose CVs are not evaluated individually.

(xxv) "Notice" is the procurement notice published on the EBRD’s website and other channels, if applicable, which invites consultants to submit Expressions of Interest or Proposals, as the case may be.

(xxvi) “Proposal” means the Technical Proposal with, or


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without a Financial Proposal of the Consultant, as the case might be.

(xxvii) "Response" means Expression of Interest or Proposal, as the case may be.

(xxviii) “Services” means the work to be performed by the Consultant pursuant to the Contract.

(xxix) “Sub-consultant” means an entity to whom the Consultant intends to subcontract any part of the Services while remaining responsible to the Client during the performance of the Contract.

(xxx) “TORs” means the Terms of Reference that explain the objectives, scope of work, activities, tasks to be performed, respective responsibilities of the Client and the Consultant, and expected results and deliverables of the assignment.

2. Introduction 2.1 The Client named in the Data Sheet intends to select a Consultant from the Consultants responding to this CPD, in accordance with the method of selection specified in the Data Sheet.2.2 The Consultants are invited to submit a Response, which may consist of one of the following: an Expression of Interest, a Technical Proposal and a Financial Proposal, or a Technical Proposal only, as specified in the Data Sheet, for consulting services required for the assignment named in the Data Sheet. The Response will be the basis for negotiating and ultimately signing the Contract with the selected Consultant.2.3 The Consultants should familiarize themselves with the local conditions and take them into account in preparing their Responses, including attending a pre-response conference if one is specified in the Data Sheet. Attending any such pre-response conference is optional and is at the Consultants’ expense.2.4 The Client will provide in good time, at no cost to the Consultants, the inputs, relevant project data, and reports required for the preparation of the Consultant’s Response as specified in the Data Sheet.

3. Conflict of Interest

3.1 The Consultant is required to provide professional, objective, and impartial advice, at all times holding the Client’s interests paramount, strictly avoiding conflicts with other assignments or its own corporate interests, and acting without any consideration for future work.3.2 The Consultant has an obligation to disclose to the Client any situation of actual or potential conflict that impacts its capacity to serve the best interest of its Client. Failure to disclose such situations may lead to the disqualification of the Consultant or the termination of its Contract by the Client, and/or sanctions


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by the Bank.3.2.1 Without limitation on the generality of the foregoing, and unless stated otherwise in the Data Sheet, the Consultant shall not be contracted under the circumstances set forth below:

a. Conflicting activities

(i) Conflict between consulting activities and procurement of goods, works or non-consulting services: a firm that has been engaged by the Client to provide goods, works, or non-consulting services for a project, or any of its Affiliates, shall be disqualified from providing consulting services resulting from or directly related to those goods, works, or non-consulting services. Conversely, a firm hired to provide consulting services for the preparation or implementation of a project, or any of its Affiliates, shall be disqualified from subsequently providing goods or works or non-consulting services resulting from or directly related to the consulting services for such preparation or implementation.

b. Conflicting assignments

(ii) Conflict among consulting assignments: a Consultant (including its Experts and Sub-consultants) or any of its Affiliates shall not be contracted for any assignment that, by its nature, may be in conflict with another assignment of the Consultant for the same or for another Client.

c. Conflicting relationships

(iii) Relationship with the Client’s staff: a Consultant (including its Experts and Sub-consultants) that has a close business or family relationship with a professional staff of the Recipient, or the Client or of a recipient of a part of the loan or grant who are directly or indirectly involved in any part of (i) the preparation of the Terms of Reference for the assignment, (ii) the selection process for the Contract, or (iii) the supervision of the Contract, may not be awarded a Contract, unless the conflict stemming from this relationship has been resolved in a manner acceptable to the Bank throughout the selection process and the execution of the Contract.

(iv) Any other types of conflicting relationships as indicated in the Data Sheet.

4. Unfair Competitive Advantage

4.1 Fairness and transparency in the selection process require that the Consultants or their Affiliates competing for a specific assignment do not derive a competitive advantage from having provided consulting services related to the assignment in question. To that end, the Client shall indicate in the Data Sheet and make available to all Consultants together with this CPD all information that would in that respect give such Consultant any unfair


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competitive advantage over competing Consultants.5. Prohibited

Practices5.1 The Bank requires that beneficiaries of Bank financing, as well as tenderers, suppliers, sub-suppliers, contractors, subcontractors, concessionaires, consultants and sub-consultants under Bank financed contracts, observe the highest standard of ethics during the procurement and execution of such contracts. In pursuance of this policy, the Bank:(a) defines, for the purposes of this provision, Prohibited Practices as one or more of the following:

(i) a "coercive practice" which means 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;

(ii) a "collusive practice" which means an arrangement between two or more parties designed to achieve an improper purpose, including to influence improperly the actions of another party;

(iii) a "corrupt practice" which means the offering, giving, receiving or soliciting, directly or indirectly, of anything of value to influence improperly the actions of another party;

(iv) a "fraudulent practice" which means 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;

(v)a "misuse of the Bank’s resources" which means improper use of the Bank’s resources, committed either intentionally or through reckless disregard;

(vi) an "obstructive practice" which means (i) destroying, falsifying, altering or concealing of evidence material to a Bank investigation, which impedes the Bank’s investigation; (ii) making false statements to investigators in order to materially impede a Bank investigation into allegations of a Prohibited Practice; (iii) failing to comply with requests to provide information, documents or records in connection with a Bank investigation; (iv) threatening, harassing or intimidating any party to prevent it from disclosing its knowledge of matters relevant to a Bank investigation or from pursuing the investigation; or (v) materially impeding the exercise of the Bank’s contractual rights of audit or inspection or access to information; and

(vii) a "theft" which means the misappropriation of property belonging to another party.

(b) will reject a proposal for award if it determines that the


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tenderer, supplier, sub-supplier, contractor, subcontractor, concessionaire or consultant or sub-consultant recommended for award has engaged in Prohibited Practices in competing for the contract in question;(c) will cancel the portion of the Bank financing allocated to a contract for goods, works, services or concessions if it at any time determines that Prohibited Practices were engaged in by representatives of the Borrower or of a beneficiary of the Bank financing during the procurement or the execution of that contract, without the Borrower having taken timely and appropriate action satisfactory to the Bank to remedy the situation;(d) may declare a firm 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 engaged in Prohibited Practices in competing for, or in executing, a Bank-financed contract;(e) reserves the right, where a Borrower or a beneficiary of Bank financing or a firm has been found by the final judgement of a judicial process in a member country of the Bank or by the enforcement (or similar) mechanism of another international organisation, including Mutual Enforcement Institutions to have engaged in Prohibited Practices.

(i) to cancel all or part of the Bank financing for such Borrower or beneficiary; and

(ii) to declare that such a firm is ineligible, either indefinitely or for a stated period of time, to be awarded a Bank-financed contract.

(f) The Client will have the right to require that, in contracts financed by the Bank, a provision be included requiring suppliers, contractors, concessionaires and consultants to permit the Bank to inspect their accounts and records relating to the performance of the contract and to have them audited by auditors appointed by the Bank.

6. Eligibility 6.1 The Bank permits consultants (individuals and firms, including JVCAs and their individual members) from all countries to offer consulting services for Bank-financed projects, unless otherwise provided in the Data Sheet.6.2 Furthermore, it is the Consultant’s responsibility to ensure that its Experts, joint venture members, Sub-consultants, agents (declared or not), sub-contractors, service providers, suppliers and/or their employees meet the eligibility requirements as established by the Bank in the Data Sheet.6.3 As an exception to the foregoing Clauses 6.1 and 6.2 above:

a. Sanctions 6.3.1 A firm or an individual sanctioned by the Bank in accordance with the above Clause 5.1 or in accordance with


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the EBRD’s Enforcement Policies and Procedures ("EPP") shall be ineligible to be awarded a Bank-financed contract, or to benefit from a Bank-financed contract, financially or otherwise, during such period of time as the Bank shall determine. The list of debarred firms and individuals is available at the electronic address specified in the Data Sheet.

b. Prohibitions 6.3.2 Firms and individuals of a country or goods manufactured in a country may be ineligible if so indicated in the Data Sheet or:(a) as a matter of law or official regulations, the

Recipient’s and/or Client’s country prohibits commercial relations with that country, provided that the Bank is satisfied that such exclusion does not preclude effective competition for the provision of Services required; or

(b) 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 Recipient’s or Client’s Country prohibits any import of goods from that country or any payments to any country, person, or entity in that country.

7. General Considerations

7.1 In preparing the Response, the Consultant is expected to examine the CPD in detail. Failure to provide the information requested in the Invitation documents may result in rejection of the Response.

8. Cost of Preparation of Response

8.1 The Consultant shall bear all costs associated with the preparation and submission of its Response, and the Client shall not be responsible or liable for those costs, regardless of the conduct or outcome of the selection process. The Client is not bound to accept any Response, and reserves the right to annul the selection process at any time prior to Contract award, without thereby incurring any liability to the Consultant.

9. Language 9.1 The Response, as well as all correspondence and documents relating to the Response exchanged between the Consultant and the Client, shall be written in the language(s) specified in the Data Sheet.

10. Only OneResponse

10.1 The Consultant (including the individual members of any Joint Venture) shall submit only one Response, either in its own name or as part of a Joint Venture in another Response. If a Consultant, including any Joint Venture member, submits or participates in more than one Response, all such Responses shall be disqualified and rejected. For the purpose of this Article a sub-consultant is not considered to be participating in a Response.

11. Clarification and Amendment of

11.1 The Consultant may request a clarification of any part of the Invitation documents during the period indicated in the Data


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the CPD Sheet before the Responses’ submission deadline. Any request for clarification must be sent in writing, or by electronic means as specified in the Data Sheet, to the Client’s address indicated in the Data Sheet. The Client will respond in writing, or by electronic means, as specified in the Data Sheet, and will make written copies of the response (including an explanation of the query but without identifying its source) available to Consultants. Should the Client deem it necessary to amend the Invitation documents as a result of a clarification, it shall do so following the procedure described below:

11.1.1 At any time before the Response submission deadline, the Client may amend the Invitation documents by issuing an amendment in writing or by electronic means as specified in the Data Sheet. The amendment will be binding on all Consultants. The Consultants shall acknowledge receipt of all amendments sent in writing, if requested to do so.

11.1.2 If the amendment is substantial, the Client may extend the Response submission deadline to give the Consultants reasonable time to take an amendment into account in their Responses.

11.2 The Consultant may submit a modified Response or a modification to any part of it at any time prior to the Response submission deadline. No modifications to the Response shall be accepted after the deadline.

12. Confidentiality 12.1 From the time the Responses are opened to the time the Shortlist is established, or the Contract is awarded, as the case may be, the Consultant should not contact the Client on any matter related to its Response. Information relating to the evaluation of Responses and award recommendations shall not be disclosed to the Consultants who submitted the Responses or to any other party not officially concerned with the process, until the publication of the Contract award information.12.2 Any attempt by Consultants or anyone on behalf of the Consultant to influence improperly the Client in the evaluation of the Responses, shortlisting, or Contract award decisions may result in the rejection of its Response, and may be subject to the application of prevailing Bank’s sanctions procedures.12.3 Notwithstanding the above provisions, from the time of the Responses’ opening to the time of Shortlist or Contract award publication, as the case may be, if a Consultant wishes to contact the Client or the Bank on any matter related to the selection process, it may do so only in writing or via commonly accepted electronic means, as applicable.12.4 Notwithstanding the above provisions, from the time of the Responses’ opening to the time of Contract award publication, if a


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Client wishes to contact the Consultant to request clarifications of any aspect of their Response it may do so only in writing or via the Electronic Procurement Platform, as applicable, providing reasonable time for the Consultant to submit a Response.

B. Expressions of Interest

Section B. Expressions of Interest is not applicable as this is a Single-Stage Open Competitive Selection Process.


20. Documents Comprising the Proposal

20.1. The Proposal shall comprise the documents and forms listed in the Data Sheet.20.2. The Consultant shall furnish information on commissions, gratuities, and fees, if any, paid or to be paid to agents or any other party relating to this Proposal and, if awarded, Contract execution, as requested in the Financial Proposal submission form (Section 1.5).

21. Validity of Proposals

21.1. The Data Sheet indicates the period during which the Consultant’s Proposal must remain valid after the Proposal submission deadline.21.2. During this period, the Consultant shall maintain its original Proposal without any change, including the availability of the Key Experts, the proposed rates and the total price.21.3. If it is established that any Key Expert nominated in the Consultant’s Proposal was not available at the time of Proposal submission or was included in the Proposal without his/her confirmation, such Proposal shall be disqualified and rejected for further evaluation, and may be subject to sanctions in accordance with Clause 5 of this ITC.

a. Extension of Validity Period

21.4. The Client will make its best effort to complete the evaluation and negotiations within the Proposal’s validity period. However, should the need arise, the Client may request, in writing, all Consultants who submitted Proposals prior to the submission deadline to extend the Proposals’ validity.21.5. If the Consultant agrees to extend the validity of its Proposal, it shall be done without any change in the original Proposal and with the confirmation of the availability of the Key Experts.21.6. The Consultant has the right to refuse to extend the validity of its Proposal in which case such Proposal will not be further evaluated.


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b. Substitution of Key Experts at Validity Extension

21.7. If any of the Key Experts become unavailable for the extended validity period, the Consultant shall provide a written adequate justification and evidence satisfactory to the Client together with the substitution request. In such case, a replacement Key Expert shall have equal or better qualifications and experience than those of the originally proposed Key Expert. The technical evaluation score, however, will remain to be based on the evaluation of the CV of the original Key Expert.21.8. If the Consultant fails to provide a replacement Key Expert with equal or better qualifications, or if the provided reasons for the replacement or justification are unacceptable to the Client, such Proposal will be rejected with the prior Bank’s no objection.

c. Sub-Contracting

21.9. The Consultant shall not subcontract the whole of the Services, unless otherwise indicated in the Data Sheet.

22. Preparation of Proposals – Specific Considerations

22.1. While preparing the Proposal, the Consultant must give particular attention to the following:

25.8.1. If a Consultant considers that it may enhance its expertise for the assignment by associating with other consultants in the form of a JVCA or as Sub-consultants.

25.8.2. If submitting a Proposal as part of a two stage open competitive selection, shortlisted consultants may associate with either (a) non-shortlisted Consultant(s), or (b) shortlisted Consultants, if permitted in the Data Sheet. In all such cases a shortlisted Consultant must obtain the written approval of the Client prior to the submission of the Proposal. When associating with non-shortlisted firms in the form of a JVCA or a sub-consultancy, the shortlisted Consultant shall be the lead member. If shortlisted Consultants associate with each other, any of them can be a lead member.

25.8.3. The Client may indicate in the Data Sheet the estimated Key Experts’ time input (expressed in person-month) or the Client’s estimated total cost of the assignment, but not both. This estimate is indicative and the Proposal shall be based on the Consultant’s own estimates for the same.

25.8.4. If stated in the Data Sheet, the Consultant shall include in its Proposal at least the same time input (in the same unit as indicated in the Data Sheet) of Key Experts, failing which the Financial Proposal will be adjusted for the purpose of comparison of Proposals and decision for award in accordance with the procedure in the Data Sheet.

25.8.5. For assignments under the Fixed-Budget selection method, the estimated Key Experts’ time input is not


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disclosed. The total available budget, exclusive of indirect taxes, is given in the Data Sheet, and the Financial Proposal shall not exceed this budget.

23. Format and Content of the Proposal

23.1. A Technical Proposal shall not include any financial information. A Technical Proposal containing material financial information shall be declared non-responsive.23.2. Depending on the nature of the assignment, the Consultant is required to submit a Full Technical Proposal (FTP), or a Simplified Technical Proposal (STP) as indicated in the Data Sheet and using the Standard Forms provided in Section 1.4 of the CPD.

24. Financial Proposal

24.1. The Financial Proposal shall be prepared using the Standard Forms provided in Section 1.5 of the CPD. It shall list all costs required by the CPD.

a. Price Adjustment

24.2. For assignments with a duration exceeding 18 months, a price adjustment provision for foreign and/or local inflation for remuneration rates applies if so stated in the Data Sheet.

b. Taxes 24.3. The Consultant and its Sub-consultants and Experts are responsible for meeting all tax liabilities arising out of the Contract unless stated otherwise in the Data Sheet. Information on taxes in the Client’s country may be provided in the Data Sheet but the onus remains with the Consultant to ascertain the taxes that will apply in the event of a contract.

c. Currency of Proposal

24.4. The Consultant shall express the price for its Services in the currency or currencies as stated in the Data Sheet. If indicated in the Data Sheet, the portion of the price representing local cost shall be stated in the national currency.

d. Currency of Payment

24.5. Payment under the Contract shall be made in the currency or currencies in which the payment is requested in the Proposal.

25. Submission, Sealing, and Marking of Proposals

25.1. The processes and procedures which apply to the submission and process shall be stated in the Data Sheet, depending upon the applicable procurement method.25.2. The submission can be done by mail or by hand, or if specified in the Data Sheet, the Consultant shall submit its Proposal electronically in accordance with such instructions or processes as are provided by the Electronic Procurement Platform. In the event of inconsistencies between the requirements of the CPD and the requirements of the Electronic Procurement Platform, the requirements of the Electronic Procurement Platform shall take precedence.25.3. The Consultant shall submit a signed and complete Proposal comprising the documents and forms in accordance with the CPD and the requirements set out in the Data Sheet.25.4. An authorized representative of the Consultant shall sign the original submission letters in the required format for both the Technical Proposal and, if applicable, the Financial Proposal, and


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shall initial all pages of both, if submitted by mail or by hand. The authorization shall be in the form of a written power of attorney attached to the Proposal.

25.4.1 A Proposal submitted by a JVCA shall be signed by all members so as to be legally binding on all members, or by an authorized representative who has a written power of attorney signed by each member’s authorized representative and attached to the Proposal.

25.5. Any modifications, revisions, interlineations, erasures, or overwriting shall be valid only if they are signed or initialled by the person signing the Proposal.25.6. The signed Proposal shall be marked “Original”, and its copies marked “Copy” as appropriate. The number of copies is indicated in the Data Sheet. All copies shall be made from the signed original. If there are discrepancies between the original and the copies, the original shall prevail.25.7. The Proposals shall be placed into one outer envelope and sealed. This outer envelope shall bear the submission address, the name and reference number of the assignment, the name and address of the Consultant, and with a warning “Do Not Open Before [Consultant to insert the date and the time of the Proposal submission deadline]”.25.8. If required in the Data Sheet, the Consultant shall submit their Technical Proposal and Financial Proposal under separate sealed envelopes, with the following modalities:

25.8.1. If required in the Data Sheet, the original and all the copies of the Technical Proposal shall be placed inside of a sealed envelope clearly marked “Technical Proposal”, where the Consultant shall mark the name and reference number of the assignment, the name and address of the Consultant, and with a warning “Do Not Open until [Consultant to insert the date and the time of the Technical Proposal submission deadline].”25.8.2. If required in the Data Sheet, the original Financial Proposal (if required for the applicable selection method), submitted by mail or by hand, shall be placed inside of a sealed envelope clearly marked “Financial Proposal” followed by the name and reference number of the assignment, the name and address of the Consultant, and with a warning “Do Not Open With The Technical Proposal.”

25.9. If the envelopes and packages with the Proposal are not sealed and marked as required, the Client will assume no responsibility for the misplacement, loss, or premature opening of the Proposal.25.10. The Proposal or its modifications must be sent to the


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address indicated in the Data Sheet and received by the Client no later than the deadline indicated in the Data Sheet, or any extension to this deadline. Any Proposal or its modification received by the Client after the deadline shall be declared late and rejected, and promptly returned unopened.

26. Opening of Proposals

26.1. The opening process of Proposals submitted by mail or by hand shall be conducted in accordance with this Clause, and will depend on the applicable selection method. If Proposals are submitted electronically, the opening process of Proposals shall be conducted in accordance with such instructions or processes as are provided by the Electronic Procurement Platform, in which case those shall take precedence over the provisions of this section.

26.2. The Client shall conduct the opening of the Proposals in the presence of the Consultants’ authorized representatives who choose to attend (in person, or online if this option is offered in the Data Sheet).If Financial Proposals are submitted in separate, sealed envelopes, in accordance with Clause 25.8 of the ITC, the envelopes with the Financial Proposal shall remain sealed and shall be securely stored until they are opened in accordance with Clause 30 of the ITC.26.3. At the opening of the Proposals the following shall be read out, or otherwise communicated: (i) the name and the country of the Consultant or, in case of a Joint Venture, the name of the Joint Venture, the name of the lead member and the names and the countries of all members; (ii) the presence or absence of a duly sealed envelope with the Financial Proposal (if applicable); (iii) any modifications to the Proposal submitted prior to proposal submission deadline; and (iv) any other information deemed appropriate or as indicated in the Data Sheet.

27. Proposals Evaluation

27.1. The opening process of Proposals submitted by mail or by hand shall be conducted in accordance with this Clause, and will depend on the applicable selection method. If Proposals are submitted electronically, the opening process of Proposals shall be conducted in accordance with such instructions or processes as are provided by the Electronic Procurement Platform, in which case those shall take precedence over the provisions of this section.27.2. If Financial Proposals are submitted in separate, sealed envelopes , the evaluators of the Technical Proposals shall have no access to the Financial Proposals until the technical evaluation is concluded and the Bank issues its “no objection”, if applicable. The Financial Proposal shall remain sealed and shall be securely stored securely stored until they are opened in accordance with Clause 30 of the ITC.


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27.3. The Consultant is not permitted to alter or modify its Proposal in any way after the Proposal submission deadline except as permitted under Clause 11.2 of this ITC. While evaluating the Proposals, the Client will conduct the evaluation solely on the basis of the submitted Proposals and any clarifications sought and received by the Client in accordance with Clause 12.4 of this ITC.

28. Evaluation of Technical Proposals

28.1 The Client’s evaluation committee shall evaluate the Technical Proposals on the basis of their responsiveness to the Terms of Reference and the RFP, applying the evaluation criteria, sub-criteria, and point system specified in the Data Sheet. Each responsive Proposal will be given a technical score. A Proposal shall be rejected at this stage if it does not respond to important aspects of the CPD or if it fails to achieve the minimum technical score indicated in the Data Sheet.

29. Financial Proposals for QBS

29.1 Following the ranking of the Technical Proposals, when the selection is based on quality only (QBS), the top-ranked Consultant is invited to negotiate the Contract.29.2 If Financial Proposals were invited together with the Technical Proposals, only the Financial Proposal of the technically top-ranked Consultant is opened by the Client’s evaluation committee. All other Financial Proposals are returned unopened after the Contract negotiations are successfully concluded and the Contract is signed.

30. Public Opening of Financial Proposals ( for QCBS, FBS, and LCS methods)

30.1 If Financial Proposals are submitted in separate, sealed envelopes, in accordance with Clause 25.8 of the ITC, the opening process of Financial Proposals submitted by mail or by hand shall be conducted in accordance with this Section, and will depend on the applicable selection method. If Financial Proposals are submitted electronically, the opening process of Financial Proposals shall be conducted in accordance with such instructions or processes as are provided by the Electronic Procurement Platform, in which case those shall take precedence over the provisions of this section.30.2 After the technical evaluation is completed and the Bank has issued its no objection (if applicable), the Client shall notify those Consultants whose Technical Proposals were considered non-responsive to the CPD (including the TOR) or did not meet the minimum qualifying technical score (and shall provide information relating to the Consultant’s overall technical score, as well as the scores obtained for the sub-criteria) that their Financial Proposals will be returned unopened after completing the selection process and Contract signing. The Client shall simultaneously notify in writing those Consultants that have achieved the minimum overall technical score and inform them


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of the date, time and location for the opening of the Financial Proposals. The opening date should allow the Consultants sufficient time to make arrangements for attending the opening. The Consultant’s attendance at the opening of the Financial Proposals (in person, or online if such option is indicated in the Data Sheet) is optional and is at the Consultant’s choice.30.3 The Financial Proposals shall be opened by the Client in the presence of the representatives of those Consultants whose proposals have passed the minimum technical score. At the opening, the names of the Consultants, and the overall technical scores, including the break-down by criterion, shall be read aloud or otherwise communicated. The Financial Proposals will then be inspected to confirm that they have remained sealed and unopened. These Financial Proposals shall be then opened, and the total prices read aloud and recorded. Copies of the record shall be sent to all Consultants who submitted Proposals and to the Bank.

31. Correction of Errors

31.1 Activities and items described in the Technical Proposal but not priced in the Financial Proposal, shall be assumed to be included in the prices of other activities or items, and no corrections are made to the Financial Proposal.

a. Time-Based Contracts

If a Time-Based contract form is included in the CPD, the Client’s evaluation committee will (a) correct any computational or arithmetical errors, and (b) adjust the prices if they fail to reflect all inputs included for the respective activities or items in the Technical Proposal. In case of discrepancy between (i) a partial amount (sub-total) and the total amount, or (ii) between the amount derived by multiplication of unit price with quantity and the total price, or (iii) between words and figures, the former will prevail. In case of discrepancy between the Technical and Financial Proposals in indicating quantities of input, the Technical Proposal prevails and the Client’s evaluation committee shall correct the quantification indicated in the Financial Proposal so as to make it consistent with that indicated in the Technical Proposal, apply the relevant unit price included in the Financial Proposal to the corrected quantity, and correct the total Proposal cost.

b. Lump-Sum Contracts

31.1.2 If a Lump-Sum contract form is included in the CPD, the Consultant is deemed to have included all prices in the Financial Proposal, so neither arithmetical corrections nor price adjustments shall be made. The total price, net of taxes understood as per Clause 32 of the ITC below, specified in the Financial Proposal (Form FIN-1) shall be considered as the offered price.


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32. Taxes 32.1 Except as set out in Sub-clause 32.2, all taxes are deemed included in the Consultant’s Financial Proposal, and, therefore, included in the evaluation.32.2 Any local identifiable indirect taxes levied on the contract invoices (such as sales tax, VAT, excise tax, or any similar taxes or levies) and income tax payable to the Client’s country on the remuneration of non-resident Experts for the services rendered in the Client’s country are dealt with in accordance with the instructions in the Data Sheet.

33. Conversion to Single Currency

33.1 For evaluation purposes, prices shall be converted to a single currency using the selling rates of exchange, source and date indicated in the Data Sheet.

34. Combined Quality and Cost Evaluation

a. Quality- and Cost-Based Selection (QCBS)

34.1 In the case of QCBS, the total score is calculated by weighting the technical and financial scores and adding them as per the formula and instructions in the Data Sheet. The Consultant achieving the highest combined technical and financial score will be invited for negotiations.

b. Fixed-Budget Selection (FBS)

34.2 In the case of FBS, those Proposals that exceed the budget indicated in Clause 14.1.4 of the Data Sheet shall be rejected.34.3 The Client will select the Consultant that submitted the highest-ranked Technical Proposal that does not exceed the budget indicated in the CPD, and invite such Consultant to negotiate the Contract.

c. Least-Cost Selection

34.4 In the case of Least-Cost Selection (LCS), the Client will select the Consultant with the lowest evaluated total price among those consultants that achieved the minimum technical score, and invite such Consultant to negotiate the Contract.

35. Negotiations 35.1 Prior to contract negotiations, the Client shall notify all unsuccessful consultants of the results of the consultant selection process, identifying the name of the assignment and the following information: (i) name of each consultant whose financial proposals were opened; (ii) combined technical and financial scores of all consultants whose financial proposals were opened (ii) prices of financial proposals as read out at financial proposal opening; (iii) if applicable, an explanation why the evaluated price differs from the price of the evaluated proposal; and (iv) name of the winning consultant, and the agreed contract price, as well as the duration and summary scope of the contract signed. At the same time, the Client shall also arrange for the publication of the above information on the Bank’s website.Where the electronic procurement platform is used, publication is made upon completion of the selection process, prior to contract negotiations.


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35.2 The negotiations will be held at the date and address indicated in the Data Sheet with the Consultant’s representative(s) who must have written power of attorney to negotiate and sign a Contract on behalf of the Consultant.35.3 The Client shall prepare minutes of negotiations that are signed by the Client and the Consultant’s authorized representative.

a. Availability of Key Experts

35.4 The invited Consultant shall confirm the availability of all Key Experts included in the Proposal as a pre-requisite to the negotiations, or, if applicable, a replacement in accordance with Clause 21 of the ITC. Failure to confirm the Key Experts’ availability may result in the rejection of the Consultant’s Proposal and the Client proceeding to negotiate the Contract with the next-ranked Consultant.35.5 Notwithstanding the above, the substitution of Key Experts at the negotiations may be considered if due solely to circumstances outside the reasonable control of and not foreseeable by the Consultant, including but not limited to death or medical incapacity. In such case, the Consultant shall offer a substitute Key Expert within the period of time specified in the letter of invitation to negotiate the Contract, who shall have equivalent or better qualifications and experience than the original candidate.

b. Technical negotiations

35.6 The negotiations include discussions of the Terms of Reference (TORs), the proposed methodology, the Client’s inputs, the special conditions of the Contract, and finalizing the “Description of Services” part of the Contract. These discussions shall not substantially alter the original scope of services under the TOR or the terms of the contract, lest the quality of the final product, its price, or the relevance of the initial evaluation be affected.

c. Financial negotiations

35.7 The negotiations include the clarification of the Consultant’s tax liability in the Client’s country and how it should be reflected in the Contract.35.8 If the selection method included cost as a factor in the evaluation, the total price stated in the Financial Proposal for a Lump-Sum contract shall not be negotiated.35.9 In the case of a Time-Based contract, unit rates negotiations shall not take place, except when the offered Key Experts and Non-Key Experts’ remuneration rates are much higher than the typically charged rates by consultants in similar contracts. In such case, the Client may ask for clarifications and, if the fees are very high, ask to change the rates after consultation with the Bank.

36. Conclusion of Negotiations

36.1 The negotiations are concluded with a review of the finalized draft Contract, which then shall be initialled by the


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Client and the Consultant’s authorized representative.36.2 If the negotiations fail, the Client shall inform the Consultant in writing of all pending issues and disagreements and provide a final opportunity to the Consultant to respond. If disagreement persists, the Client shall terminate the negotiations informing the Consultant of the reasons for doing so. After having obtained the Bank’s no objection, the Client will invite the next-ranked Consultant to negotiate a Contract. Once the Client commences negotiations with the next-ranked Consultant, the Client shall not reopen the earlier negotiations.

37. Award of Contract

37.1 After completing the negotiations the Client shall obtain the Bank’s no objection to the negotiated draft Contract, if applicable and sign the Contract;37.2 The Consultant is expected to commence the assignment on the date and at the location specified in the Data Sheet.


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Instructions to Consultants

DATA SHEET

A. General

ITC ClauseReference

2.1 Name of the Client: Water Authority Jordan (WAJ)

Method of evaluation: QCBS as per Applicable Guidelines: EBRD Procurement Policies and Rules ("PP&R") dated November 2017 and the Guidelines for Clients Managing Donor-Funded Consultancy Assignments.

2.2 Procurement method: Single-Stage Open Competitive Selection – Request for Proposal

Financial Proposal to be submitted together with Technical Proposal:Yes

The name of the assignment is: West Irbid Wastewater Project - Detailed Design Study, Tender Documents Preparation, Procurement Support and Construction Supervision

The procurement will be undertaken using the Electronic Procurement Platform: No

2.3 A pre-response conference will be held: No

2.4 The Client will provide the following inputs, project data, reports, etc. to facilitate the preparation of the Responses: N/A

4.1 No Unfair Competitive Advantage applies to the selection.

Mott MacDonald Limited drafted the terms of reference for this assignment as part of the Feasibility Study that they carried out for the West Irbid Waste Water Project. Mott MacDonald Limited and any company in the Mott MacDonald Group are therefore ineligible to participate in this selection process.

6.1. and 6.2. None

6.3.1. A list of debarred firms and individuals is available at the Bank’s external website: http://www.ebrd.com/pages/about/integrity/list.shtml

6.3.2 In reference to ITC6.3.2, for the information of Consultants, at the present


http://www.ebrd.com/pages/about/integrity/list.shtml

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time firms, goods and services from the following countries are excluded from this selection:

Under the ITC 6.3.2 (a): none

Under the ITC 6.3.2 (b): none

9.1 This CPD has been issued in the English language. English shall be the governing language of the CPD.

Responses must be submitted and all correspondence exchange shall be in the language or the languages of the CPD.

10.1 Participation of Sub-consultants, Key Experts and Non-Key Experts in more than one Response is permissible: Yes

11.1 Clarifications may be requested by email only no later than 21 calendar days prior to the submission deadline.

The contact information for requesting clarifications is:[email protected]

Please copy the Bank’s representative:Ms Georgia Vasiliadis, [email protected]

Consultants are advised to check the procurement notice on a regular basis for updates and clarifications.

B. Expression of Interest

Section B. Expression of Interest is not applicable as this is a Single-Stage Open Competitive Selection Process.


20.1 Proposals must remain valid for 180 calendar days after the proposal submission deadline (i.e., until:

22.1.2 Not applicable

22.1.3 Estimated total cost of the assignment: EUR 1,400,000.00

22.1.4 Phases 1-3 of the Assignment will follow a Lump Sum approach which




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requires Consultants to advise the staffing schedule and expert-month inputs needed to complete the tasks outlined.

Phases 4-5 will follow a time-based approach with minimum key positions and man-months specified in order that Consultants do not underestimate minimum inputs required and to ensure a comparable baseline is established. Please see below.

The Client has estimated the staff input necessary to execute the construction supervision of the project. Consultants are therefore requested to use the estimates (minimum staff input) as given in the table below as the basis for their financial proposal, to ensure that all consultants are quoting on a similar level.

1. Construction Supervision Unit No. Montheach

Team Leader/Project Manager MM 1 26.0Senior Hydraulic Engineer MM 1 5.0Contract Management Specialist MM 1 7.0Mechanical Engineer MM 1 12.0Electrical Engineer MM 1 12.0

Geotechnical Specialist MM 1 2.0Resident Engineer MM 4 31.0Assistant Resident Engineer MM 4 25.0Environmental Specialist MM 1 2.0Social and Gender Specialist MM 1 2.0Tender / Procurement Expert MM 1 6.0Design Engineer Sewer MM 1 2.0Design Engineer Pump Station MM 1 2.0

Field Inspector MM 4 24.0

Site Engineer MM 4 24.0Surveyor MM 4 24.0

It is the responsibility of the Consultants to define the required expert-months necessary to carry out the work for the design and tender documents preparation as well as tendering support (phases 1-3), and to provide a proposal based on the minimum time based input outlined above for phases 4 and 5. Consultants shall feel free to add extra and/or multi-skilled staff as


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they deem necessary and appropriate to accomplish the task, using their professional judgement.The input for the supervision works will be paid according to the real and actual input of the selected Consultant against the delivery of a monthly report and invoice. Therefore, the values in the table above for the man months is only an indication for the consultant selection.

Nevertheless, the expert-month rates of the supervision staff in the financial proposal are binding, even if the supervision input turns out to be lower in the implementation. The following staff input being estimated has to be considered in the CPD as minimum requirements:

For the evaluation and comparison of Proposals only: if a Proposal includes less than the required minimum time-input, the missing time-input (expressed in person-months) is calculated as follows: The missing time-input is multiplied by the highest remuneration rate for a Key Expert in the Consultant’s Proposal and added to the total remuneration amount. Proposals that quoted higher than the required minimum of time-input will not be adjusted.

Consultants shall prepare one form FIN-3 for each phase of the assignment. Each form FIN-3 shall include a full breakdown of costs.

Consultants shall clearly total the cost of Phases 1-3, Phases 4-5 and Phases 1-5.

22.1.5 Not applicable

23.2 The format of the Technical Proposal to be submitted is: FTP

Submission of the Technical Proposal in a wrong format may lead to the Proposal being deemed non-responsive to the RFP requirements.

24.1 No Sample list.

24.2 A price adjustment provision applies to remuneration rates: No

24.3 The Consultant and its Sub-consultants and Experts are responsible to determine their tax obligations in the Client’s country.

24.4 The Financial Proposal shall be stated in the following currencies or currencies: EUR

The Financial Proposal should state local costs in the Client’s country currency (local currency): No.


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24.6 The selected Consultant will be required to provide a performance guarantee with a value of 10% of the contract amount in the form prescribed in Schedule C of the Consultancy Contract (RFP 8).

25.2 The Consultants shall not have the option of submitting their Proposals electronically.

25.3 The Technical Proposal shall comprise the following documents:

For FULL TECHNICAL PROPOSAL (FTP):1st Inner Envelope with the Technical Proposal:

(1) Power of Attorney to sign the Proposal(2) TECH-1(3) TECH-2(4) TECH-3(5) TECH-4(6) TECH-5(7) TECH-6

25.6 Where submission is by mail or by hand, the Consultant must submit:(a) Technical Proposal: one (1) original and three (3) copies;(b) Financial Proposal: one (1) original and three (3) copies.

25.8 The Consultant must submit the following documents to the Client, at the address provided in Section 25.10 of this Data Sheet:

To the Client (hard and electronic copies): (a) Technical Proposal: hard copies: one (1) original in English and

three (3) copies in English - plus a CD containing a copy of the technical proposal in English; and

(b) Financial Proposal: hard copies: one (1) original in English and three (3) copies in English, plus a CD containing a copy of the financial proposal in English, all in a separate sealed envelope.

To the EBRD (electronic copies only): (a) Technical Proposal: a CD containing a copy of the technical

proposal in English; and (b) Financial Proposal: a CD containing a copy of the financial

proposal in English, all in a separate sealed envelope.

Consultants are reminded of the requirement to ensure the confidentiality of the Financial Proposals. A Technical Proposal that contains material financial information, whether in hard or electronic copy, shall be declared non-responsive .

25.10 The Proposals must be submitted no later than:


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Date: Sunday 27 May 2018

Time: 12:00 local time

The Proposal submission address is:For the attention of Eng. Asma al-Whadeneh or Najwa Orabee(Tender Opening Room, floor no.1, Room no. 102)6th floor, Tenders DepartmentWater Authority Jordan (WAJ)Jaber Bin Hayyan St 5,Amman 11181Jordan

26.1 The opening shall take place at:1st floor, Secretary General Meeting Room(Tender Opening Room, floor no.1, Room no. 102)Water Authority Jordan (WAJ)Jaber Bin Hayyan St 5,Amman 11181

Jordan

Date: Sunday 27 May 2018

Time: 12:00 local time

26.3 In addition, where submission is by mail or by hand the following information will be read aloud or otherwise communicated, at the opening of the Proposals: Not applicable

30.1 An online option of the opening of the Financial Proposals is offered: No

32.2 For the purpose of the evaluation, the Client will exclude: (a) all local identifiable indirect taxes, including VAT, on the contract invoices; and (b) all additional local indirect tax on the remuneration of services rendered by non-resident experts of the Consultant in the Client’s country. At contract negotiations, all applicable indirect local taxes will be discussed and agreed (using the itemized list as guidance but not limiting to it) and added to the contract amount in a separate line, also indicating which taxes shall be paid by the Consultant and which are withheld and paid by the Client on behalf of the Consultant.

33.1 Not applicable

32.2 For the purpose of the evaluation, the Client will exclude: (a) all local identifiable indirect taxes, including VAT, on the contract invoices; and (b)


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all additional local indirect tax on the remuneration of services rendered by non-resident experts of the Consultant in the Client’s country. At contract negotiations, all applicable indirect local taxes will be discussed and agreed (using the itemized list as guidance but not limiting to it) and added to the contract amount in a separate line, also indicating which taxes shall be paid by the Consultant and which are withheld and paid by the Client on behalf of the Consultant.

34.1 The lowest evaluated Financial Proposal (Fm) is given the maximum financial score (Sf) of 100.

The formula for determining the financial scores (Sf) of all other Proposals is calculated as following:

Sf = 100 x Fm/ F, in which “Sf” is the financial score, “Fm” is the lowest price, and “F” the price of the Proposal under consideration.

The weights given to the Technical (T) and Financial (P) Proposals are:T = 80, andP = 20.

Proposals are ranked according to their combined technical (St) and financial (Sf) scores using the weights (T = the weight given to the Technical Proposal; P = the weight given to the Financial Proposal; T + P = 1) as following: S = St x T% + Sf x P%.

35.1 Expected date and address for contract negotiations: To Be Determined after the completion of the evaluation of proposals

37.2 Expected date for the commencement of the Services:Date: June 2018 at West Irbid, Jordan


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Section 1.3 – Evaluation Criteria

Criteria WeightMin. Technical Score

(a) Consultant’s relevant professional experience:

30 -

experience in similar assignments (50%) experience in similar locations (50%)

(b) Quality of the methodology proposed for the Assignment:

10 80

understanding of assignment (25%) approach and methodology (15%) work plan and team assignments (60%)

(c) Qualifications of Key Experts: 50 80 Team Leader (20%) Resident Engineer (20%) Senior Hydraulic Design Engineer (10%) Contract Management Specialist (10%) Mechanical Engineer (8%) Electrical Engineer (8%) Geotechnical Engineer (8%) Environmental Specialist (8%) Social and Gender Specialist (8%)

Each of the Key Experts listed above will be evaluated as follows: general qualifications (10%) specific experience and expertise related to

their task (70%) experience in region (20%)

(d). Other factors 10 local participation (100%)TOTAL 100

The minimum technical score (St) required to pass is: 80

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Section 1.4. Technical Proposal – Standard Forms

{Notes to Consultant shown in brackets { } throughout Section 1.4 provide guidance to the Consultant to prepare the Technical Proposal; they should not appear on the Proposals to be submitted.}

CHECKLISTRequired for FTP or STP[*], (√)

FORM DESCRIPTION Page Limit

FTP STP EOI√ TECH-1A Technical Proposal Submission Form.

“√ “ If applicable TECH-1 Attachment

If the Proposal is submitted by a joint venture, attach a letter of intent or a copy of an existing agreement.

“√” If applicable Power of Attorney

No pre-set format/form. In the case of a Joint Venture, several are required: a power of attorney for the authorized representative of each JVCA member, and a power of attorney for the representative of the lead member to represent all JVCA members

√ √ TECH-2 Consultant’s Organization and Experience.

√ √ TECH-2A A. Consultant’s Organization√ √ TECH-2B B. Consultant’s Experience

√ √ TECH-3 Comments or Suggestions on the Terms of Reference and on Counterpart Staff and Facilities to be provided by the Client.

√ √ TECH-3A A. On the Terms of Reference√ √ TECH-3B B. On the Counterpart Staff and Facilities√ √ TECH-4 Description of the Approach, Methodology,

and Work Plan for Performing the Assignment

√ √ TECH-5 Work Schedule and Planning for Deliverables

√ √ TECH-6 Team Composition, Key Experts Inputs, and attached Curriculum Vitae (CV)

√ TECH-7 Curriculum Vitae

All pages of the original Technical and Financial Proposal shall be initialled by the same authorized representative of the Consultant who signs the Proposal.

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FORM TECH-1A

TECHNICAL PROPOSAL SUBMISSION FORM(FULL TECHNICAL PROPOSAL AND SIMPLIFIED TECHNICAL PROPOSAL)

{Location, Date}

To:

Asma al-WahadnehWater Authority Jordan (WAJ)Jaber Bin Hayyan Street 5Amman, 11181Jordan

Date:RFP No.:RFP Name:

Dear Sirs:

We, the undersigned, offer to provide the consulting services for the above assignment in accordance with your Invitation and the Request for Proposal documents and our Proposal.

{If the Consultant is a joint venture, insert the following: We are submitting our Proposal in association/as a consortium/as a joint venture with:

Lead Member: [Full name, legal address, authorized representative]

Members: [Full name, legal address, authorized representative]

We have attached a copy [insert: “of our letter of intent to form a joint venture” or, if a JVCA is already formed, “of the JVCA agreement”] signed by every participating member, which details the likely legal structure of and the confirmation of joint and severable liability of the members of the said joint venture.

We acknowledge that Attachment 1 to this Technical Proposal: “Covenant of Integrity – Consultant Contact Sheet”, forms part of this Technical Proposal.

AND/OR

If your Proposal includes Sub-consultants, insert the following: We are submitting our Proposal with the following firms as Sub-consultants: {Insert a list with full name and address of each Sub-consultant.}

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We hereby declare that:

(a) All the information and statements made in this Proposal are true and we accept that any misinterpretation or misrepresentation contained in this Proposal may lead to our disqualification by the Client and/or may be sanctioned by the Bank.

(b) Our Proposal shall be valid and remain binding upon us for the period of time specified in Clause 21.1 of the ITC.

(c) We have no conflict of interest in accordance with Clause 3 of the ITC.

(d) We meet the eligibility requirements as stated in ITC 6, and we confirm our understanding of our obligation to abide by the Bank’s policy in regard to prohibited practices as per ITC 5.

(e) Except as stated in the Clause 21.7 of the ITC, we undertake to negotiate a Contract on the basis of the proposed Key Experts. We accept that the substitution of Key Experts for reasons other than those stated in Clause 21 of the ITC and Clause 35.4 of the ITC may lead to the termination of Contract negotiations.

(f) Our Response is binding upon us and subject to any modifications resulting from the Contract negotiations.

We undertake, if our Response is accepted and the Contract is signed, to initiate the Services related to the assignment no later than the date indicated in Clause 37.2 of the ITC.

We understand that the Client is not bound to accept any Response that the Client receives.

We remain,

Yours sincerely,

Authorized Signature {In full and initials}: Name and Title of Signatory: Name of Consultant (company’s name or JVCA’s name):In the capacity of:

Address: Contact information (phone and e-mail):

{For a joint venture, either all members shall sign or only the lead member, in which case the power of attorney to sign on behalf of all members shall be attached.}

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Attachment 1 to Response:

Covenant of Integrity – Consultant Contact Sheet

To: Asma al-WahadnehWater Authority Jordan (WAJ)Jaber Bin Hayyan Street 5Amman, 11181Jordan

We declare and covenant that neither we nor anyone, including any of our directors, employees, agents, joint venture partners, consultants or sub-contractors, where these exist, acting on our behalf with due authority or with our knowledge or consent, or facilitated by us, has engaged, or will engage, in any Prohibited Practice (as defined below) in connection with the consultant selection process or in the execution or supply of any works, goods or services for [insert the name of the Contract] (the “Contract”) and covenant to so inform you if any instance of any such Prohibited Practice shall come to the attention of any person in our organisation having responsibility for ensuring compliance with this Covenant.

We shall, for the duration of the consultant selection process and, if we are successful with our Expression of Interest, for the duration of the Contract, appoint and maintain in office an officer, who shall be a person reasonably satisfactory to you and to whom you shall have full and immediate access, having the duty, and the necessary powers, to ensure compliance with this Covenant.

We declare and covenant that, except for the matters disclosed in this Covenant of Integrity:(i) we, our subsidiaries and affiliates, and all of our directors, employees, agents or joint

venture partners, where these exist, have not been convicted in any court of any offence involving a Prohibited Practice in connection with any tendering or competitive selection process or provision of works, goods or services during the ten years immediately preceding the date of this Covenant;

(ii) none of our directors, employees, agents or a representatives of a joint venture partner, where these exist, has been dismissed or has resigned from any employment on the grounds of being implicated in any Prohibited Practice;

(iii) we, our subsidiaries and affiliates and our directors, employees, agents or joint venture partners, where these exist, are not prohibited from participation in a tendering or competitive selection procedure on the grounds of having been found by the final judgement of a judicial process or a finding by the enforcement (or similar) mechanism of another international organisation to have engaged in a Prohibited Practice;

(iv) we, our subsidiaries and affiliates, as well as any subcontractors, or suppliers or affiliates of the subcontracts or supplier are not subject to any sanction imposed by resolution of the United Nations Security Council.

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If applicable, provide full disclosure of any convictions, dismissal, resignations, exclusions or other information relevant to Articles i) ii) iii) or (iv) in the box below.

Name of Entity Required to be Disclosed

Reason Disclosure is Required1

For the purpose of this Covenant, the terms set forth below define Prohibited Practices as:

(i) a coercive practice which means 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;

(ii) a collusive practice which means an arrangement between two or more parties designed to achieve an improper purpose, including to influence improperly the actions of another party;

(iii) a corrupt practice which means the offering, giving, receiving or soliciting, directly or indirectly, of anything of value to influence improperly the actions of another party;

(iv) a fraudulent practice which means 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;

(v) a misuse of the Bank’s resources which means improper use of the Bank’s resources, committed either intentionally or through reckless disregard;

(vi) an obstructive practice which means (i) destroying, falsifying, altering or concealing of evidence material to a Bank investigation, which impedes the Bank’s investigation; (ii) making false statements to investigators in order to materially impede a Bank investigation into allegations of a Prohibited Practice; (iii) failing to comply with requests to provide information, documents or records in connection with a Bank investigation; (iv) threatening, harassing or intimidating any party to prevent it from disclosing its knowledge of matters relevant to a Bank investigation or from pursuing the investigation; or (v) materially impeding the exercise of the Bank’s contractual rights of audit or inspection or access to information; and

(vii) a theft which means the misappropriation of property belonging to another party.

Following the submission of our Expression of Interest, we grant the project financier, the Bank and/or persons appointed by them, the right of inspection of our, and any proposed subcontractors, accounts and records and permission to have any such accounts and records audited by auditors appointed by the Bank, if required by the Bank. We accept to preserve these

1 For each matter disclosed, provide details of the measures that were taken, or shall be taken, to ensure that neither the disclosed entity nor any of its directors, employees or agents commits any Prohibited Conduct in connection with the consultant selection process for this Contract.

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records generally in accordance with applicable law but in any case for at least six years from the date of substantial performance of the Contract.

We further declare that no affiliate of the Recipient/Client is participating in our Expression of Interest in any capacity whatsoever.

Name:

In the capacity of:

Signed:

Duly authorised to sign for and on behalf of:

Date:

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Contact Sheet

Full legal name of Lead Organisation/ Individual:

Trading Name (if different from above):

Country of Registration:

Address of registered office:

Postal address (if different from above):

Telephone number (including country code):

Fax number (including country code):

Main contact person for this Expression of Interest:

Main contact person’s position in the Organisation:

Contact person’s email address:

Alternate contact person:

Alternative E-mail:

Website of the Organisation:

Important Notes: Any change in the addresses, phone numbers, fax numbers and in particular e-mail addresses, must be notified in writing to the Recipient/Client. The Recipient/Client will not be held responsible in the event that they ca not contact the Consultant using any of the above details. It is the sole responsibility of the Consultant to ensure that it monitors its telephone and fax numbers and its postal and e-mail addresses. In particular, the Recipient/Client shall proceed on the assumption that the e-mail address(es) is constantly monitored, that your security settings permit the Recipient/Client’s e-mails to be received and that the e-mail address is capable of receiving attachments (particularly PDF and Microsoft Word).

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FORM TECH-2

CONSULTANT’S ORGANIZATION AND EXPERIENCE

Form TECH-2: a brief description of the Consultant’s organization and an outline of the recent experience of the Consultant that is most relevant to the assignment. In the case of a joint venture, information on similar assignments shall be provided for each partner. For each assignment, the outline should indicate the names of the Consultant’s Key Experts and Sub-consultants who participated, the duration of the assignment, the contract amount (total and, if it was done in a form of a joint venture or a sub-consultancy, the amount paid to the Consultant), and the Consultant’s role/involvement.

A - Consultant’s Organization

{1. Provide here a brief description of the background and organization of your company, and – in case of a joint venture – of each member for this assignment.}

B - Consultant’s Experience

1. List only previous similar assignments successfully completed for the period required in the Terms of Reference.

2. List only those assignments for which the Consultant was legally contracted by the Client as a company or was one of the joint venture partners. Assignments completed by the Consultant’s individual experts working privately or through other consulting firms cannot be claimed as the relevant experience of the Consultant, or that of the Consultant’s partners or sub-consultants, but can be claimed by the Experts themselves in their CVs. The Consultant should be prepared to substantiate the claimed experience by presenting copies of relevant documents and references if so requested by the Client.

Duration Assignment name/& brief description of main deliverables/outputs

Name of Client & Country of Assignment

Approx. Contract value (in US$ or EURO)/ Amount paid to your firm

Role on the Assignment

{e.g., Jan.2009– Apr.2010}

{e.g., “Improvement quality of...............”: designed master plan for rationalization of ........; }

{e.g., Ministry of ......, country}

{e.g., US$1 mill/US$0.5 mill}

{e.g., Lead partner in a JVCA A&B&C}

{e.g., Jan-May 2008}

{e.g., “Support to sub-national government.....” : drafted secondary level regulations on..............}

{e.g., municipality of........., country}

{e.g., US$0.2 mil/US$0.2 mil}

{e.g., sole Consultant}

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FORM TECH-3

COMMENTS AND SUGGESTIONS ON THE TERMS OF REFERENCE, COUNTERPART STAFF AND FACILITIES TO BE PROVIDED BY THE CLIENT

Form TECH-3: comments and suggestions on the Terms of Reference that could improve the quality/effectiveness of the assignment; and on requirements for counterpart staff and facilities, which are provided by the Client, including: administrative support, office space, local transportation, equipment, data, etc.

A - On the Terms of Reference

{Describe proposed modifications or improvement to the Terms of Reference (such as deleting some activity you consider unnecessary, or adding another, or proposing a different phasing of the activities). Such suggestions should be concise and to the point, and incorporated in your Proposal.}

B - On Counterpart Staff and Facilities

{Include comments on counterpart staff and facilities to be provided by the Client. For example, administrative support, office space, local transportation, equipment, data, background reports, etc.}

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FORM TECH-4

DESCRIPTION OF APPROACH, METHODOLOGY AND WORK PLAN IN RESPONDING TO THE TERMS OF REFERENCE

Form TECH-4: a description of the approach, methodology and work plan for performing the assignment, including a detailed description of the proposed methodology and staffing for training, if the Terms of Reference specify training as a specific component of the assignment.

{Suggested structure of your Technical Proposal (in FTP format):

a) Technical Approach and Methodology b) Work Planc) Organization and Staffing}

a) Technical Approach and Methodology. {Please explain your understanding of the objectives of the assignment as outlined in the Terms of Reference (TORs), the technical approach, and the methodology you would adopt for implementing the tasks to deliver the expected output(s), and the degree of detail of such output. Please do not repeat/copy the TORs in here.}

b) Work Plan. {Please outline the plan for the implementation of the main activities/tasks of the assignment, their content and duration, phasing and interrelations, milestones (including interim approvals by the Client), and tentative delivery dates of the reports. The proposed work plan should be consistent with the technical approach and methodology, showing your understanding of the TOR and ability to translate them into a feasible working plan. A list of the final documents (including reports) to be delivered as final output(s) should be included here. The work plan should be consistent with the Work Schedule Form.}

c) Organization and Staffing. {Please describe the structure and composition of your team, including the list of the Key Experts, Non-Key Experts and relevant technical and administrative support staff.}

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FORM TECH-5

WORK SCHEDULE AND PLANNING FOR DELIVERABLES

N° Deliverables 1 (D-..) Months1 2 3 4 5 6 7 8 9 ..... n TOTAL

D-1 {e.g., Deliverable #1: Report A1) data collection2) drafting3) inception report4) incorporating comments5) .........................................6) delivery of final report to Client}

D-2 {e.g., Deliverable #2:...............}

n

1 List the deliverables with the breakdown for activities required to produce them and other benchmarks such as the Client’s approvals. For phased assignments, indicate the activities, delivery of reports, and benchmarks separately for each phase.

2 Duration of activities shall be indicated in a form of a bar chart.3. Include a legend, if necessary, to help read the chart.

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FORM TECH-6

Team Composition, Assignment and Key Experts’ inputs

N° NameExpert’s input (in person/month) per each Deliverable (listed in TECH-5) Total time-input

(in Months)

Position D-1 D-2 D-3 ........ D-... Home Field TotalKEY EXPERTS

K-1 {e.g., Mr. Abbbb} [Team Leader]

[Home] [2 month] [1.0] [1.0][Field] [0.5 m] [2.5] [0]

K-2

K-3

n

SubtotalNON-KEY EXPERTS

N-1[Home][Field]

N-2

n

SubtotalTotal

1 For Key Experts, the input should be indicated individually for the same positions as required under the Data Sheet ITC21.1.2 Months are counted from the start of the assignment/mobilization. One (1) month equals twenty two (22) working (billable) days. One working (billable)

day shall be not less than eight (8) working (billable) hours.


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3 “Home” means work in the office in the expert’s country of residence. “Field” work means work carried out in the Client’s country or any other country outside the expert’s country of residence.

Full time input Part time input


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FORM TECH-6 (Continued)

CURRICULUM VITAE (CV)

Position Title and No. {e.g., K-1, TEAM LEADER}Name of Expert: {Insert full name}Date of Birth: {day/month/year}Country of Citizenship/Residence

Education: {List college/university or other specialized education, giving names of educational institutions, dates attended, degree(s)/diploma(s) obtained}________________________________________________________________________________________________________________________________________________

Employment record relevant to the assignment: {Starting with present position, list in reverse order. Please provide dates, name of employing organization, titles of positions held, types of activities performed and location of the assignment, and contact information of previous clients and employing organization(s) who can be contacted for references. Past employment that is not relevant to the assignment does not need to be included.}

Period Employing organization and your title/position. Contact information for references

Country Summary of activities performed relevant to the Assignment

[e.g., May 2005-present]

[e.g., Ministry of ……, advisor/consultant to…

For references: Tel…………/e-mail……; Contact Name, Title/Position]

Membership in Professional Associations and Publications: ______________________________________________________________________

Language Skills (indicate only languages in which you can work): ____________________________________________________________________________________


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Adequacy for the Assignment:

Detailed Tasks Assigned on Consultant’s Team of Experts:

Reference to Prior Work/Assignments that Best Illustrates Capability to Handle the Assigned Tasks

{List all deliverables/tasks as in TECH- 5 in which the Expert will be involved}

Expert’s contact information: (e-mail…………………., phone……………)

Certification:I, the undersigned, certify that to the best of my knowledge and belief, this CV correctly describes myself, my qualifications, and my experience, and I am available to undertake the assignment in case of an award. I understand that any misstatement or misrepresentation described herein may lead to my disqualification or dismissal by the Client, and/or sanctions by the Bank.

{day/month/year}

Name of Expert Signature Date

{day/month/year}

Name of authorized Signature DateRepresentative of the Consultant (the same who signs the Proposal)


Section 1.5. Financial Proposal - Standard Forms

{Notes to Consultant shown in brackets { } provide guidance to the Consultant to prepare the Financial Proposals; they should not appear on the Financial Proposals to be submitted.}

Financial Proposal Standard Forms shall be used for the preparation of the Financial Proposal according to the instructions provided in Section 2.

FIN-1 Financial Proposal Submission Form

FIN-2 Summary of Costs

FIN-3 Breakdown of Costs

FORM FIN-1 FINANCIAL PROPOSAL SUBMISSION FORM

[Location, Date]

To: [Name and address of Client]

Dear Sirs:

We, the undersigned, offer to provide the consulting services for [Insert title of assignment] in accordance with your Consultancy Procurement Document dated [Insert Date] and our Technical Proposal.

Our attached Financial Proposal is for the amount of [Indicate the corresponding to the amount(s) currency(ies)] [Insert amount(s) in words and figures], [Insert “including” or “excluding”] of all indirect local taxes in accordance with the requirements of the RFP. The estimated amount of local indirect taxes is [Insert currency] [Insert amount in words and figures] which shall be confirmed or adjusted, if needed, during negotiations. {Please note that all amounts shall be the same as in Form FIN-2}.

Our Financial Proposal shall be binding upon us subject to the modifications resulting from Contract negotiations, up to expiration of the validity period of the Proposal.

Commissions, gratuities, or fees paid or to be paid by us to an agent or any other party relating to preparation or submission of this Proposal and Contract execution, paid if we are awarded the Contract, are listed below:

Name and Address of Agent(s) / Other Party

Amount and Currency Purpose

{If no payments are made or promised, add the following statement: “No commissions, gratuities or fees have been or are to be paid by us to agents or any other party relating to this Proposal and, in the case of award, Contract execution.”}

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We understand you are not bound to accept any Proposal you receive.

We remain,

Yours sincerely,

Authorized Signature {In full and initials}: Name and Title of Signatory: In the capacity of: Address: E-mail: _________________________

{For a joint venture, either all members shall sign or only the lead member/consultant, in which case the power of attorney to sign on behalf of all members shall be attached}

Where the Electronic Procurement Platform is used, the signed document shall be uploaded into the platform.


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FORM FIN-2 SUMMARY OF COSTS

Item

Cost{Consultant must state the proposed Costs in accordance with Clause 16.4 of the Data Sheet;

delete columns which are not used}

{Insert Foreign Currency # 1}

{Insert Foreign Currency # 2, if used}

{Insert Foreign Currency # 3, if used}

{Insert Local Currency, if used and/or required (16.4 Data Sheet}

Cost of the Financial Proposal

Including:

(1) Remuneration

(2) [Reimbursables]

Total Cost of the Financial Proposal:{Should match the amount in Form FIN-1}

Indirect Local Tax Estimates – to be discussed and finalized at the negotiations if the Contract is awarded

(i) {insert type of tax. e.g., VAT or sales tax}

(ii) {e.g., income tax on non-resident experts}

(iii) {insert type of tax}

Total Estimate for Indirect Local Tax:Footnote: Payments will be made in the currency(ies) expressed above (Reference to ITC 16.4).

In the case of Lump-Sum contracts, a breakdown of the Remuneration and Reimbursables is not required.


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FIN-3: Staffing Schedule and Breakdown of Costs

(All amounts to be exclusive of indirect taxes, including VAT, which may be chargeable by the Consultant)

[Assignment Title][contract currency]

1. Fees :

Name of Expert Job Title Working Period

In theField

In HomeOffice

TotalPeriod

ExpertRate Total

[Expert name] [Expert function]

[hours / days /

months]

[expert's fee rate per unit]

[total fees of Expert

Total Fees [sum of all fees]

2. Per Diem Allowance:

Place Number Rate Period Per Diem Total[indicate location] [indicate

number of nights spent at location

Days [Insert applicable Per diem

rate]

[Insert total amount for

location]

Total Per Diem Per diem_total[A per diem is allowed for each night away from the Home Office. Per diem rates are capped at the per diem rate established by the EU (if the assignment is EU-funded), and are otherwise normally capped at the per diem rate adopted by the UN2]

3. Reimbursable Expenses*

Air Travel: (Full Economy Class or Equivalent)

Routing Air Fare No. of Flights

Total

[List flight route, including changeover stops] [insert unit cost per flight

route]

[insert number of flights per

route]

[Insert total cost per route]

2 EU Per Diem Rates are listed on the EU's website (http://ec.europa.eu/europeaid/work/procedures/implementation/per_diems/index_en.htm ); UN Per Diem Rates are available (subscribers only) from the website of the UN's International Civil Service Commission: http://icsc.un.org/sal_dsa.asp .

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http://icsc.un.org/sal_dsa.asp

http://ec.europa.eu/europeaid/work/procedures/implementation/per_diems/index_en.htm

Total Air Travel air travel_total

Local Travel[Travel from home to departure airport and return, and reasonable local travel when abroad.]

Journey Cost No. of Journeys

Total

[List of journeys] [cost per journey]

[total per journey]

Total Local Travel local trav_total

Miscellaneous:[The list of miscellaneous expenses is for illustration purposes only; not all of the expenses listed below need apply to a given assignment

Visas [List details – number, if applicable, unit cost, if applicable]

[List total costs per item]

InterpretationReportsCommunicationsEquipment PurchaseAccommodation (not listed in Per

Diem)[List other Miscellaneous Expenses]

Miscellaneous Total

*May include indirect taxes, such as VAT which are not otherwise recoverable by the Consultant.

4. Contingencies: (utilisation only after prior approval in writing by the Client)

TOTAL MAXIMUM CONTRACT AMOUNT (Contract Ceiling Amount) [List total cost of the assignment, exclusive of

VAT; this amount should correspond to

the financial proposal amount in FIN-1]

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PART II - REQUIREMENTS

Section 2.1. Terms of Reference

Jordan: West Irbid Wastewater Project – Detailed Design Study, Tender Documents Preparation and Procurement Support & Construction Supervision

1. BACKGROUND

The European Bank for Reconstruction and Development (the “EBRD” or the “Bank”) is providing finance to the Hashemite Kingdom of Jordan (“GoJ”) for the upgrade and construction of the wastewater infrastructure system in 15 towns, located in West Irbid. The system will involve laying public sewer infrastructure to serve a catchment area of approximately 21.9 km2 including, where necessary, the construction of pumping stations, to enable the towns to connect effectively into the existing wastewater network and to the existing / expanded wastewater treatment plant (“WWTPs”) at Wadi Al Arab (the “Project”).

The transaction is a part of the Bank’s wider engagement with the Water Authority of Jordan (“WAJ” or the “Client”) aimed at developing and implementing a comprehensive wastewater investment programme to resolve current issues in the sector, caused by the rapid population growth, and the Syrian refugee influx which has placed an unprecedented strain on the wastewater system.

To improve current wastewater disposal practices, which are primarily based on a system of cesspits and tanker emptying, the design phase of project preparation will confirm connection to treatment facilities from a number of feasible options. The most likely option will enable the towns to connect to the existing Wadi Al-Arab WWTP and extension of this WWTP, (part of the Wadi Al-Arab wastewater catchment system). Additional WWTP capacity will be provided by other entities under separate contracts. The Project will complement a planned co-investment by Kreditanstalt für Wiederaufbau (KfW) and Agence Française de Développement (AFD) to rehabilitate the water network and extend the wastewater network in other parts of Irbid, primarily East Irbid.

The Irbid governorate is located 83 km north of Amman, the area of which extends to the Syrian and Israeli border. The northern region adjoins the Golan Heights. The proximity of Irbid to the Syrian border has resulted in a significant number of Syrian refugees resettling in the city of Irbid and in the towns surrounding it. The consequent population growth has placed an unprecedented strain on the existing wastewater infrastructure, particularly in the towns lying in the West of Irbid which suffer from inefficient wastewater collection infrastructure. The provision of effective wastewater disposal is a prerequisite for good social welfare and environmental care. Of the 15 target towns in West Irbid with a total population of over 100,000, approximately 18% are Syrian refugees.

Improvements will be achieved by providing first-time sewerage to residents, thereby addressing the urgent socio-economic needs of both the local population and the refugee

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community in the Project area. The improvements are likely to circumvent potential health issues and related economic losses in the Project area.

Commercial, institutional and industrial activities in all 15 towns are limited and most of the wastewater is produced by domestic households. The existing wastewater disposal system consists of cesspits or septic tanks that generally serve each property and are usually located within the vicinity of the residences. Once filled, the cesspits are emptied by sewage tankers in an unsafe and inefficient manner.

Figure 1 - Shows the project development area and project components.

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Jordanian and Syrian Population by Area/Town (census 2015)

TotalSyrianJordanianName of Area/townService Area No.

2,2845091,775Natfeh (partially served by a network)1

22,5245,61916,905Kufr Yuba2

7,5806986,882Zahr3

3,3372393,098Jumhaa4

2,0042601,744Ham5

12,6451,79610,849Bayt Yafa6

14,0893,02611,063Kufr Asad + Kherbet Mershed7

2,2381712,067Qum8

8,2761,4026,874Qumeem9

4,0122713,741Kufr Aan10

2,299862,213Saydour11

7,0441,8615,183Hofa Wastia12

3,8903653,525Kharaj13

10,5032,5557,948Soum (partially served by a network)14

102,72518,85883,867Total

Following the Project Feasibility Study (West Irbid Wastewater Project, October 2017, Mott MacDonald Limited) and a proposed further study to investigate the improvement of the Wadi Al Arab WWTP (to be delivered by KfW), the Client now wishes to engage a consultant (the “Consultant”), to confirm the Feasibility Study treatment option, prepare a preliminary design, a detailed design and tender documents, to achieve and maintain compliance with national, EBRD and European Union (“EU”) standards, relevant for the network and pumping infrastructure components to the treatment location (the “Assignment”). The Consultant will also supervise construction and support WAJ during the Defect Notification Period.

2. Objectives

The phasing of the Project will include:

Phase 1 - Technical Note Confirmation: With reference to all other component studies, Confirm the findings of the Feasibility Study with respect to treatment location and

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treatment capacity/upgrade Confirm and agree the contract vehicle/strategy, based on FIDIC and EBRD Guidelines

for Procurements, for the procurement of the network and pumping infrastructure components to the treatment location.

Following review and Client approval undertake preliminary design stage.

Phase 2 - Detailed Design and Preparation of Tender Documents: Following review and client approval, Progress to detailed design and preparation of the tender documents. Prepare and undertake an Environmental and Social Impact Assessment (“ESIA”). Support in preparation of documents required as per the Environmental and Social Action

Plan (“ESAP”). Work with WAJ and EBRD to develop and agree an inclusive procurement strategy for

the Project.

Phase 3 - Support to Tendering Process: Following review and client approval, Assist with the tendering process including responding to queries, tender evaluation,

finalisation of the contract documents and award. Review of the contractors associated documents required under the ESAP.

Phase 4 - Construction supervision and administration.

Phase 5 - Post completion duties during the Defects Notification Period.

The objectives for Phases 2 to 5 of the Consultant’s assignment are to: (i) facilitate the timely and effective procurement of the Project components by

rendering support to WAJ in the preparation of requirements and technical specifications and the evaluation of tenders;

(ii) support WAJ with aspects of construction supervision, administration and post completion duties;

(iii) support WAJ with the ESAP and Stakeholder Engagement Plan (“SEP”) implementation, monitoring of environment, health and safety performance, and implementation of the Labour and Employment Plan (“LEP”) to ensure inclusive procurement.

The Consultant shall ensure that WAJ has access to best practices and international standards and that, as a minimum, designs fully comply with the Jordanian construction norms and the requirements of the ESAP, the SEP and take into account the relevant environmental, health and safety and social performance parameters and standards, required by the EBRD Performance Requirements (“PRs”) and relevant EU standards.

To achieve these objectives, the Consultant is expected to take into account the information provided in the Feasibility Study and other component studies.

WAJ has designated a “focal department”, which will take the responsibility of acting as the dedicated counterpart on the working level for the overall project implementation. This

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department is the Programme Management Unit (“PMU”). Moreover, WAJ will nominate, for the purposes of the Project execution, a member of this department as Project Manager to work with the Consultant. It will be the Consultant’s duty to maintain close contact on all aspects of work. As a matter of principle, all formal communications relating to the work will be directed for the attention of the PMU Project Manager.

3. SCOPE OF SERVICES

The Consultant will:

3.1 General Tasks

Support and assist WAJ with meeting the Bank’s requirements for evaluating, monitoring and reporting the project in line with the Bank’s reporting procedures;

Preparation of an Environmental and Social Impact Assessment (“ESIA”) following the preliminary design for local permitting purposes;

Supervise and monitor environmental, health and safety performance during construction in line with environmental and social management plans stipulated in the ESIA, EBRD Performance Requirements and the ESAP;

Supervise, support and monitor implementation of the ESAP by the Client and Contractors.

Supervise, support and monitor implementation of the SEP by the Client. Regularly monitor and report on progress.

3.2 Technical Note Confirmation:

Review all other relevant component studies and confirm the findings of the Feasibility Study with respect to treatment location and treatment capacity/upgrade and agree with WAJ / the Bank, to enable the basis of the network and pumping station preliminary design to go ahead;

Confirm and agree with WAJ / the Bank, the contract vehicle/strategy, within Bank guidelines;

Prepare a Project Implementation Plan, detailing the procurement / contracting strategy, structure of tenders and time schedule for implementation.

Following review and Client of the above, undertake preliminary design for the network and pumping stations. Preliminary design will be prepared in accordance with all currently applicable legal regulations, standards and norms applicable under the Jordanian laws and with the view to achieve and maintain compliance with the EU standards for the infrastructure (when appropriate).

3.3 Phase 2 - Detailed Design and Preparation of Tender Documents:

One of the goals of the preliminary design is for WAJ, as investors in the construction of the wastewater transfer system, to achieve as soon as possible the issuance of the zoning permit and to start the procedure of permanent and temporary land expropriation, if

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applicable. (Once preliminary design has been agreed and comments returned from the Bank/WAJ the geodetic survey will be undertaken).

Prepare and undertake an ESIA for local permitting purposes in line with local and EBRD standards, which will address gaps identified in the Project Environmental and Social Assessment (West Irbid Project ESA, November 2017), ESIA should include the following plans as a minimum;

o Construction Environmental and Social Management Plan (“CESMP”) Framework

o Ecological Survey and Biodiversity management plano Livelihood Restoration Plan o Labour and Employment Plan (“LEP”) including estimating employment numbers

disaggregated by gender, age and occupation Prepare detailed design and tender documents for the wastewater network and

conveyance infrastructure in consultation and coordination with relevant stakeholder (i.e. Ministry of Public Works and Housing, Municipality of West Irbid). The tender documents shall include employment and procurement guidelines as outlined in the LEP developed as part of the ESIA;

Prepare qualification requirements, technical specifications, Bill of Quantities and tender documents using the Bank’s standard tender documents for procurement of works and in accordance with the Bank’s Procurement Policies and Rules (“PP&R”). For the purpose of this ToR, it is assumed that the network and pumping station infrastructure will be procured using the FIDIC conditions of contract for construction works designed by the Employer (Red Book), to be confirmed at Phase 1 of the Project implementation;

Support the Client in the implementation of the ESAP including the preparation of various documents required by the ESAP.

3.4 Phase 2 - Support to Tendering Process:

Assist WAJ with the whole procurement process including replying to tenderer(s), evaluating tenders, monitoring the evaluation process and ensuring that the evaluation report is in line with the Bank’s Procurement Policies and Rules (PP&R), using the Bank’s standard evaluation report format. Assistance will include responding to queries, assisting with preparing the tender evaluation report, finalisation of the contract documents and award. Tender assessment will include the Contractor’s associated management plan requirements under the ESAP;

Support WAJ with meeting Bank’s requirements with regards to tender awarding and contract signing.

3.5 Phase 4 - Contract Supervision and Administration):

Construction supervision of the Project components, acting as the “Engineer” for the contract(s);

Supervise and monitor environmental, health and safety performance during construction in line with environmental and social management plans stipulated in the Environmental and Social Impact Assessment (ESIA);

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Supervise, support and monitor to ensure that the aspects of the Environmental and Social Action Plan (ESAP) and implemented during construction of the works;

Supervise, support and monitor to ensure that the aspects of the Stakeholder Engagement Plan (SEP) and implemented during construction of the works;

Regularly monitor and report on progress.

3.6 Phase 5 – Post-Completion Duties during the Defects Notification Period.

Assist and support WAJ with necessary post-completion duties during the Defects Notification Period.

3.7 Preliminary Design

The preliminary design shall include but not be limited to: A flow survey of existing flows (as required); A site survey and topographical maps of the area, to scale 1:10,000 to 1:25,000, showing

existing facilities of the wastewater system, locations of wastewater treatment plant and pre-treatment plants, locations of discharge of permitted effluents, alignment of the main sewerage network and key facilities on the network, collectors pumping stations and rising mains;

A site survey and topographical maps of the new sewer network to scale 1:1,000 and 1:2,500 to 1:10,000 showing the sewer conveyance network main network infrastructure including, pre-treatment, pumping and receiving wastewater treatment facilities – Note the design shall include inspection and access points as appropriate for gravity sections and air valves etc in chambers for pressurized sections;

Longitudinal sections of the new sewer transmission main in a suitable scale, cross-sections of sewers and structures at key nodes and/or crossings;

Preliminary hydraulic calculations to design the required engineering capacity and performance of the new wastewater network and conveyance infrastructure including its technical interface with the WWTP (assumed to be Wadi Al-Arab WWTP);

Prepare schematic drawings in ground-plan and typical cross-sections; Basis of Design Report to include: technical justification for the design / construction

materials selection of the proposed main wastewater networks and conveyance infrastructure (e.g. pumping stations, pumped and gravity mains, emergency overflows, connections.) including measures (if any) to protect the integrity of assets over its operational life (i.e. cathodic protection), pumping station general arrangements and pipe material selection;

The Basis of Design Report will include (at high level as applicable) engineering calculations, investigative findings from surveys and include an explanation of the intended operational functionality (design) of the wastewater transfer system including the infrastructure components, power requirements including indicative load schedules, standby power arrangements, power availability, means of control;

The Design Report will include an identification of key construction and operational risks, design assumptions and approaches for reducing, removing or mitigating these risks;

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A high level provisional schedule of quantities and cost estimate of designed works, with costs divided by facility (per unit), earthworks (per meter), crossings, include also for preparatory groundworks (such as temporary pipeline easement), reinstatement, asset protection and general administration (site buildings, materials compounds etc);

Geotechnical Report on the findings from preliminary borehole surveys previously undertaken along the proposed pipeline route, including a plan for more detailed geological and geo-mechanical ground investigations suggesting the number, depth and locations for detailed boreholes necessary for the preparation of the Detailed Design;

High level scoping report to inform the ESIA and Environmental and Social Management Plans

After completion, the Consultant shall submit a draft preliminary design to WAJ. The Consultant will assist WAJ to then organise a joint meeting(s) with all stakeholders. During this meeting(s), the Consultant will provide all necessary explanations related to the Preliminary design of the wastewater system. Draft Preliminary design will also be subject to expert review. The Consultant will carefully consider all comments received from the expert (auditor) before submitting the final version of the preliminary design no later than 21 calendar days after receipt of comments from the expert (auditor) and WAJ.During the preliminary design the Consultant shall: review and take into account the development needs and plans of the municipality; consider the specific conditions existing in the municipality, which could have an impact

on the construction of the sewage system (such as other existing below-ground infrastructure);

use the available space and existing facilities of the system in the best practicable way taking into account the existing underground infrastructure;

strictly follow all technical regulations, standards and norms of Jordan; implement technically and financially feasible solutions that are easy to maintain and

manage; and carry out all necessary tests in the field. take into account the relevant environmental, health and safety and social (“EHSS”)

performance parameters and standards, based on EBRD PRs.

3.8 Geodetic report of incomplete expropriation of land

The main objective of the geodetic survey is to provide the conditions for obtaining the Zoning permit for construction of the transfer system and to resolve property issues.

In preparing the survey, the Consultant is required to adhere to all input parameters from the Preliminary Design of sewerage network, incorporating a minimum buffer zone width of 4m (2m either side of the network centreline).

The Geodetic survey report must contain the following: General documentation; Terms of Reference; Technical description;

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Trigonometric form no. 25 for traverse points and for coordinates of points of expropriation belt;

Sketch of traverse grid; Sketch of the survey prepared on the updated cadastral map in the scale of 1:1,000; Trigonometric form no. 27; Table with the following data for all land plots included in the Preliminary Design; data

to be obtained from the cadastral register for the municipality:o title deed,o cadastral municipality under the new cadastral records,o number of land plot under the new cadastral records,o surname, father's name and name of the plot owner,o name of the land plot,o field crops and classification of land,o total area,o expropriation area,o land plot number under the old cadastral records,o land registry certificates for land plots.

Other attachments, if needed.

While drafting the geodetic report the Consultant shall: strictly follow and respect the rules, norms and standards of Jordan concerning the

preparation of the geodetic report; carry out the necessary works on the ground, record and insert into the map the objects

that are located in the expropriation area but are not shown on the cadastral maps.

Although land acquisition may not be a significant issue for the project, relevant plans need to be prepared to demonstrate compliance with EBRD’s PR5 on land acquisition. All land acquisition shall be dealt with as per the prevailing Jordanian Law and compensation procedures.

No physical displacement is expected to occur as a result of the Project, however, there may be minor loss of agricultural crops. Servitude agreements need to be established for the proposed pipeline routes and pump station locations. Alternative access past the Project site construction areas will be available. A Livelihood Restoration Plan (“LRP”) needs to be developed to provide detail on the affected land parcels and method of compensation for lost assets during the preparation of the ESIA. Should physical displacement be necessary a Resettlement Action Plan (“RAP”) must be developed in line with PR 5.

Before submitting the final version of the geodetic report, the Consultant shall submit to the Client’s (WAJ) engineering team, the draft geodetic survey report for review and approval. In addition, the Consultant shall perform on-site inspections together with the parties authorised by WAJ.

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3.9 Detailed design

Following the acceptance of the Preliminary Design, the Consultant shall prepare the detailed design of the wastewater networks and related infrastructure system. One of the goals of the detailed design is to provide early information to enable WAJ to obtain any necessary clearances, licenses, permits and certificates for the project construction, as soon as practicable.

At the start of the Detailed Design, to inform the level and type of design, the Consultant shall update the Project Implementation Plan/Procurement Strategy with emphasis on the packaging of contracts and how the works should be split into individual contract lots, aiming at a time-optimized implementation schedule, as well as present and future operation and maintenance and financing aspect of the project into consideration.

The detailed design shall include, but not be limited to: Additional surveys as required (geotechnical etc); Geodetic survey report with all geodetic elements necessary for the design and its

implementation; ESIA Report and ESMPs; Requirements for permitting, stakeholders, land, compensation (resettlement), progress

and design review meetings. Basis of Design Report with a description of the designed conveyance system to include,

design assumptions, key construction delivery and operational risks, and approaches for reducing, removing or mitigating risks;

Detailed hydraulic calculations and sizing of the conveyance pipework and pumping stations;

Structural and pipework designs, as appropriate, showing calculations, drawings, etc; Topographical map of the new sewer pipeline at the scale of 1:1,000 and 1:2,500 showing

the new sewer conveyance pipeline and infrastructure including pre-treatment, pumping and receiving wastewater treatment facilities including house connection sheets;

Detailed longitudinal sections of the conveyance pipeline, showing the sewer pipe (gravity and pumped sections), pumping stations, and overflows with hydraulic information, pipe diameters, pipe depth and levels. Horizontal scale to be 1:1,000 to 1:5,000, and vertical scale 1:100 to 1:500;

Detailed drawings of pumping stations and interface with the wastewater treatment plant, pipe crossings, overflows, thrust blocks etc, to a scale 1:20 to 1:100;

Drawings of intersections of the new conveyance pipeline with other underground and above-ground installations, depending on the available information, sketches of intersections of pipelines with local, regional and main roads, as well as details of intersections according to the requirements of owners of other installations and road managers;

Standard details for pipe laying, materials (pipes, fittings, valves); Bill of Quantities and cost estimates including overall quantity of materials with 5%

surplus for contingencies, including other associated equipment and devices; Indicative works programme and expenditure profile;

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Specification for pipe laying and materials (pipes, bedding, fittings and valves, fill and cover) and requirements for:o delivery of materials,o phased construction and the build of associated works,o delivery and installation of mechanical and electromechanical equipmento testing and commissioning,o pipeline protection.

During Detailed Design preparation, the Consultant shall: Strictly follow technical regulations, norms and standards of Jordan; Apply technically feasible, financially efficient, sustainable solutions; Take into account the presence of surrounding historical buildings, protected

environment and prepare, if necessary, special measures for their protection; Carry out all necessary tests in the field; and Optimise requirements for routine operation and maintenance.

3.10 Project Implementation Plan / Procurement Strategy

The Consultant shall support WAJ with the establishment of an appropriate procurement strategy, including prequalification of applicants if needed, single or two-stage tendering procedures, the need for pre-tender meetings, conditions of contract (assumed FIDIC Red Book), warranty obligations and delivery schedule.

To that effect the Consultant will prepare a Project Implementation Plan and update if needed, to demonstrate a realistic schedule for the entire procurement process. Particular attention will be provided by the Consultant to the proposed delivery schedule ensuring it is in line with best international practice.

3.11 Preparation of Tender Documents

The Consultant shall prepare the Tender Documents for all works and services needed to be carried out, using the Bank’s standard tender documents for procurement of Works and FIDIC contract.

The tender documents shall consist but not limited to the following elements (assuming FIDIC Red Book): Instruction to Tenderers (Invitation to Tender, Tender Data, Appendix to tender,

Requirements, etc.) Condition of Contract ( Particular conditions, Contract Agreement form, templates of all

required bonds and declaration of undertaking form) Specifications (General and Particular) Bill of Quantities Drawings Supplementary Reports (Geotechnical etc).

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3.12 Support during the Procurement Process

The Consultant will provide support to WAJ throughout the procurement process. To this end, the Consultant will carry out the following activities: Draft and ensure that all procurement notices are placed in a timely manner in accordance

with the Banks’ Procurement Policies and Rules PP&R; Ensure that all approvals and no-objections are applied for in a timely manner; Carry out the administration of the tender process, ensure that appropriate records are

kept, documentation is properly stored, recorded and managed, and confidentiality is maintained;

Prepare draft responses to Tender clarification enquiries, arrange for approval and issue and record the same;

Prepare any amendments to tender documents as may be required and obtain no-objection prior to issue;

Arrange any pre-tender meetings, if needed, and record same; Advise WAJ’s tender committee of the rules and procedure for tender opening; Arrange public tender opening and prepare corresponding minutes.

The Consultant will take the lead in organising and managing the evaluation process. To this end, the Consultant will, inter alia: Give guidance on the composition of the Evaluation Committee and to the Evaluation

Committee as required; Provide draft detailed evaluation report for the consideration of the Evaluation

Committee. Compile the Evaluation Report in the required format (to be provided by EBRD), including all technical and financial analyses, records of consultation with external parties by the Evaluation Committee and clarifications requested and received;

Arrange for meetings of the Evaluation Committee, attend as an advisor and record these meetings, presenting the minutes for approval by WAJ;

Document the Evaluation Committee’s deliberations in relation to the Evaluation Report and compile the agreement there into the Evaluation Report prior to seeking all approvals;

Prepare revisions or additional information to the Evaluation Report that may be requested by the Bank;

Ensure that all queries and complaints are promptly attended to as appropriate and copy such inquiries as appropriate to the Bank.

The Consultant will provide support to WAJ during contract finalisation. To this end, the Consultant will, inter alia: Prepare a brief for WAJ indicating all the items to be resolved in the clarifications pre-

contract, if any; Attend pre-contract discussions, if any, and document the discussions, updating the

contract documents if necessary and seeking all necessary approvals; Advise on the validity of performance and other contract-related securities; Circulate the Contract as required by the Bank’s Procurement Policies and Rules PP&R; Draft notifications for WAJ to unsuccessful Tenderers;

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Ensure that all queries and complaints are promptly attended to as appropriate and copy such inquiries and responses as appropriate to the Bank. The Consultant may be required by the Bank to participate in ‘de-briefings’ as a result of complaints.

3.13 Construction and Implementation Supervision

WAJ will ask the Consultant to act as the Engineer, according to FIDIC Conditions of Contract, for the supervision of Works. The Consultant will coordinate and liaise with WAJ, Local Authorities (when necessary), Contractors and other relevant institutions.

Within two weeks after the issuing of the letter of acceptance to the winning tenderer(s), the Consultant will commence his duties related to construction supervision. The Consultant shall act as the representative of WAJ on all the construction activities for this programme and carry out the duties of the Engineer as defined in the Contract. The Consultant shall provide adequate and competent procurement support and site supervision staff with sufficient experience to ensure that the procurement, construction and commissioning are carried out to the quality, quantity, cost and programme agreed in the Contract.

For all contracts the Consultant will have the following obligations: Upon Commencement of the Works, in accordance with the conditions of contracts,

execute and deliver Commencement Certificates and obtain the countersignatures of the Contractors.

If the Contractors do not receive possession of the site from time to time in accordance with the contracts, or if a Contractor does not receive a Commencement Certificate within any period stipulated in a contract, assess whether the Contractor is likely to suffer delay and/or incur extra cost and notify the Client accordingly.

The Consultant will have the following obligations: Obtain a copy and keep a file of any applicable standards, rules or regulations of all the

relevant authorities and public bodies and companies, whose property or rights are affected or may be affected in any way by the Project. Monitor and report to the Client on obtaining compliance with the specified consents by the Contractors.

Assist in any negotiation with any owners, lessors, adjoining owners, public authorities, licensing authorities and others for the purchase by WAJ of the additional land under the Contract.

Liaise as necessary with utility companies and other bodies, as appropriate, and assist in and co-ordinate such liaison as necessary.

In line with a schedule drawn up and maintained by WAJ of all necessary statutory licenses, permits and approvals necessary for the design, implementation and operation of the Project (the Schedule should identify the dates for submissions and approvals, and the person or persons responsible for making application for such licenses, permits and approvals either on their own account or on behalf of WAJ or the Contractors). The Consultant shall, check that such applications are made on time and assist in negotiations with other parties, as necessary from time to time.

Coordinate with and assist the Client to ensure that all permits required are obtained on time

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Identification of hazards for the construction stage. This must comprise. Review and assess the likelihood of these construction stage hazards / risks (as prepared

by the Contractors) and the potential consequences, to include: procedural, environmental and social risks, occupational and public health and safety, technical and quality risks, the risk of cost overrun, delays and risk to third parties.

Identify possible additional mitigation measures and communicate proactively and continuously measures to manage and reduce/eliminate hazards/risks.

The Engineer will prepare and submit to the Client monthly Progress Reports. Each monthly progress report will include: Brief summary information about any events or circumstances which, in the Engineer’s

opinion, may create sufficient grounds for any time, claim and/or cost overrun under a Contract and the Engineer’s recommendation of the measures being (or to be) adopted to overcome such events or circumstances and the contractual basis thereof;

Comparison in the form of a chart showing the Contractors’ original cumulative cash-flow estimate, in monthly periods, of all payments to which the Contractors will be entitled under the Contracts and the actual payments certified by the Engineer up to the end of the reporting period. In the event of the cumulative amount of the actual monthly payment certificates being lower than the Contractors’ estimates, the Engineer will accompany the chart with a supporting report and provide:o Details of any events or circumstances that have caused the discrepancy;o Assessment of the significance of such events or circumstances, including the

Engineer’s opinion on whether these may jeopardise the completion in accordance with the Contracts;

o Report on the measures being (or to be) adopted to overcome delays in respect of each event or circumstances and the contractual basis thereof;

Comparison of the actual percentage completion of delivery compared with the planned for each critical path item identified in the Contractor’s programme; where any delivery is behind the programme, the Engineer will comment on the likely consequences and state the remedial action being (or to be) taken;

Comparison of the actual percentage completion of delivery compared with the planned for each main item of Plant and Materials, if not included in the list of critical path items;

Information about the use of provisional sums and an appropriate justification thereof; Photographs showing the status of manufacture and of progress on the site; List of new quality assurance documents, reports on test results and certificates of

materials; Safety statistics, as provided by the contractors, including details of any hazardous

incidents and activities relating to environmental aspects and public relations; List of all notices, consents, approvals, certificates or determinations given or issued by

the Engineer within the reported period; and Other information, as may be required by the Client.

The Consultant shall attend site meetings and endeavour to ensure that at all times outstanding problems are settled in order to avoid any delay or extra expenditure (having regard, however, to the terms of the Contracts and the limitations on the authority of the Engineer). In addition, the Consultant shall:

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Attend interface co-ordination meetings and assure that all interfaces are properly managed and that interface problems are addressed and solved.

Keep full and proper records of all meetings and discussions attended or conducted by the Engineer and make the same available for inspection by the Client forthwith on request.

On request of WAJ, attend meetings to resolve differences of opinion on general or technical matters.

Ensure that the Client receives timely notice of and is permitted to attend all site meetings and other meetings with the Contractors.

Notify the Contractors if the Engineer objects to any person who has conducted himself as incompetent or negligent; notify and advise the Client if this is the case and agree on any action to be taken.

Advise the Client on the general organisation of the Contractors’ resources at the Site, including management and programming systems, manpower, plant and equipment.

In addition to payment requirements of the Contractors’ Works in accordance with the Conditions of Contracts, the Consultant shall: Collate and prepare quarterly budgets showing sums anticipated to fall due from

WAJ/Client to the Contractors, dates and amounts of invoices and certificates under the Contract programme expected to be achieved in the quarter and deliver the same to the Client forthwith.

Maintain Project accounts and prepare final Project accounts.

The Consultant will assist the Client to comply with the procedures agreed with the EBRD.Unless, in the opinion of the Consultant, an emergency occurs affecting the safety of life or of the Works or of adjoining property, the Consultant will provide a preliminary report to the Client on any prospective variation, outlining the basis for the consultant’s valuation of the variation, including but not limited to the following: The Consultant’s opinion on the extent, if any, of applicability to the varied Works of the

rates and prices set out in the Contract; when expressing an opinion, the consultant will take into account the actual or expected currencies of cost (and the proportions thereof) of the inputs of the varied work without regard to the proportions of various currencies set out in the Contract;

The quantity and the value of the varied Works that can be determined using the rates and prices set out in the Contracts;

The quantity and the Consultant’s estimate of the value of the varied Works, which can be determined using the rates and prices set out in the contract as the basis for valuation: the Consultant will provide a detailed breakdown of the rates and prices set out in the Contract and identify the price components that the Consultant used or intends to use for the valuation of the varied works;

The quantity and the Consultant’s estimate of the value of the varied Works, which can only be determined using the rates and prices agreed between the Consultant and the Contractor. The Consultant will provide to the Client with an appropriate justification of the basis for the agreement.

In case of a variation, the Consultant will follow the procedures and conditions stipulated within the FIDIC Conditions and subject to the EBRD’s prior consent:

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3.14 Defects Notification Period

WAJ will ask the Consultant to act as the Engineer, according to FIDIC Conditions of Contract, for the first initial 6 month period of the construction contract(s)’ Defects Notification Period. The Consultant will coordinate and liaise with WAJ, Local Authorities (when necessary), Contractors and other relevant institutions.

The Consultant will have the following obligations and continue to assist WAJ with the following: Obtain a copy and keep a file of any applicable standards, rules or regulations of all the

relevant authorities and public bodies and companies, whose property or rights are affected or may be affected in any way by the Project. Monitor and report to the Client on obtaining compliance with the specified consents by the Contractors.

Assist in any new or existing negotiation with any owners, lessors, adjoining owners, public authorities, licensing authorities and others for the purchase by WAJ of the additional land under the Contract.

Liaise as necessary with utility companies and other bodies, as appropriate, and assist in and co-ordinate such liaison as necessary.

In line with a schedule drawn up and maintained by WAJ of all necessary statutory licenses, permits and approvals necessary for the design, implementation and operation of the Project (the Schedule should identify the dates for submissions and approvals, and the person or persons responsible for making application for such licenses, permits and approvals either on their own account or on behalf of WAJ or the Contractors). The Consultant shall, continue to check that any such continuing applications are made on time and assist in negotiations with other parties, as necessary from time to time.

Coordinate with and assist the Client to ensure that all permits are/have been obtained. Identification of hazards for works undertaken during the Defects Notification Period, as

per the construction supervision period.

The Engineer will prepare and submit to the Client monthly Progress Reports. Each monthly progress report will include: Brief summary information about any events or circumstances occurring on site which, in

the Engineer’s opinion, warrant discussion and inclusion in the monthly report. Comparison of the actual percentage completion of defects compared with the planned

items identified in the Contractor’s programme. Where any delivery is behind the programme, the Engineer will comment on the likely consequences and state the remedial action being (or to be) taken;

Comparison of the actual percentage completion of delivery items required to resolve defects, compared with the planned list of items;

Photographs showing the status any defects and the progress on the site; List quality assurance documents, reports on test results and certificates of materials, etc,

as required from the contractor to close out defects; Safety statistics, as provided by the contractors, including details of any hazardous

incidents and activities relating to environmental aspects and public relations; List of all notices, consents, approvals, certificates or determinations given or issued by

the Engineer;

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List and provide information relating to any remaining contractual payments and issues; and

Other information, as may be required by the Client.

The Consultant shall continue to attend site meetings and endeavour to ensure that at all times outstanding problems are settled in order to avoid delay or extra expenditure (having regard, however, to the terms of the Contracts and the limitations on the authority of the Engineer). In addition, the Consultant shall: Attend interface co-ordination meetings and assure that all interfaces are properly

managed and that interface problems are addressed and solved. Keep full and proper records of all meetings and discussions attended or conducted by the

Engineer and make the same available for inspection by the Client forthwith on request. On request of WAJ, attend meetings to resolve differences of opinion on general or

technical matters. Ensure that the Client receives timely notice of and is permitted to attend all site meetings

and other meetings with the Contractors.

At the end of the 6-month Defects Notification Period, the Consultant shall provide the Client with a comprehensive handover report. The report shall detail all outstanding issues/defects and provide the Client with a clear road map for the successful completion of the project at the end of the Defects Notification Period.

3.15 Environmental, Health, Safety and Social (“EHSS”) performance

In preparation of the technical requirements and specifications for tender documents the Consultant shall take into account the relevant environmental, health and safety and social performance parameters and standards, based on EBRD Performance Requirements and applicable EU standards. The Consultant shall also define and incorporate into technical specifications and requirements for tender documents of the relevant ESAP requirements that tenderers will be required to adhere to.

The Consultant shall ensure that the Labour Conditions of the EBRD version of Standard tender document, works contract, as well as the requirement for complying with the EBRD ESAP, the SEP, LRP and any other relevant action plans prepared during the due diligence for this project (reference Mott MacDonald’s West Irbid Wastewater reports – Inception Report, May 2017 and Feasibility Study October 2017,and Environmental & Social Assessment November 2017), are included in the tender documents and contracts. The Consultant will prepare the specifications and drawings as an integrated part of the tender documents.

Once drafted, WAJ will submit the Tender Documents to the Bank for the Bank’s “no objection”. The Consultant will be expected to incorporate any amendments required by the Bank in order to give its “no objection”.

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4. IMPLEMENTATION TEAM / TIMESCALE / DELIVERABLES

The Consultant shall report on all aspects of the Assignment to the Client and liaise with the Bank.

It is envisaged that the Client will provide the Consultant with access to, or copies of all, relevant information (all or most in English although some are expected to be in Arabic). The Consultant will make a detailed review of this information, either in the local language, or by translating, or agreeing with the Client the translation of, the information into English.

The Consultant will work with a variety of stakeholders.

5. Team Composition and Qualification Requirements of the Key Experts

Position QualificationsTeam Leader Chartered Engineer with a Bachelor or Master degree and at least 15

years professional experience, of which 10 years in wastewater collection, with at least one project similar in size and scope of work, minimum 5 years’ experience as a project manager or Team leader.

Senior Hydraulic Engineer

Chartered Engineer with a Bachelor or Master degree and at least 10 years professional experience, of which 5 years in wastewater project, and experience as a hydraulic modeller.

Contract Management Specialist

Chartered Engineer with a Bachelor or Master degree and at least 10 years professional experience, of which 5 years in similar wastewater project and experience in contract preparation and tender process

Mechanical Engineer

Chartered Mechanical Engineer with a Bachelor or Master degree and at least 10 years of professional experience, of which 5 years in similar wastewater project

Electrical Engineer

Chartered Electrical Engineer with a Bachelor or Master degree and at least 10 years of professional experience, of which 5 years in similar wastewater projects.

Geotechnical Specialist

Chartered Engineer with a Bachelor or Master degree and at least 8 years professional experience, of which 5 years in similar projects.

Resident Engineer

Chartered Engineer with a Bachelor or Master degree and at least 10 years professional experience, of which 5 years in similar pipeline and pumping station infrastructure construction experience.

Environmental Specialist

Environmental specialist with a Bachelor or Master degree and at least 10 years professional experience, of which 5 years’ experience in ESIAs to EBRD PR’s or similar standards for linear projects (including Biodiversity & Water Resources).

Social and Gender Specialist

Social and gender specialist with a Batchelor or Master degree with at least 10 years professional experience, including experience in Jordan, public consultation in the local context, inclusive labour and procurement policies and/or land acquisition & resettlement expertise, in similar water / wastewater related projects.

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WAJ estimates that the following staff input will be necessary to execute the construction supervision of the project. Consultants are therefore requested to use the estimates (minimum staff input) as given in the table below as the basis for their financial proposal, in order to ensure that consultants are quoting on a similar level. The definition of required man-month necessary to carry out the work for the design and tender documents preparation as well as tendering shall be the responsibility of the Consultants. The consultant shall feel free to add extra and/or multi-skilled staff as he deems necessary and appropriate to accomplish the task on their professional judgement.

The input for the supervision works will be paid according to the real and actual input of the Consultant against the delivery of a monthly report and invoice. Therefore, the following value for the man months is only an indication for the tender procedure.

Nevertheless, the man-month rates of the supervision staff of the financial proposal is binding, even if the supervision input will be lower in the implementation. The following staff input being estimated has to be considered in the bidding documents as minimum requirements:

1. Supervision Construction Unit No. Month eachTeam Leader/Project Manager MM 1 26.0Senior Hydraulic Engineer MM 1 5.0Contract Management Specialist MM 1 7.0Mechanical Engineer MM 1 12.0Electrical Engineer MM 1 12.0

Geotechnical Specialist MM 1 2.0Resident Engineer MM 4 31.0Assistant Resident Engineer MM 4 25.0Environmental Specialist MM 1 2.0Social and Gender Specialist MM 1 2.0Tender / Procurement Expert MM 1 6.0Design Engineer Sewer MM 1 2.0Design Engineer Pump Station MM 1 2.0Field Inspector MM 4 24.0Site Engineer MM 4 24.0Surveyor MM 4 24.0

6. DURATION

The timescale for the Project is as follows: Phase 1.1 - Confirmation of Feasibility Study recommendation and contract strategy plan:

After 3 weeks from mobilisation. Phase 1.2 - Preliminary Design: After 4 months from end of Phase 1.1. Phase 2.1 - Detailed Design (to draft submission): After 6 months from end of Phase 1.2. Phase 2.2 - Tender Documents preparation (to draft submission): After 3 months from the

end of Phase 2.1.

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Phase 3 – Support to Tender Process: After 3 months from the end of Phase 2.2 Phase 4 - Construction Supervision and administration: 1 month during the contract

award and start up period and 2 years construction contacts. Phase 5 - Post completion duties during the Defects Notification Period: 6 months input

during the Defects Notification Period from issue of the Taking Over of the Works Certificate.

The delivery time period for each Phase shall only commence following comments and approval from WAJ / EBRD for the previous Phase.

7. Deliverables

The Consultant will submit the following report deliverables to the Client:

Phase 1: o Technical Note (confirmation of Feasibility Study recommendation and highlighting

issues to be agreed)o Project Implementation Plan (Procurement Strategy)o Preliminary Design:

Surveys and drawings Schedule of quantities and costings Geotechnical report Basis of Design Report Scoping report

Phase 2 - Detailed design and preparation of the tender documents: o Updated Project Implementation Plan (Procurement Strategy)o Geodetic Survey o ESIA report and ESMPso Detailed Design

Surveys and drawings Schedule of quantities and costings Geotechnical report Basis of Design Report BOQ, indicative works programme Specification

Phase 3 – Tendering process: o Tender Evaluation Report.o Draft and Finalised Tender Documents.

Phase 4 - Construction Supervision: o Periodic Construction Supervision Progress Reports (5 copies to WAJ and 2

copies to EBRD). The Monthly and Quarterly (summarising) Reports during implementation period shall contain information on the state of progress and the construction programme as well as cost and financing. Special regards shall be given

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to current problems and the reasons for deviations from time and cost schedules. The reports shall contain all circumstances that might jeopardize the achievement of the programme overall objective and purpose or the progress of its implementation. It shall include detailed suggestions for measures to be undertaken by the Consultant, the Client or other stakeholders for rectification. The periodic report shall also consider the implementation of the environmental and occupational health and safety measures. Moreover, the reports shall include staff assignments of the Consultant. Monthly and Quarterly Reports shall be submitted within two weeks after the end of the reporting period.

o Annual environmental and social reports: (5 copies to WAJ and 2 copies to EBRD). The annual report should document the environmental, social and health and safety performance of the Project, including contractors, and provide an update on ESAP implementation. The report will be compiled together with WAJ.

o Final Project Report (5 copies to WAJ and 2 copies to EBRD). The Final Project Report shall be submitted after completion of construction and issuing the Taking over Certificates. It will summarise all important information and data for the project implementation. Moreover, it shall contain among others a comparison between the Project results and the Project objectives. The Consultant shall present all information required for the Final Follow-Up Evaluation Report including: Short description of the Project; Project measures and their results; Comparison of planned and implemented measures and reasons of deviations; Comparison of planned and actual time schedule and reasons of deviations; Total project cost (subdivided in consulting costs and costs of individual

measures); Project financing; Major risks for sustainability of the project measures; Recommendation for future operation of the facilities.

One part of the Final Project (Completion) Report will compare the situation before implementation and after completion of project measures.

The Client (WAJ) will examine the submitted documentation and provide comments if necessary within two weeks. Within one week from receipt of WAJ's comments the Consultant shall make necessary changes and amendments to documentation and return to WAJ.

All deliverables will be in English, in both hard copies (4x) and in electronic form.

8. FINANCIAL PROPOSAL

The Financial Proposal shall be broken down in two sections and priced as follows: Phases 1-3 will follow a Lump Sum approach which requires Consultants to advise the

staffing schedule and man-month inputs needed to complete the tasks outlined.

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Phases 4-5 will follow a time-based approach with minimum key positions and man-months specified in order that Consultants do not underestimate minimum inputs required and to ensure a comparable baseline is established.

9. Donor Visibility

Given the assignment is funded through the EBRD’s donor funded technical cooperation program, the Consultant will be required to support WAJ to ensure visibility of these resources. Support on these visibility aspects can be obtained from the Bank’s Communications Department. Measures could include but not be limited to: All documents produced by the Consultant should mention donor support and bear the

logo of the donor, when appropriate. Donor support to the project should be acknowledged in any public communication

(press releases, launch of facilities) Local representatives of donors should be invited to any public event organised to

promote the project (press conferences, inaugurations, possibly stakeholder participation programs)

Some donor visibility guidelines can also be provided by the Bank to the Consultant at the start of the Assignment.

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PART III - . Conditions of Contract and Contract Forms

Time-Based Form of Contract

CONSULTANCY CONTRACT

<< country_name2>>

<<contract_title5>>

between

<<client_name5>>

and

<<org_name4>>

<<date_today6>>

CONSULTANCY CONTRACT

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Contract No: [contract_nr4] dated <<date_today7>> between <<client_name6>> of <<client_address>> (the “Client”), and <<org_name5>> of <<org_address>> (the “Consultant”).

PREAMBLE

WHEREAS by an Agreement dated <<loan_date2>> (the “Loan/Subscription Agreement”) between the Client and the European Bank for Reconstruction and Development (the “Bank”, EBRD), an international financial institution established under the Agreement Establishing the European Bank for Reconstruction and Development, a multilateral treaty signed in Paris on 29th May 1990, with its headquarters at One Exchange Square, London EC2A 2JN, United Kingdom, the Bank has agreed to make funding available to the Client for the purpose of financing <<project_title4>> (the “Project”);

OR

WHEREAS the European Bank for Reconstruction and Development (the "Bank", EBRD), an international financial institution established under the Agreement Establishing the European Bank for Reconstruction and Development, a multilateral treaty signed in Paris on 29th May 1990, with its headquarters at One Exchange Square, London EC2A 2JN, United Kingdom, has been requested to consider financing an investment project (the “Project”) to be implemented by the Client;

WHEREAS the Client has requested the Consultant to provide services (the “Services”) necessary for the effective [preparation and/or implementation] of the Project;

WHEREAS the Consultant has agreed to provide the Services on the terms and conditions set forth in this Contract;

WHEREAS by an Agreement dated <<date_today8>> between the Client and the Bank (the “Grant Agreement”), the Bank has agreed to make funds available for the purpose of contributing to the financing of the Services from the <<fund_name3>> up to [contract_currency][contract_amt] as a grant.

NOW, THEREFORE, the parties hereto agree as follows:

ARTICLE I

1.01 Definitions

In this Contract, the following capitalised terms shall have the following meanings:

a) Bank or EBRD: means the European Bank for Reconstruction and Development.

b) Budget Breakdown: means (i) in a Fee Based Contract, the schedule, which itemises rates, per diem allowances and the provision for any reimbursable expenses and (ii) in a Lump Sum Contract, the schedule on which the Maximum Contract Amount is expressed on an all-inclusive basis.

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c) Client: means the party to whom the Services under this Consultancy Contract shall be delivered.

d) Consultant: means the party who will perform the Services.

e) Country of Assignment: means the country wherein the Services are to be provided and/or the country of the Client.

f) Donor: means the provider of the Grant funds as specified in the Preamble Grant Agreement.

g) Experts: means those individuals listed in Schedule B who will be performing the Services.

h) Fee Based Contract: means a contract under which services are provided on the basis of chargeable time at a fixed fee rate.

i) Grant: means the amount of funds to be made available by the Donor to the Bank, as administrator, for the purposes of financing the Consultancy Contract.

j) Grant Agreement: means the Agreement between the Bank and the Client and all appendices attached thereto as the same may be amended from time to time.

k) Lump Sum Contract: means a contract under which the services are provided on the basis of an agreed all-inclusive payment.

l) Maximum Contract Amount: means the maximum amount to be paid to the Consultant under this Contract, including all fees, allowances and reimbursable expenses as set out in Appendix 1 excluding any indirect taxes (including VAT) chargeable in respect of this Contract or the Services provided hereunder, which are not otherwise recoverable by the Consultant.

m) Operation Leader: means the Bank staff member responsible for monitoring the implementation of the Consultancy Contract on behalf of the Bank.

n) Services: means the services to be performed by the Consultant as set out in this Contract.

o) Terms of Reference: means the requirements and the objectives in respect of the provisions of Services, specifying, where relevant the methods and resources to be used by the Consultant and/or the results to be achieved and as set out in Schedule A.

1.02 Interpretation

(a) The headings in this Contract are for convenience only and shall not affect its interpretation.

(b) In this Contract, reference to an Act is to such Act and to the regulations made pursuant to such Act as such Act and regulations may at any time be amended or modified and in effect, and to any act or regulations that may be passed that have the effect of supplementing or superseding such act or regulations.

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(c) In this Contract, a reference to any gender includes a reference to all other genders, the singular number shall include the plural and vice versa and references to persons shall include bodies corporate, unincorporated associations and partnerships. Reference to a person shall include successors and permitted assigns.

1.03 The Services

The Consultant shall perform the Services under this Contract in accordance with the Terms of Reference set forth in Schedule A.

1.04 Start Date

The Consultant will commence the Services no later than the dates or events specified in Appendix I.

ARTICLE II

Expert(s)2.01 Expert(s)

(a) The Services shall be carried out by the Experts specified in Schedule B for the respective periods of time which may be indicated in this Contract. The Consultant and the Client may agree upon minor adjustments to such periods as may be appropriate to ensure the efficient performance of the Services, provided that such adjustments will not cause payments made under the Contract to exceed the Maximum Contract Amount.

(b) The Consultant may grant the Experts holiday and sick leave in accordance with its usual practice provided that the Services are provided within the time frames indicated in Appendix 1 and Schedule A. If the holidays and sick leave cause disruption to the Project, the Client may require leave to be limited to four (4) weeks in a year.

(c) Except as the Client may otherwise agree no changes shall be made in the Experts, provided, however, that if for any reason beyond the reasonable control of the Consultant it becomes necessary to replace any of the Experts, the Consultant shall forthwith assign as a replacement, a person of equivalent or better qualification, at the same rate of remuneration set out in Schedule B. In this event prior written agreement from the Client will be necessary.

(d) In the event that any Expert is found by the Client to be incompetent in discharging their assigned duties, the Client may request the Consultant forthwith to provide a replacement person with qualifications and experience acceptable to the Client.

(e) Any expenses incurred by reason of replacement of Experts pursuant to Clause 2.01 (c) or (d) shall be borne by the Consultant. Except as the Client may otherwise agree the Consultant shall bear all additional travel and other costs arising out of or incidental to any replacement and the remuneration to be paid for the replacement person shall not exceed the remuneration which would have been payable to the person replaced.

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2.02 Project Manager

The Consultant shall ensure that at all times during which the Services are provided in the Country of Assignment, a project manager, acceptable to the Client, shall take charge of such operations (the "Project Manager"). The Project Manager shall be responsible for liaison between the Consultant's Headquarters and the Client. The Project Manager shall be responsible for providing progress reports on delivery of the Services within a reasonable time upon request by the Client.

ARTICLE III

Payments to the Consultant

3.01 Maximum Contract Amount

(a) Payments under this Contract shall not exceed the aggregate amount of [CCY9] XXX (the “Maximum Contract Amount”).

(b) Maximum Contract amount does not include indirect taxes (including VAT) on Services, if chargeable in respect of the Services or this Contract provided hereunder.

(c) Any indirect taxes chargeable in respect of this Contract or the Services provided hereunder shall be paid by the Client for the Consultant. Provision of this Sub-Clause is not applicable to any of the Consultant’s subcontractors.

(d) No element of the Grant shall be used for financing any indirect taxes referred to in sub-paragraph (c) above.

3.02 Currency Payment

Except as otherwise agreed between the Client and the Consultant any payment under this Contract shall be made in the currency specified in Appendix I.3.03 Fees of the Consultant

(a) The Client shall pay or cause to be paid to the Consultant amounts properly due in respect of the Services, subject to the Maximum Contract Amount, plus any indirect taxes (including VAT) payable, and the terms of this Contract.

(b) Where the fees are expressed in terms of daily rate, the time spent in performing the Services shall be determined on the basis of the number of working days actually spent by the Expert in performing the Services including necessary travel time. Except as otherwise agreed between the Client and the Consultant, no payments shall be made to the Consultant in respect of work performed other than during the Term of Engagement specified in Appendix I. Calculation of fees payable on a monthly basis shall be based on a maximum of twenty-two (22) working days per calendar month.

(c) Where the fees are expressed in terms of a daily rate, the fee – unless otherwise specified in Schedule B - shall include the Consultant's and/or Experts':(i) overhead;

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(ii) ancillary services, such as secretarial and research services;(iii) administrative expenses, such as e-mail, telephone and documentation expenses, (iv) equipment and office supplies; and (v) other sundry and miscellaneous expenses that may be incurred for the purpose of

the services, unless otherwise specified in Schedule B.

Per diem and allowances, if any, shall be paid separately in accordance with Schedule B.

(d) Where the fees are expressed in terms of a lump sum against deliverables, the fee shall include the Consultant's and/or Experts':(i) overhead;(ii) ancillary services, such as secretarial and research services;(iii) administrative expenses, such as e-mail, telephone and documentation expenses,(iv) equipment and office supplies; and(v) other sundry and miscellaneous expenses including any per diem and allowances

that might be applicable and may be incurred for the purpose to the services unless otherwise specified in Schedule B.

(e) The overhead, whether daily-rate or lump sum, specified in Schedule B shall be deemed to include provision for all leave, insurance, social welfare or pension charges or contributions to which the Consultant and/or Expert may be or may become liable to pay (by law or by agreement) during the Term of Engagement. The Consultant has full and sole responsibility for complying with all applicable laws, regulations, administrative rules and guidance in this respect and shall indemnify the Client against any claim made against the Client for non-compliance, thereof, whether made before or after the termination or expiry of the Contract.

3.04 Allowances and Expenses of the Consultant

Where the Contract is a Fee Based Contract, the Consultant may be paid the following allowances, costs and expenses at the rates and if so provided in Appendix B, subject to the provisions of the Contract:

(a) a per diem allowance for each night the Expert is required by the Contract to be away from his or her usual place of residence. The per diem allowance shall cover costs of the hotel room, food and incidental expenses, but not local travel. Unless other rates are specified in Schedule B, per diem allowances will be paid according to the United Nations per diem rates in force at the time for the place and Country of Assignment, as published under the title “Schedule of Daily Subsistence Allowance Rates” by the International Civil Service Commission. Where the Contract is fully or partly EU funded, EU Per diem rates shall not be exceeded and can be obtained from http://europa.eu.int/comm/europeaid/perdiem/liste1_en.htmhttp://ec.europa.eu/europeaid/work/procedures/implementation/per_diems/index_en.htm. No per diem allowance shall be paid for periods of leave or for the day of return.

(b) an accommodation allowance when the Expert is required by the Contract to be away from the usual place of residence and to reside in the Country of Assignment for a period of three (3) months or more. For the purpose of determining this period as well

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http://europa.eu.int/comm/europeaid/perdiem/liste1_en.htmhttp://ec.europa.eu/europeaid/work/procedures/implementation/per_diems/index_en.htm

http://europa.eu.int/comm/europeaid/perdiem/liste1_en.htmhttp://ec.europa.eu/europeaid/work/procedures/implementation/per_diems/index_en.htm

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as the entitlement to the allowance, short absences from the Country of Assignment shall not be counted.

(c) transport expenses actually and properly incurred by the Expert(s) in travelling for the purpose of the Services. All travel should be via the most cost effective routes and methods available; air travel is only authorised at Economy Class fare (commonly designated as fare basis Y). Original ticket stubs and invoices shall be required as evidence of payment, together with boarding cards and travel agency receipts. Travel by train may be made in first class, apart from EuroStar, which shall be by second class. Travel by a private car may only be used if expressly stated in the Contract. Private car costs shall be reimbursed at the mileage specified in Schedule B.

(d) other miscellaneous expenses of the Consultant or the Expert(s) arising directly out of the Services, to the extent they are specified in Schedule B.

All reimbursable expenses shall be reimbursed at actual cost, unless otherwise explicitly provided in Schedule B, and in no event shall reimbursement be made in excess of the Maximum Contract Amount.

3.05 Valuation of Currencies

Where it shall be necessary to determine the equivalent of an amount in one currency in terms of another for the purposes of:

(a) calculating the Maximum Contract Amount; or(b) making payments in respect of reimbursable expenses

the conversion shall be made on the basis of the exchange rate set out in the Financial Times on the first Monday of the month of the invoice, if it is convertible, or against submission of evidence of the exchange rate applied when purchasing local currency for the corresponding reimbursable expenses.

3.06 Payment of Fees and Expenses

Billings and payments in respect of the Services shall be made as follows:

(a) Where the Term of Engagement is less than two months, the fees, per diem allowance and reimbursable expenses owing to the Consultant, shall be payable upon satisfactory completion of the Term of Engagement or termination of the Contract whichever is earlier after deduction of any advance payments made to the Consultant.

(b) When the Term of Engagement is two months or more, the Consultant shall be paid in such periodic instalments as specified in the Contract.

(c) Within thirty (30) days of receiving a correctly presented invoice from the Consultant for the advance payment (if any) the Bank, on behalf of the Client, shall pay or cause to be paid the advance payment to the Consultant subject to the conditions set out in Appendix I.

(d) The Consultant shall submit to the Client an itemised invoice in respect of the relevant

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period during the Term of Engagement showing the amounts payable under the Contract, supported by such receipts, vouchers, invoices, time sheets and other evidence as the Client or Bank may reasonably require. The details of the bank account, as set out in Appendix I, where payment shall be made must be supplied on each invoice. Invoices shall be submitted and payments made in accordance with Appendix I and with the Payments provisions specified in Schedule B. The Consultant shall submit a copy of the itemised invoice referred to in this Clause to the Bank for information purposes only and on the understanding that the Bank will not be authorised to release payment for the invoice until the original invoice is approved and forwarded to the Bank by the Client.

Within thirty (30) days of the receipt of any invoice, other than that referred to in Clause 3.06(c) (above), the Client shall confirm to the Bank that the invoiced amounts are correct and payable to the Consultant by sending the Bank confirmation of its approval and authorising payment of the invoice.

(e) If the payment schedule provides for payments against deliverables, as soon as practicable and no later than the fifteenth (15th) day after a deliverable has been appropriately approved by the Client, the Consultant shall submit to the Client and the Bank, an invoice itemised according to Schedule B, expressed in the currencies provided for in Clause 3.02 of the Contract and accompanied by appropriate evidence of the submission and approval of the deliverable, as well as by receipted invoices, vouchers, tickets and other appropriate supporting materials as applicable, of the amounts payable.

(f) The Client may withhold or cause to be withheld payment of all or any portion of an invoice that is not satisfactorily supported with such documentation that is reasonably requested provided, however, that if any discrepancy should be found to exist at any time between payment actually made to the Consultant and costs authorised to be incurred by such a Consultant, the Client may add or subtract the difference from any subsequent payment(s).

(g) Payments in respect of any costs that would exceed the estimates set forth in Schedule B may be chargeable to the contingency amounts provided for in the respective estimates only if such costs are approved by the Client in writing prior to being incurred, and subject always to the Maximum Contract Amount not being exceeded.

(h) Final payment under this Clause 3.06 shall be made only after the final report and a final invoice, identified as such, have been submitted by the Consultant and approved as satisfactory by the Client.

(i) Any payment made by the Client of (i) amounts not due under the Contract, or (ii) any amount in excess of the fees and costs actually incurred, (except as applicable when payments have been agreed to be made as a fixed fee or lump sum against deliverables) will be reimbursed by the Consultant to the Client within thirty (30) days after receipt by the Consultant of relevant notice.

(j) All payments to the Consultant under this Contract shall be made solely to the bank account of the Consultant specified in Appendix I.

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ARTICLE IV

Undertakings of the Client

4.01 Confirmation

The Client confirms that it has the power to enter into and perform this Contract and that the Contract constitutes a legal, valid and binding obligation of the Client enforceable in accordance with its terms.

4.02 Taxes and Duties

(a) Subject to Clause 5.03, the Client shall use its best efforts to ensure that the Government of the Country of the Assignment shall exempt the Consultant from any taxes, duties, fees, levies and other impositions imposed under the laws and regulations which are in effect in the Country of Assignment, provided that if the Client cannot obtain such exemption any such tax shall be borne by the Client. Any such tax shall not be calculated or included as part of the Maximum Contract Amount.

(b) The Client's obligation to seek exemption from taxes, duties, fees, levies and other 'charges' applies in respect of the following:

(i) any payments made to the Consultant, other than payments to nationals of the Country of Assignment, in connection with the carrying out of the Services; and

(ii) equipment, materials and supplies brought into the Country of Assignment for the purpose of carrying out the Services and which, after having been brought into such territories, will be subsequently withdrawn therefrom; and

(iii) any property brought into the Country of Assignment by the Consultant, the Expert(s), or the eligible dependants of the Expert(s) for their personal use or consumption which will be consumed in the Country of Assignment or will subsequently be withdrawn therefrom upon the departure of the Consultant and the Expert(s) from the Country of Assignment.

(c) Any equipment imported for the purpose of carrying out the Services and paid for out of funds provided under this Contract will be treated as the property of the Client.

(d) The Consultant and the Expert(s) shall follow the usual customs procedures in the Country of Assignment concerning the import of property.

(e) If the Consultant or Expert(s) fail to withdraw, and instead disposes in the Country of Assignment, any property upon which customs duty and taxes have been exempted, the Consultant shall pay such customs duties and taxes in conformity with the applicable regulations.

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4.03 Assistance with Local Requirements

To the extent it is able, the Client shall use its best efforts to:

(a) assist the Consultant and each of the Expert(s) to obtain the necessary work permit(s) and such other documents as shall be necessary to enable them to perform the Services;

(b) if applicable, assist the Expert(s) and, if appropriate their eligible dependants, to obtain all necessary entry and exit visas, residence permits, exchange permits and travel documents required for any stay in the Country of Assignment to perform the Services.

(c) facilitate clearance through customs of any property required for the Services and of the personal effects of the Expert(s) and their eligible dependants;

(d) provide all such information to government officials, agents and representatives as may be necessary or appropriate for the prompt and effective performance of the Services; and

(e) assist the Consultant, the Expert(s) or approved sub-contractors employed by the Consultant for the Services to be exempted from requirements to register or obtain any permit to practice their relevant profession(s) or to establish themselves either individually or as a corporate entity according to the laws of the Country of Assignment.

4.04 Access to Land

The Client warrants that the Consultant and Expert(s) shall have, free of charge, unimpeded access to all land in respect of which access is required for the performance of the Services. The Client shall be responsible for any damage to such land or property thereon resulting from such access (other than damage caused by the wilful default or negligence of the Consultant or the Expert(s)) and the Client shall indemnify the Consultant and each of the Expert(s) in respect of liability for any such damage.

4.05 Services, Facilities and Equipment

The Client shall make available to the Consultant and the Expert(s), for the purpose of the Services, in a timely manner and free of any charge, the counterparts, services, facilities, equipment and property described in Schedule A.

ARTICLE V

Undertaking of the Consultant

5.01 General Standard of Performance by the Consultant

(a) The Consultant shall carry out the Services with due diligence and efficiency, and shall exercise such reasonable skill and care in the performance of the Services as is consistent with sound professional practices.

(b) The Consultant shall act at all times so as to protect the interests of the Client and shall

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take all reasonable steps to keep all expenses to a minimum, consistent with sound professional practices. The Consultant shall fully co-operate with the Bank to allow it to fulfil its monitoring obligations and facilitate reporting to the Bank or the Donor on how their funds are being used for the Services and the Project.

5.02 Records

(a) The Consultant shall keep accurate and systematic records and accounts in respect of the Services in such form and detail as is customary in the profession and as shall be sufficient to establish accurately that the costs and expenditure referred to in Article III have been duly incurred.

(b) Upon reasonable notice, the Consultant shall permit the duly authorised representatives of the Client and the Bank, from time to time to inspect its records and accounts relating to the Services and to make copies and shall permit the Client, the Bank, or any person authorised by the Client or the Bank, from time to time, to audit such records and accounts during the performance of the Services.

5.03 Applicability of Taxes

The Consultant shall determine whether any direct or indirect taxes, including VAT, are payable or chargeable by the Consultant in respect of the Services or this Contract. The Consultant shall take all appropriate and reasonable steps to eliminate or minimise any such tax, including without limitation registration of this Contract pursuant to any bilateral agreement concerning exemption from taxation of aid funding between the government of the Donor and the Country of Assignment or any double taxation treaty between the governments of the Country of Assignment and the Consultant's country.

5.04 Information

The Consultant shall furnish the Client and the Bank with such information relating to the Services as the Client and the Bank may from time to time reasonably request.

5.05 Assignments and Sub-Contracting

(a) Except with the Clients' prior written approval, which the Client may withhold at its discretion, the Consultant shall not assign or transfer the Contract or any part thereof nor engage any independent consultant or sub-contractor to perform any part of the Services.

(b) When the Consultant is permitted to associate with individual consultants, consultancy firms, partnerships, entities or other persons, in a consortium or through subcontracting or association, as appropriate, the Consultant will ensure that each such consortium member, subcontractor and/or associate fully complies with the Consultant's obligations under this Contract. The Consultant shall be liable for the acts or omissions of such consortium members, subcontractors and/or associates. The Consultant will not be relieved of its obligations under this Contract by use of such individual consultants, firms, partnerships, entities or other persons. Such permitted individual consultants, firms, partnerships entities or other persons in the consortium, association or subcontracting arrangement may only be changed with the prior consent of the Client

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and the Bank.

(c) In the event that any such independent consultants or sub-contractors are found by the Client to be incompetent in discharging their assigned duties, the Client may request the Consultant forthwith either to provide a replacement consultant or sub-contractor with qualifications experience and a rate of remuneration acceptable to the Client or to resume the performance of the Services itself.

5.06 Confidentiality

Except with the prior written consent of the Client, the Consultant shall not disclose nor cause or permit the Consultant's Expert(s), employees, agents and sub-contractors to disclose to third persons nor use for the Consultant's own purposes any information relating to the Services, the Project, the Client or the Bank, including information in respect of rates of remuneration and conditions of contracting. The Consultant may provide such data and information if required by applicable law or regulation, but only that portion of the data or information, which, to the extent permitted, by the relevant law or regulatory requirement is legally required to be furnished. If such a demand is made the Consultant shall promptly inform the Client and the Bank. This provision shall survive the termination and expiration of the Contract.

5.07 Prohibition on Additional Project Work

Except with the prior written consent of the Client and the Bank, the Consultant agrees that during and for a period of two years following the termination of this Contract, the Consultant’s and or Expert(s)’ participation in the Project shall be limited to the provision of the Services, hereby disqualifying them and any other contractor, consulting firm, manufacturer or individual with which the Consultant is associated or affiliated from the provision of goods, works and services (other than the Services) for the Project, and for tendering for any part of the Project. For the purpose of this Clause “affiliate” means any other person that directly or indirectly through one or more intermediaries, controls or is controlled by, or is under the common control with, the Consultant; “control” (including the terms “controlling”, “controlled by” and “under common control with”) means the possession, direct or indirect, of the power to direct or cause the direction of the management, policies or activities of a person, whether through the ownership of securities, by contract or agency or otherwise.

5.08 Conflict of Interest

The Consultant shall ensure that no circumstances arise during the Term of Engagement in which the Consultant’s activities under the Contract conflict or might conflict with the personal interest of the Consultant or the Expert(s) or with any services which the Consultant or the Expert(s) may render to third parties.

5.09 Prohibited Practice

The Client without prejudice to any other remedy for breach of the Contract by written notice of termination sent to the Consultant, may terminate this Contract forthwith if the Consultant or Expert(s), in the judgement of the Client, has engaged in prohibited practices in competing for or in executing the Contract. For the purpose of this Clause:

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“corrupt practice” means the offering, giving, receiving, or soliciting, directly or indirectly, of anything of value to influence improperly the actions of another party in connection with the selection process or in the Contract execution in order to obtain or retain business or other improper advantage in the conduct of business.

“fraudulent practice” means 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.

“coercive practice” means 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 in connection with the selection process or in the Contract execution in order to obtain or retain business or other improper advantage in the conduct of business.

“collusive practice” means an arrangement between two or more parties designed to achieve an improper purpose, including influencing improperly the actions of another party and includes any arrangements among the Consultants (prior to or after submission of proposals) designed to establish prices at artificial non-competitive levels and to deprive the Client of the benefits of free and open competition.

5.10 Independent Contractor

Nothing contained herein shall be construed as establishing or creating between the Client and the Consultant or between the Bank and the Consultant the relationship of master and servant or principal and agent, it being understood that the position of the Consultant and of anyone else performing the Services is that of an independent contractor.

5.11 Indemnities

(a) The Consultant shall fully indemnify, protect and defend at the Consultant's own expense, the Client and its agents and employees, from and against any and all actions, claims, losses or damages arising out of any violation by the Consultant or the Expert(s) of any (i) applicable law or regulations, or (ii) intellectual property rights of third parties, such as copyright, industrial design, or patents in the course of performance of the Services.

(b) The Consultant shall:

(i) indemnify, protect and defend, at the Consultant's own expense, the Client, its agents and employees, from and against any and all actions, claims, losses or damages arising out of the Consultant's failure to exercise the skill and care required under Clause 5.01(a) or breach of any of its obligations under this Contract provided, however, the Consultant's liability under this Clause 5.11(b) shall be limited, to actions, claims, losses or damages directly caused by such failure to exercise the said care and skill or breach, and shall not include liability for indirect or consequential damages.

(ii) in addition to any liability the Consultant may have under subparagraph (i) at

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its own cost and expense, upon the request of the Client, re-perform the relevant Services in the event of its failure to exercise the care and skill required under Clause 5.01 (a) or its breach; provided, however, that the Consultant shall have no liability for actions, claims, losses or damages occasioned by (a) the Client's having overridden a decision or recommendation of the Consultant or having required the Consultant to implement a decision or recommendation with which the Consultant did not agree and such disagreement was communicated to the Client in writing, or (b) the improper execution of the Consultant's instructions by agents, employees or independent contractors of the Client.

In any event the Consultant's indemnity to the Client under this Clause 5.11(b) shall not exceed the amount set out in Appendix I.

5.12 Laws and Regulations

The Consultant shall respect and abide by all applicable laws and regulations, in the Country of Assignment and elsewhere, and shall use its best efforts to ensure that the Expert(s) and their dependants while in the Country of Assignment, and local employees the Consultant might hire, respect and abide by all laws and regulations of the Country of Assignment.

5.13 Proprietary Rights in Equipment

(a) Equipment supplied by the Client for the Services shall remain at all times the property of the Client and shall be returned to the Client in accordance with procedures to be determined by the Client.

(b) Equipment and materials provided by the Consultant for the Services shall remain the property of the Consultant, unless otherwise agreed.

(c) Equipment purchased by the Client or by the Consultant for the purpose of performing the Services and funded wholly or partly under this Contract shall be the property of the Client, unless otherwise agreed by the Bank. The Bank may direct the Client to deliver and dispose any such equipment.

5.14 Proprietary Rights of the Client in Reports and Records

All reports and relevant data and information such as maps, diagrams, plans, databases statistics and supporting records or material complied or prepared in the course of the Services shall be confidential and shall be the absolute property of the Client. The Consultant agrees to deliver all these materials to the Client upon completion of this Contract. The Consultant may retain a copy of such data but shall not use the same for purposes unrelated to this Contract without the prior written approval of the Client5.15 Insurance

(a) The Consultant shall take out and maintain at its own cost adequate professional liability insurance as well as adequate insurance against third party liability and loss of or damage to equipment purchased in whole or in part with funds provided by the Client. The Consultant shall ensure that the minimum amount of cover under the policy is not less than the amount specified in Appendix I. The Consultant shall ensure

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that such insurance is in place prior to commencing the Services.

(b) The Client undertakes no responsibility in respect of any life, health, accident, travel or other insurance which may be necessary or desirable for the Consultant, Expert(s), sub-contractors, or specialists associated with the Consultant for purpose of the Services, nor for any dependant of any such person.

(c) The Client reserves the right to require original evidence that the Consultant has taken out the necessary insurance.

5.16 Language of Reports and Software Application

(a) All reports and recommendations and general correspondence from the Consultant to the Client and all documents prepared by the Consultant under this Contract shall be in the language specified in Appendix I.

(b) All reports, findings, information, work and documents to be provided to the Client shall be created in the version of the software application identified in Appendix I.

5.17 Services or Facilities of the Client

In the event that the Consultant encounters delay in obtaining personnel, facilities, equipment or property to be provided by the Client according to Clause 4.05 or when their performance or function do not meet the requirements set forth in Schedule A, the Consultant shall promptly notify the Client of such delay or difficulty, and may request an appropriate extension of time for completion of the Services or, upon approval, purchase required services or facilities at the cost of the Client.

5.18 No Liability of Bank

The Client and the Consultant hereby acknowledge and agree that in consideration of the Bank reviewing, and processing payment for, the Services provided by the Consultant to the Client, the Bank shall not be liable to either the Client or the Consultant for any claims, proceedings, costs, liabilities, expenses, loss or damage arising out of or in connection with any act or omission (whether contractual negligent, tortuous or otherwise) of the Consultant’s, its employees, sub-contractors or agents including the Consultant’s or the Expert(s) performance of the Services whether satisfactory or otherwise or any breach of any laws or regulations by the Consultant, Expert(s) or its employees, sub-contractors or agents.

ARTICLE VI

General Provisions

6.01 Suspension of Payments

If any of the following events shall happen and be continuing, the Client may by written notice to the Consultant suspend in whole or in part payments due thereafter to the Consultant under the Contract:

(a) the Bank shall have suspended disbursements to the Client in respect of the Project or

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the Grant;

(b) a default shall have occurred on the part of the Consultant in the performance of the Contract and if remediable the Consultant, shall have failed to remedy the default within thirty (30) days of being notified by the Client of the default; or

(c) any other condition has arisen which, in the reasonable opinion of the Client, interferes or threatens to interfere, with the successful carrying out of the Services or the accomplishment of the purposes of the Contract in which case thirty (30) days written notice shall be given.

6.02 Termination of the Contract by the Client

(a) If any of the following events shall have happened and be continuing, the Client may by written notice to the Consultant terminate the Contract:

(i) any of the conditions referred to in Article 6.01 shall continue for a period of thirty (30) days after the Client shall have suspended in whole or in part payments due to the Consultant.

(ii) the Project or the Grant Agreement shall have expired or been terminated.

(b) In any event, the Client may terminate the Contract at any time by giving no less than thirty (30) days prior notice to the Consultant.

6.03 Termination of the Contract by the Consultant

The Consultant shall promptly notify the Client in writing of any situation or of the occurrence of any event beyond the reasonable control of the Consultant, which makes it impossible for the Consultant to carry out its obligations. Upon confirmation in writing by the Client of the existence of any such situation or event, or upon failure of the Client to respond to such notice within thirty (30) days of receipt thereof, the Consultant shall be relieved from all liability from the date of such receipt for failure to carry out such obligations, and the Consultant may thereupon terminate the Contract by giving no less than thirty (30) days prior written notice.

6.04 Termination Procedure

(a) Upon termination of the Contract under Clause 6.02, the Consultant shall take immediate steps to terminate the Services in a prompt and orderly manner, reduce losses and to keep further expenditures to a minimum.

(b) Upon termination of the Contract (unless such termination shall have been occasioned by the default of the Consultant), the Consultant shall be entitled to be reimbursed in full for such costs as shall have duly incurred prior to the date of such termination and for reasonable costs incidental to the orderly termination of the Services, the return travel of the Expert(s) and the reshipment of the personal effects and equipment of the Consultant, but shall be entitled to receive no other or further payment, subject always to the Maximum Contract Amount.

6.05 Governing Law and Settlement of Disputes

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(a) This Contract shall be governed by and construed in accordance with the law specified in Appendix I.

(b) Any dispute which arises out of the Contract, which cannot be amicably settled, between the parties shall be referred for resolution to international arbitration as specified in Appendix I. The resulting award shall be final and binding on the parties and shall be in lieu of any other remedies.

6.06 Force Majeure

(a) If either party is temporarily unable by reason of Force Majeure or the laws or regulations of the Country of Assignment to meet any obligations under the Contract, and if such a party gives to the other party written notice of the event within fourteen (14) days after its occurrence, such obligations of the party as it is unable to perform by reason of the event shall be suspended for as long as the inability continues.

(b) Parties shall take all reasonable measures to minimise the consequences of any event of Force Majeure.

(c) Neither party shall be liable to the other party for loss or damage sustained by such other party arising from any event referred to in Clause 6.06(a) or delays arising from such event.

(d) Any period, within which a party shall, pursuant to this Contract, complete any action or task shall be extended for a period equal to the time during which such party was unable to perform such action as a result of Force Majeure.

(e) During the period of their inability to perform the Services as a result of an event of Force Majeure, the Consultant shall be entitled to continue to be paid under the terms of this Contract as well as to be reimbursed for any additional costs reasonably and necessarily incurred by them during such period and in reactivating the Services after the end of such a period.

(f) The term “Force Majeure”, as employed herein shall mean acts of God, strikes, lock-outs or other industrial disturbances, acts of the public enemy, wars, blockades, insurrections, riots, epidemics, landslides, earthquakes, storms, lightning, floods, washouts, civil disturbances, explosions, and any other similar events, not within the control of either party and which by the exercise of due diligence neither party is able to overcome.

6.07 Variation of the Contract

The Contract may be varied only by written agreement between the parties. All such variations, including variations in the cost estimates and in the amount specified in Clause 3.01(b) shall be in writing and shall be signed by the duly authorised representatives of the parties.

6.08 Applicable Language

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Any document or communication delivered pursuant to this Contract shall be in the language specified in Appendix I.

6.09 Entire Contract

This Contract (including all Appendixes and Schedules) as amended from time to time in accordance with the foregoing provisions contains the entire agreement between the parties and supersedes all prior arrangements whether written or oral, express or implied.

6.10 Survival Clauses

The following Clauses 3.03(e), 5.02, 5.06, 5.10, 5.11, 5.13, 5.14, 5.18 and 6.05 shall survive the termination or expiry of this Contract.

ARTICLE VII

Effective Date; Miscellaneous

7.01 Effectiveness

The Contract shall become effective upon the date specified and unless earlier terminated in accordance with its terms, shall remain in full force until the Services and all payments due and owing therefore have been completed, at which time the parties hereto shall be mutually released from all obligations hereunder, subject to Clause 6.10.

7.02 Authorised Representative

Any action required or permitted to be taken, and any documents required or permitted to be executed, under this Contract may be taken or executed by the Consultant or on its behalf and on behalf of the Client by the authorised persons specified in Appendix I.

7.03 Notices or Requests

Any notices or requests required or permitted to be given or made under this Contract shall be in writing in the language specified under Clause 6.08. Such notice or request shall be deemed to be duly given or made when it shall be delivered by hand, first-class registered mail, e-mail or facsimile to the party to which it is required to be given or made at such party's address specified in Appendix I or at such other address as either party may specify in writing, provided that receipt of delivery (by mail), receipt of e-mail (by e-mail) or confirmation of transmission (by facsimile), as the case may be, has been received by the sender.

IN WITNESS WHEREOF the parties acting through their duly authorised representatives have caused this Contract in the English language to be signed, each considered an original as of the day and year first above written.

For and on behalf of <<client_name7>>

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……………………………………..

Date: …………………………

For and on behalf of <<org_name6>>

……………………………………..

Date:………………………….

Enclosed:

Appendix I - Consultancy Contract Specific ProvisionsSchedule A - Terms of ReferenceSchedule B - Staffing Schedule and Breakdown of CostsSchedule C - Bank Guarantee for Performance

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APPENDIX I

1.04 Start and End Dates

Except as the Client may otherwise agree, the Consultant shall commence the Services on <<start_date>> (such date being called the “Start Date”). The Services will be completed on or before <<end_date>> (such date being called the “End Date”).

3.01b Maximum Contract Amount

Payments under this Contract shall not exceed the aggregate amount of <<contract_ccy4>> <<contract_value3>> (the "Maximum Contract Amount"). This amount does not include any indirect taxes, including VAT, if chargeable in respect of the Services or this Contract provided hereunder.

3.02 Currency of Payment

All payments shall be made in <<payment_ccy>>.

3.06a Mode of Billing and Payment

The payments shall be made in accordance with the following payment schedule: [payment_ccy3], [pay_terms].

3.06c Advance Payments

The advance payment will be in the amount of <<payment_ccy2>> <<advance>> (the "Advance"). Any Advance will only be paid to the Consultant after provision by the Consultant to the Bank of an acceptable bank guarantee in an amount equal to, and in the currency of, the Advance, valid until the Advance has been completely offset as provided herein.[delete highlighted text if less than EUR 30,000.]

The Advance shall be reflected in, and offset against the Consultant's first invoice and, if the first invoice is not for a sum equal to or greater than the amount of the Advance, then against each subsequent invoice until the full amount of the Advance has been fully offset. In the event the Contract is terminated for any reason prior to the full amount of the Advance being accounted for, the Consultant shall repay to the Bank, upon demand, such amount of the Advance which has not been offset against invoices for Services provided to the date of termination.

3.06d Bank Account of Consultant

<<bank_name>><<bank_address>>Account Name: <<account_name>> <<account_nr>> <<sort_code>>

5.11b Consultant's Indemnities

Clause 5.11(b) shall be subject to the following provisions:

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That the Consultant is notified of such actions, claims, losses or damages not later than 12 months after the conclusion of the Services;

That the ceiling on the Consultant's liability under Clause 5.11(b) shall be limited to the higher of any insurance proceeds payable under the Consultant’s insurance or [x] multiples of the Maximum Contract Amount except that such a ceiling shall not apply to actions, claims, losses or damages caused by the Consultant or Expert(s)’ gross negligence or reckless or wilful misconduct.

5.15 Insurance

The following amount of insurance has been agreed between the Parties: [x].

5.16 Language of Reports

(a) English shall be the sole language for all communication, documentation and reports under this Contract unless the Client expressly states otherwise.

(b) The software application to be used shall be Microsoft Office unless the Client expressly states otherwise.

6.05 Governing Law and Settlement of Disputes

(a) This Contract shall be governed by and construed in accordance with English law. Any non-contractual obligations arising out of or in connection with this Contract shall be governed by and construed in accordance with English law.

(b) Any dispute controversy or claim arising out of, or relating to this Contract or the breach, termination or invalidity hereof or any non-contractual obligations arising out of or in connection with this Contract which cannot be amicably settled, shall be settled by arbitration in accordance with the UNCITRAL Arbitration Rules as in force and effect on the date of this Contract. There shall be one (1) arbitrator, and the appointing authority for the purposes of the UNCITRAL Rules shall be the LCIA (London Court of International Arbitration). The seat and place of arbitration shall be London, England and the English language shall be used throughout the arbitral proceedings. The Parties hereby waive any rights under the Arbitration Act 1996 or otherwise to appeal any arbitration award to, or to seek determination of a preliminary point of law by, the courts of England or elsewhere. The arbitrator shall not be authorised to grant, and the Consultant agrees that it shall not seek from any judicial authority, any interim measures or pre-award relief against the Client, any provisions of the UNCITRAL Arbitration Rules notwithstanding.

(c) Nothing in this Contract shall be construed as a waiver, renunciation or modification by the Bank of any immunities, privileges and exemptions of the Bank accorded under the Agreement Establishing the European Bank for Reconstruction for Development, international convention or any applicable law.

6.08 Applicable Language

Any document delivered pursuant to this Contract, apart from reports specified in Clause 5.16

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shall be in English.

7.02 Authorised Representatives

(a) The Consultant, if not an individual, hereby appoints <<contact_name2>> as its authorised representative.

(b) The Client's authorised representative is <<client_contact_name4>>.

7.03 Notices or Requests

For the Consultant:

The Consultant’s authorised representative

Name: <<contact_name>>Address: [org_name8]]

[org_long_address2]

Telephone: <<consultant_phone_nr>>Facsimile: <<consultant_fax_nr>>E-mail: <<consultant_email>>

For the Client:

The Client’s authorised representative

Name: <<client_contact_name5>>Address: [client_name12]

[client_long_address2]

Telephone: <<client_phone2>>Facsimile: <<client_fax2>>E-mail: <<client_email2>>

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SCHEDULE A

TERMS OF REFERENCE

<<contract_title8>>

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SCHEDULE BStaffing Schedule and Breakdown of Costs

(All amounts to be exclusive of indirect taxes, including VAT, which may be chargeable by the Consultant)

«Country_Name»: [Project_Title][contract_ccy3]

1. Fees :

Name of Expert Job Title Working Period

In theField

In HomeOffice

TotalPeriod

ExpertRate Total

[fee_table]Total Fees Fee_total

2. Per Diem Allowance:

Place Number Rate Period Per Diem Total[per diem_table]Total Per Diem Per diem_total

3. Reimbursable Expenses*

Air Travel: (Full Economy Class or Equivalent)

Routing Air Fare No. of Flights Total[air travel_table]Total Air Travel air travel_total

Local Travel: (Travel from home to departure airport and return, and reasonable local travel when abroad.)

Journey Cost No. of Journeys Total[local travel_table]Total Local Travel local trav_total

Miscellaneous:Visas [description3] [amount3]Interpretation [description4] [amount4]Reports [description5] [amount5]Communications [description6] [amount6]Equipment Purchase [description7] [amount7]Accommodation (not listed in Per Diem) [description0] [amount0]Other Miscellaneous ExpensesMiscellaneous Total

*May include indirect taxes, such as VAT which are not otherwise recoverable by the Consultant.

4. Contingencies: (utilisation only after prior approval in writing by the Client) [contingency]

TOTAL MAXIMUM CONTRACT AMOUNT (Contract Ceiling Amount) [contract_value2]

Invoices must be prepared according to the attached Rules for the Preparation of Invoices. The Bank and the Client shall not be responsible for delays in paying invoices if the Consultant’s invoices do not comply with the attached Rules. Unless otherwise stated, any equipment included in the Contract and purchased by the Consultant shall be disposed of at the end of the Contract as may be directed by the Bank.

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RULES FOR THE PREPARATION OF INVOICES

The following points shall be observed when submitting invoices for payment.

All invoices except for the advance payment shall be addressed and sent to:

The original invoice and supporting documentation shall be sent to the Client at:

[client name11][client_address_with_cr]

With a copy sent simultaneously to the Bank at:

Accounts Control (Invoice Control if TC funded)European Bank for Reconstruction and DevelopmentOne Exchange SquareLondon EC2A 2JNUK

The Consultant should note that the copy of the invoice sent to the Bank is for its information only. The Consultant should be aware that the Bank will not be authorised to release payment for the invoice until the original invoice is approved and forwarded to the Bank by the Client.

The Invoice for the advance payment should be addressed and sent directly to EBRD for payment. The Contract number and commitment number shall be quoted on the invoice. Invoices shall be marked to show the Consultant's business address, invoice number and

date. The name and telephone number of a person who may be contacted in case of need to raise queries shall be quoted on the invoice.

The Bank will only make payments after (i) an original signed copy of the Contract has been sent to Technical Cooperation (ii) submission of original invoices and original supporting receipts (no faxes or copies shall be acceptable) and (iii) confirmation from the Client that the invoice is in order.

Invoice payments will be made by direct transfer to a bank account. Full details of the bank account where payment shall be made must be supplied on the

invoices, including currency of the account. Period during which Services were performed must be stated. Invoices shall be itemised in the order set out in Schedule B. Fees and per diem allowances must be invoiced as per Clause 3.04 of the Contract. Exchange rates should be stated in the invoice. Any change to the Contract necessitating an amendment to the Contract should be

completed prior to submission of an invoice. The last of the invoices (or, as the case may be, the only invoice) issued by the

Consultants for the Services shall be called the “Final Invoice” and shall be indicated as such. The Final Invoice shall not be issued until all the Consultant’s obligations for performing the Services have been fulfilled and the Client has confirmed completion of the Services. The “Final Invoice” must be submitted within three months of the completion of the Services or the expiry date of the Contract.

Reimbursable expenses, including Air Travel, Local Travel and Miscellaneous costs must be invoiced in the currency of the Contract, according to Clause 3.02 of the Contract. For

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reimbursement of air travel costs, original ticket stubs must be submitted, together with boarding cards and travel agency receipts. Exchange rates for reimbursable expenses should be stated in the invoice. Conversions shall be made at the rates published in the Financial Times on the first Monday of the relevant month (the month that the invoice was prepared) if it is convertible or against submission of evidence of the exchange rate applied when purchasing local currency for the corresponding reimbursable expenses.

FOR EU-FUNDED: Per diem rates can be obtained from http://europa.eu.int/comm/europeaid/perdiem/index_en.htm .

A numbered list detailing each reimbursable item shall be submitted, with correspondingly numbered original receipts for each item attached.

Purchase of goods will be subject to the Bank’s Procurement Policies and Rules in particular paragraphs 3.12 and 3.13. Where the Contract is EU funded, the goods must be of EU origin or originate from the beneficiary states of the relevant programme in compliance with EU Procurement Policies and Rules.

Any applicable indirect tax, including VAT chargeable by the Consultant shall be separately itemised on the invoices; such amounts shall not be paid with the Grant funds by the Bank and shall be recoverable directly from the Client.

Any questions regarding these Rules should be addressed to the Senior Budget Officer, Technical Cooperation, telephone: + 44 20 7338 6927.

SCHEDULE C

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http://europa.eu.int/comm/europeaid/perdiem/index_en.htm

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Bank Guarantee for Performance

[Bank’s Name and Address]

Beneficiary: [Client]__________________________________

Date: _________________________

PERFORMANCE GUARANTEE No.:__________________

We have been informed that ____________________ [name of Consultant or Joint Venture as appears in the signed Consultancy Contract] (the “Consultant”) has entered into Contract No.__________________ [reference number of the contract] dated ________________ with you for the provision of _______________________ [brief description of the Services] (the “Contract”).

Furthermore, we understand that, according to the terms of the Contract, a performance guarantee is required from the Consultant in respect of the services they will deliver under the Contract.

At the request of the Consultant, we ____________________ [name of Bank] hereby irrevocably and independently undertake to pay you any sum or sums not exceeding in total the amount of _____________JD_ [amount in figures] JD (which represents 10% of the maximum amount payable under the Contract) upon receipt by us of your first demand in writing accompanied by a written statement stating that the Consultant is in breach of its obligations under the Contract, without your needing to prove or to show grounds for your demand or the sum specified in the demand.

This guarantee shall expire no later than _________________________ 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 laws of ____________________________.

________________________________[signature(s)]For and on behalf of ____________________ [name of Bank]

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