standard consultancy procurement document

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STANDARD PROCUREMENT DOCUMENTS

Standard Consultancy

Procurement Document

21 May 2018

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SELECTION OF CONSULTANTS

REQUEST FOR PROPOSALS

Selection of Consulting Services for:

CPD

Client: State Communal Enterprise “Khujand Public Transport”

Country: Republic of Tajikistan

Issued on: 21 May 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 Provisions 1. Definitions

2. Introduction

3. Conflict of Interest

4. Unfair competitive advantage

5. Prohibited Practices

6. Eligibility

7. General Considerations

8. Cost of Preparation of Response

9. Language

10. Only One Response

11. Clarification and Amendment of the Invitation Documents

12. Confidentiality

B. Expressions of Interest

13. Documents Comprising the Expression of Interest

14. Preparation of Expressions of Interest – Specific Considerations

15. Format and Content of the Expression of Interest

16. Submission, Sealing, and Marking of Expressions of Interest

17. Opening of Expressions of Interest

18. Evaluation of Expressions of Interest

19. Shortlisting

C. Request for Proposals

20. Documents Comprising the Proposal

21. Proposal Validity

22. Preparation of Proposals – Specific Considerations

23. Technical Proposal Format and Content

24. Financial Proposal

25. Submission, Sealing and Marking of Proposals

26. Opening of Technical Proposals

27. Proposals Evaluation

28. Evaluation of Technical Proposals

29. Financial Proposals for QBS

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

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31. Correction of Errors

32. Taxes

33. Conversion to Single Currency

34. Combined Quality and Cost Evaluation

35. Negotiations

36. Conclusion of Negotiations

37. Award of Contract

D. Data Sheet

Section 1.3. Evaluation Criteria

Section 1.4. Technical Proposal – Standard Forms

1. Checklist of Required Forms

2. Form TECH-1: Response Submission Form

3. Form TECH-2 (FTP/EoI): Consultant’s Organization and Experience

4. Form TECH-3 (FTP): Comments and Suggestions on Terms of Reference,

Counterpart Staff and Facilities to be Provided by Client

5. Form TECH-4 (FTP): Description of Approach, Methodology and Work Plan in

Responding to the Terms of Reference

6. Form TECH-4 (STP): Description of Approach, Methodology and Work Plan for

Responding to the Terms of Reference

7. Form TECH-5 (FTP/STP): Work Schedule and Planning for Deliverables

8. Form TECH-6 (FTP/STP): Team Composition, Assignment and Key Experts’ Time

Input; and CV Form

9. Form TECH-7 (EoI): CV Form

Section 1.5. Financial Proposal – Standard Forms

1. Form FIN-1: Financial Proposal Submission Form

2. Form FIN-2: Summary of Costs

3. 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 1a. Procurement Notice –

Single Stage Open Competitive Selection – Request for Proposals

Executing Agency (Client):

State Communal Enterprise “Khujand Public Transport”

The Client Contact Person:

Zokir Zoidov, Director of State Communal Enterprise “Khujand Public Transport”

Sulton Umarov 1

Khujand, 735700

Republic of Tajikistan

Email: [email protected]

Phone: +992 3422 5-15-48

The EBRD’s Contact Person:

Georgia Vasiliadis (Ms)

Principal TC Specialist

European Bank for Reconstruction and Development

One Exchange Square

London, EC2A 2JN

United Kingdom

[email protected]

+ 44 20 7338 7750

Project Description: : The European Bank for Reconstruction and Development (the “EBRD” or the “Bank”) is

providing loan and grant funds to the Communal State Unitary Enterprise “Trolleybus of

Khujand” (the “Company”) a public transport company in the City of Khujand (the “City”)

to finance purchase of buses and modernisation of depot facilities, including support for the

Assignment name Khujand Public Transport Project – Corporate

Development Programme

Business sector: Infrastructure Business Group

Project number:

46288

Funding source Swiss Secretariat for Economic Affairs (“SECO”)

Type of contract Consultancy Services

Type of notice Request for Proposals

Issue date Thursday 21 May 2018

Closing date Friday 20 July 2018 at 16:00 local time

mailto:[email protected]


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introduction of a formal ticketing system (the “Project”).

The purpose of the Project is to:

establish a reliable passenger transportation service and create a basic public transport

network in the City; and

implement a new formal ticketing system based on new tariffs that will put emphasis on

cheaper and more attractive monthly passes with the aim of reducing fare revenue

leakages and offering passengers the option of changing routes without double paying.

It is expected that the Project will finance the following investments:

Acquisition of buses;

Design and Build of new depot facilities including supply and installation of various

equipment; and

Supply and installation of ticketing system equipment, including on-board computers for

buses.

The Project will also assist the Company and the City to enter into a Public Service Contract

(the “PSC”). The PSC will define rights and obligations between the City and the Company

and, in particular, the formula for service payments from the City to the Company, and the

quantity and quality of the services to be provided by the Company. The PSC will include

provision for capital expenditure through the service payments and should target validity

matching a period of at least the maturity of the Bank’s loan. The introduction of a well-

designed PSC in particular is the cornerstone of bolstering the creditworthiness of the

company in future. This task is to be performed by the Corporate Development Programme

consultant (“CDP Consultant”).

Assignment Description:

The Client now intends to retain a CDP Consultant to support operational and financial

improvements to secure sustainability of the Company’s operations via:

implementation of a Financial and Operational Performance Improvement Programme,

introduction of a PSC between the Company, and the City, and

development of a Corporate Business Plan and Management Information System and

City Transport Strategy (together, the “Assignment”).

The expected outcome of the Assignment is Company’s financial and institutional capacity

is increased as well as AFC-ticketing is introduced.

Consultant Selection Procedure: Single-stage open competitive selection Interested 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 August

2018 and has an estimated overall duration of 36 months

Cost Estimate for the Assignment: USD 650,000.00

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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 Swiss

Secretariat for Economic Affairs (“SECO”). 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) below.

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 to, 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.

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Section 1b. Letter of Invitation –

Single Stage Open Competitive Selection – Request for Proposals

The State Communal Enterprise “Khujand Public Transport” (the “Client”) has been

allocated grant funds (the “Grant”) from the Swiss Secretariat for Economic Affairs

(“SECO”) which are administered by the Bank and executed by Client. 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”): Khujand Public Transport Project – Corporate Development

Programme.

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 Invitation

Section 1.2 - Instructions to Consultants and Data Sheet (Section B. "Expressions of Interest"

will not be applicable to this selection.)

Section 1.3 – Evaluation Criteria

Section 1.4 - Technical Proposal (FTP) - Standard Forms

Section 1.5 - Financial Proposal - Standard Forms

Section 2.1 - Terms of Reference

Section 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.

On behalf of the Client

Georgia Vasiliadis

Principal TC Specialist, EBRD

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


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.

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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

competitive advantage over competing Consultants.

5. Prohibited

Practices

5.1 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

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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

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

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(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

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 One

Response

10.1 The Consultant (including the individual members of any

Joint Venture) shall submit only one Response, either in its own

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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

the CPD

11.1 The Consultant may request a clarification of any part of

the Invitation documents during the period indicated in the Data

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

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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

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.

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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.

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:

22.1.2 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.

22.1.3 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.

22.1.4 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.

22.1.5 If stated in the Data Sheet, the Consultant shall

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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.

22.1.6 For assignments under the Fixed-Budget selection

method, the estimated Key Experts’ time input is

not 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

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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

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:

25.8.2 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].”

25.8.3 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

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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

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

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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.

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

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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

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

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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.

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

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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.

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

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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

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 Clause

Reference

2.1

Name of the Client:


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 Proposals

Financial Proposal to be submitted together with Technical Proposal:

Yes

The name of the assignment is: Khujand Public Transport Project –

Corporate Development Programme

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.

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

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

from this selection:

Under the ITC 6.3.2 (a): none

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

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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 Friday 22

June 2018.

The contact information for requesting clarifications is:

Zokir Zoidov, [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: 31 January 2019).

22.1.2 Not applicable

22.1.3 Estimated total cost of the assignment: USD 650,000.00

Consultants are advised to allow:

USD 50,000.00 of the estimated total cost of the assignment for purchase of

MIS software and hardware, as per Section 2.1, Terms of Reference, Part

3.1.2 (iv), Management Information System; and

USD 35,000.00 for audits over three years, as per Section 2.1, Terms of



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Reference, Part 3.1.9, Audit



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: USD

The Financial Proposal should state local costs in the Client’s country

currency (local currency): No.

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.

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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

one (1) original in Russian and two (2) copies in Russian - plus a CD

containing a copy of the technical proposal in English and Russian;

and

(b) Financial Proposal: hard copies: one (1) original in English

and one (1) original in Russian and two (2) copies in Russian, plus a

CD containing a copy of the financial proposal in English and

Russian, 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:

Date: Friday 20 July 2018

Time: 16:00 local time

The Proposal submission address is: For the attention of Zokir Zoidov,

Director of State Communal Enterprise “Khujand Public Transport”

Sulton Umarov 1

Khujand, 735700


Phone: +992 3422 5-15-48

With a copy to:

Ms Georgia Vasiliadis

European Bank for Reconstruction & Development

One Exchange Square

London, EC2A 2JN

United Kingdom

+ 44 20 7338 7750

26.1 The opening shall take place at:

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Sulton Umarov 1

Khujand, 735700


Phone: +992 3422 5-15-48

Date: Friday 20 July 2018

Time: 16:00 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)

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.

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The weights given to the Technical (T) and Financial (P) Proposals are:

T = 80, and

P = 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: August 2018, Khujand City, Tajikistan

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Section 1.3 – Evaluation Criteria

Min.

Technical

Score

Criteria Weight (% of max)

(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 [20%]

approach and methodology [20%]

work plan and team assignments [60%]

(c) Qualifications of Key Experts: 50 80

Key Expert 1: Project Manager [15%]

Key Expert 2: Institutional & Regulatory Frameworks Expert [10%]

Key Expert 3: GIS Mapping Expert [10%]

Key Expert 4: Financial Analysis & Modelling Expert [10%]

Key Expert 5: Environmental & Social Expert [10%] *

Key Expert 6: Ticketing Systems Expert 10%

Key Expert 7: Local Project Manager [5%]

Key Expert 8: Transport Planning Expert [5%]

Key Expert 9: Bus Fleet and Infrastructure Maintenance & Repair

Planning Expert [5%]

Key Expert 10: Bus Operations & Fleet Management Expert [5%]

Key Expert 11: Public Sector Procurement Expert [5%]

Key Expert 12: Transport Economics Expert [5%]

Key Expert 13: Civil Engineer (Municipal Infrastructure) [5%]

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%] 10.0

TOTAL 100

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

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* Key Expert 5: Environmental & Social Expert

Consultants may propose the following experts for this role:

one Environmental & Social Expert; or

one Environmental Expert and one Social Expert.

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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.}

CHECKLIST

All pages of the original Technical and Financial Proposal shall be initialled by the same

authorized representative of the Consultant who signs the Proposal.

Required 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

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FORM TECH-1A

TECHNICAL PROPOSAL SUBMISSION FORM

(FULL TECHNICAL PROPOSAL AND SIMPLIFIED TECHNICAL PROPOSAL)

{Location, Date}

To:

Client

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.}

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.

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(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:

Client

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.

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.

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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 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.

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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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}

FORM TECH-3

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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 Plan

c) 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-..)

Months

1 2 3 4 5 6 7 8 9 ..... n TOTAL

D-1 {e.g., Deliverable #1: Report A

1) data collection

2) drafting

3) inception report

4) incorporating comments

5) .........................................

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° Name Expert’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 Total

KEY 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

Subtotal

NON-KEY EXPERTS

N-1

[Home]

[Field]

N-2

n

Subtotal

Total

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 Date

Representative of the Consultant

(the same who signs the Proposal)

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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

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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 the

Field

In

Home

Office

Total

Period

Expert

Rate

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]

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 Total

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 .

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

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

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Journeys

[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]

Interpretation

Reports

Communications

Equipment Purchase

Accommodation (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

Tajikistan: Khujand Public Transport Project – Corporate Development Programme

1. BACKGROUND

The European Bank for Reconstruction and Development (the “EBRD”, or the “Bank”) signed a

loan agreement with State Communal Enterprise “Khujand Public Transport” in December 2016

(the “Company”) a public transport company in the City of Khujand (the “City”) to finance the

purchase of buses and modernisation of depot facilities (the “Project”). In addition, the Project will

provide support for the introduction of formal ticketing system in the City. A total investment

package of USD 17.5 million loan from EBRD, USD 5 million grant from Swiss Government and

USD 3.5 million grant from the EBRD’s Shareholder Special Fund was mobilised to support of the

Project.

The purpose of the Project is to establish a reliable passenger transportation service and create a

basic public transport network in the City. In addition a new formal ticketing system based on new

tariffs will be implemented. It will put emphasis on cheaper and more attractive monthly passes

with a goal to reduce fare revenue leakages and offer passengers the option of changing routes

without double paying.

It is expected that the Project will finance the following investments:

Acquisition of buses;

Design and Build of new depot facilities including supply and installation of various equipment;

and

Supply and installation of the equipment for ticketing system including on-board computers for

buses.

The City is the second largest city in the Republic of Tajikistan and the major political,

administrative, financial and cultural centre in the North of the country. The City has officially a

population of 165,000 people but including the people residing in its environs, this total reaches

around 300,000.

The Company used to provide trolleybus and bus passenger transport services within the City

boundaries, but starting from 2011 its financial situation started to deteriorate, which led to limited

activities in 2012 and 2013. Currently the Company has six inactive trolleybuses listed on the

balance sheet. These trolleybuses have more than 25 years of operation and are depleted. In

addition, the Company has four Indian Tata minibuses, which provide very limited services to the

City’s population of 165,000.

The City, backed by the Government of the Republic of Tajikistan, has requested the Bank to

provide financing to improve the public transport system. The Project is supported by extensive

technical cooperation to mitigate implementation risks.

The Project will also assist the Company and the City to enter into a Public Service Contract (the

“PSC”). The PSC will define rights and obligations between the City and the Company and, in

particular, the formula for service payments from the City to the Company, and the quantity and

quality of the services to be provided by the Company. The PSC will include provision for capital

expenditure through the service payments and should target validity matching a period of at least

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the maturity of the Bank’s loan. The introduction of a well-designed PSC in particular is the

cornerstone of bolstering the creditworthiness of the company in future. To this end, the Client now

wishes to engage a consultant (the “CDP Consultant”) to carry out the related Corporate

Development Programme (the “Assignment”).

The Company will also establish a Project Implementation Unit (“PIU”) to manage the Project

implementation on a daily basis. The PIU will have day-to-day responsibility for the assets to be

financed via the Project and will co-ordinate all activities under the Project and coordinate between

the contractors, and the EBRD.

2. OBJECTIVES

The Assignment consists of three main Parts:

Part I: Corporate Development Programme for the Company

The CDP Consultant shall assist the Company to improve its commercial standing, service and

environmental and social performance by helping to identify, and implement the necessary

corporate, financial and operational improvements required to meet the related covenants included

in the EBRD finance documents. This will be achieved via the development and implementation of

a Financial and Operational Performance Improvement Plan (“FOPIP”). The CDP Consultant shall

also assist the Company to develop a medium-term focused CDP, to improve its corporate planning

capacity to assist its ongoing transition towards a self-sustaining entity, and to develop its

commercial operations.

Part II: Stakeholder Participation and City Support Programme for the City of Khujand

The CDP Consultant shall assist the City with implementing the PSC, which will be a key

component of the financial structure for the proposed Project. A related objective of the City

Support Programme is to raise institutional capacity within Khujand to assist the City in managing

the Project effectively as well as to raise financial planning capacity and thereby improve its

creditworthiness. One important component will be the establishment of efficient monitoring

structures to enable the City to monitor / control the Company’s performance.

Additionally, the CDP Consultant shall assist the City in the analysis of the baseline social situation

of the vulnerable section of the population and the impact of the Project on these groups, and in

connection to this assess any impact of the Project on equality between men and women.

Part III: Reform of bus sector and Institutional Framework Development

The CDP Consultant shall assist the City and Company with development of modalities for reform

of the existing public transport sector. The CDP Consultant shall take particular reference to

international examples of bus sector reform, notably those in a similar environment of fragmented

small-scale ‘paratransit’ operators, on-board cash payments and low-level regulation.

Coordination with other urban transport assignments in Greater Khujand

In performing this Assignment, the CDP Consultant shall ensure full cooperation and coordination

with other ongoing assignments, notably:

The PIU, for preparation, procurement and implementation support for all components under the

Project (buses, depot and automated fare collection (“AFC”) ticketing), which is funded by the

Bank. The PIU consultant was mobilised in January 2018

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Integrated Urban Mobility Study for urban transport and mobility integration into greater

Khujand, which is funded by SECO (Switzerland). The IUMP consultant is expected to be

mobilised by the end of 2018.

3. SCOPE OF WORK

Part I: Corporate Development of Bus Company

3.1.1 Capacity Building Programme - Immediate Needs

Given the very low skills base of the existing Company, the CDP Consultant’s immediate task shall

be to identify, plan and implement a capacity-building program to address initial and immediate

needs and ensure timely initiation of bus operations, as funded under the Project. This shall address

such essential aspects such as:

Define Capacity-Building Programme;

Identify training needs and conduct training; and

Provide operational support for initial bus operations and service start-up.

i) Capacity-building programme – immediate needs

The capacity-building programme shall include:

Development of an organizational chart clearly establishing the hierarchy and reporting

obligations;

Drafting job descriptions on department and sub-department level;

Analysis of the organizational culture analyses and suggestions for ways to improve it;

Development of SWOT (“Strengths, Weaknesses, Opportunities, Threats”) analyses to

determine the future strategic goals in institutional development;

Development of transparent internal and external communication procedures to increase

accountability;

Review and identification of development needs related to the Company’s current corporate

status, management structure, internal and external reporting lines, decision-making bodies and

employees;

Development of a short mission statement for the Company;

Proposal of transparent decision-making procedures, bodies, specifying compositions and

powers, including a system of delegation of responsibilities and effective internal and external

control mechanisms;

Recommendation of a personnel development plan, including programmes for recruitment,

training, advancement and remuneration compatible with the legal status of the Company; and

Design of a performance-based salary system if applicable.

ii) Operational support for initial bus operations and service start-up

The CDP Consultant shall provide specific recommendations and hands-on support before and

during operational start-up to ensure the Company is ready and equipped for providing high quality

bus services in the City.

In line with the capacity-building programme developed by the CDP Consultant and the operational

needs of the Company, and in coordination with the PIU Consultant, the CDP Consultant shall

support the Company in the following areas:

Company systems set-up;

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Staff hiring and training policy and implementation;

Accounting and reporting standards;

Vehicle operation and maintenance;

AFC system commissioning and operation; and

Revenue collection (on and off-board) and enforcement.

For the AFC system, the CDP Consultant will provide all necessary help and inputs for

procurement and implementation of the ticketing system by the PIU Consultant, which will work in

joint collaboration for this task. These will be driven by the proposed organisational structure,

envisaged design of the system, planned capital expenditure, and related operational cost.

3.1.2 Corporate development programme

In parallel with the immediate capacity building programme, the CDP Consultant shall develop the

following comprehensive CDP for implementation over a 5 year period.

i) Control over assets and equipment

The CDP Consultant will:

Review the fixed assets and the provision of services and agree on obligations and

responsibilities relating to use, including maintenance and replacement of assets, service quality

and operational performance targets.

Assess the quality of the maintenance equipment and the quality/quantity of service engineers

and provide recommendations as necessary.

Review and document currently applied vehicle maintenance and repair schemes and practices

Suggest an efficient alternative repair procedure to be adopted by the Company in respect of its

buses, depot and other facilities. The CDP Consultant’s recommendation will specify the

adequate number and responsibilities of necessary staff for the size and condition of the fleet, as

well as facilities and equipment needed (preference should be given to the simplest solution,

preferably without the use of IT applications).

Propose an effective planning, management, reporting and monitoring system for the

performance of bus maintenance. The system should allow monitoring of vehicles maintenance

and repair department key performance ratios.

Prepare a detailed new bus maintenance implementation plan, taking into account the resources

that would be required to realise the requirements of the Environmental and Social Action Plan

(“ESAP”); and

Draft and propose a system for a simplified planning, management, reporting and monitoring of

the repair department’s performance.

iii) Development of Public Service Contract

The CDP Consultant will:

Develop alongside the Company a PSC acceptable to the Bank, introduce this to the City and

conclude it by the end of 2018. This assistance should ensure relevant support for a sound and

sustainable implementation of all of the Company’s obligations under the PSC, including, but

not limited to advice on internal distribution of responsibilities, reporting, and preparation of

necessary information.

Discuss terms and conditions with the key parties; and

Discuss the payment mechanisms for low-income households (especially women-headed

households and other groups of discounted households).

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iii) Organisation

Review and identify development needs related to the Company’s current corporate status,

management structure, internal and external reporting lines, decision-making bodies, and staff

employed.

Recommend an efficient organisational structure including an organisation chart with job

descriptions and staff qualifications attached to each position or group of positions, which

clearly divides tasks and responsibilities between staff and departments.

Assess quality of human resources (“HR”) at different levels. Analyse wage levels, benefits and

incentives, worker-management relationships, non-discrimination and equal opportunity,

occupational health and safety, equality of opportunity (including number and percentage of

women and men in total staff count as well as across all levels/categories), access to

professional development, career support services (including for employees with children),

procedures for harassment and claim and grievance management in the work place, etc. Propose

necessary changes to retain good quality staff in a sustainable manner. Assess labour

productivity and make recommendations as necessary. Propose transparent decision-making

procedures, bodies, specifying compositions and powers, including a system of delegation of

responsibilities and effective internal and external control mechanisms.

Propose a suitable governance structure, including decision making processes, ESAP

implementation, public consultations and relationships mechanism with the municipalities.

Recommend a personnel development plan, including programmes for recruitment, training,

advancement and remuneration.

iv) Management Information System

Review and analyse the Company’s existing management information systems (“MIS”) and

procedures, including the collection of sex-disaggregated data, extent of automation and

computerisation, identifying any immediate shortcomings and development needs.

Recommend, perform shopping (the Consultant is advised to allocate a total of

approximately USD 50,000.00 to purchase the MIS hardware and software) and assist with

installation of a computer-based MIS that would register, monitor and provide key management

information across all areas of the Client’s activities. The system should be able to produce such

financial and other information which is required for reporting to third parties (in particular

reporting to the EBRD as is defined in the financing agreements), public authorities and the

general public within 18 months after starting the Assignment.

Recommend an information technology strategy which should include hardware and software

specifications.

v) Equal Opportunities Policy and Practice

Assess HR practices and policies from a gender perspective and support the Company to

promote international best HR practices and policies3 regarding equal opportunities in the

workplace in the public transport sector. Gather and review existing information and data to

identify potential issues, opportunities and questions to explore with the client, with a view to

understanding the company’s culture, operating model, business challenges and operating

environment in order to start formulating proposed solutions.

Analyse the information and data collected, and develop HR manuals with recommendations to

strengthen gender and equal opportunities in the Company’s HR and other policies, with a view

3 HR policies and practices in the company, proportion of women and men (different job functions), recruitment

practices and key challenges to male and female recruitment (especially in relation to remuneration policies) compared

to competitors in the sector, review of employment conditions and introduction of performance based pay following the

establishment of the automated ticketing, the increase of service frequency and the number of routes operated by the

company, family-friendly working arrangements (working hours, etc.), career trajectory for both women and men in the

company, female-friendly infrastructure at the work place, maternity/paternity leave, health and safety.

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to increasing the ratio of female to male employees and to enhancing career opportunities for

women in the Company.

Design and deliver a capacity-building plan on work-life balance and work-life effectiveness for

male and female employees.

Based on the qualitative and quantitative information obtained, develop clear, actionable

recommendations and solutions on: (a) ways in which existing policies and practices could be

revised to further the gender equality and equal opportunities within the Company; (b)

prioritised list of potential actions that are suggested by the employees themselves (e.g. via

focus groups or interviews); (c) design of an internship program to improve the intake of

women graduates with relevant degrees; (d) identification of capacity-building measures for

management to maximise the potential long-term, systemic benefits of this initiative. This

should also include a time-bound plan to institutionalise them.

vi) Customer management services

The CDP Assignment aims at revising the existing customer management concept and introducing a

modern, customer-oriented one. To this end, the Consultant will:

Critically assess the existing customer management practices in the Company;

Elaborate a new customer-oriented concept together with the corresponding obligatory

procedures for handling passengers’ requests/complaints;

Establish a customer management department to deal with passengers’ daily requests and

complaints;

Establish clear procedures and reporting requirements between the customer management

department and the other departments in the Company;

Establish clear deadlines for responding to passengers’ requests/complaints;

Establish a toll-free phone line for receiving passengers’ requests/complaints;

Elaborate standard forms facilitating the handling of passengers’ requests/complaints; and

Elaborate a web-based platform for online submission of passengers’ requests/complaints.

3.1.3 Financial performance improvement

i) Revenue Improvement Measures

Develop tariff methodology and provide recommendations for a tariff policy for public transport

services, including impact of inflation, satisfactory to the EBRD. For the purpose of this task the

CDP Consultant shall carry out tariff studies including social and gender analysis to determine

the affordability of charges and willingness to pay as well as analyse cross-subsidies and

whether this is socially desirable. Follow-up work may need to be conducted with

representatives of local authorities, general public, consumers, media, etc. Particular

consideration should be given to the poorest households.

ii) Accounting, budgeting and cash management

Review and analyse the Company’s current accounting system, budgeting and financial

management practice, and the legal basis relating thereto, identifying any immediate

shortcomings and development needs;

Recommend an accounting system, which is in compliance with international (“IAS”) and local

accounting practices and is integrated in the above mentioned MIS;

Assist the Company in restating current financial statements into IAS;

Recommend a system for budgeting, with an integrated budget control system (this shall enable

the accounts and budget for the forthcoming Project to be kept separate from the Company’s

operating accounts); and

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Recommend adequate administrative (authorisation and controls) procedures for cash-

management and payments.

Assist the Company in establishing a Maintenance Reserve and Development Account in which

excess cash flow can be deposited, which can be used to support debt repayment as well as

future investments.

iii) Revenue Collection Procedures

Review the existing billing and collection procedures identifying any immediate shortcomings

and development needs;

Develop bill collection procedures, including enforcement measures against late and non-payers

that ensure that the Company receive full and timely payments. The CDP Consultant shall give

special attention to measures that increase the cash revenue collection ratio, and present a plan

to gradually eliminate the use of non-cash settlements; and

Assist the Company in meeting cash revenue collection ratio.

3.1.4 Ticketing – Automated Fare Collection System

The Project includes introduction of an AFC system, initially to the Company’s new bus fleet, and

then to all City operators, including private, as soon as possible, depending on progress on

implementation of the Project and sector constraints and opportunities. It is also envisaged that new

integrated fares will be a feature of an integrated AFC system.

The CDP Consultant will therefore:

assist in setting up the ‘first phase’ AFC system on public bus fleet only (re task 3.1.1)

define the expanded AFC system (technical/contractual requirements)

make recommendations for phasing of AFC expansion, based on progress on establishing new

public bus operations and the AFC system, reforms of private bus routes and setting up the

transport authority

The present task concerns the definition of the expanded AFC system and recommendations.

The CDP Consultant shall review the initial AFC system supplied under the bus fleet procurement

and determine the functional design of an expanded AFC system, including the private bus routes

(mashrutkas). The CDP Consultant shall focus on system modularity to allow phased system

implementation across the private bus fleet. The intention shall be to target the final scheme, while

identifying phased steps to allow institutional set-up (transport authority for Greater Khujand) with

progressive implementation and negotiated roll-out strategy.

The new AFC system will be an efficient, reliable, transparent and data-rich ticketing (barcode,

electronic or other) system that allows full compatibility with possible future upgrade and

expansion to additional bus or other public transport routes, including minibus. In particular, it shall

ensure that the fare collection methods and structures allow increased fare capture off-board to

improve operational efficiency and enable increased revenue control.

(a) Technical

The CDP Consultant will document and present the envisaged design of the AFC system from the

perspectives of user (information, choices, purchase, validation, control, etc.). The CDP Consultant

will list all advantages, value added (change of the route, possibility of value transfer to a new card

if one is lost, etc.) as well as disadvantages in comparison to the existing system.

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Separately the CDP Consultant will outline the planned technical description, main parameters and

architecture of the system including:

Type and main basic architecture of selected ticketing format (barcode, e-wallet, tickets, etc.);

Number of different tickets to be proposed to users (personalised, discount, etc.);

Data exchange and communication scheme, as appropriate, including description of data

exchange methods between various parts of the system;

Technical architecture of the system (what equipment and where);

Security levels of separate parts of the system (media (card), on-board equipment, card issuing

and ticket selling equipment, web site, server, and systems management including access

control, etc.);

Operational characteristics, including a closed versus open system design, ticketing system

integration, and feasibility of any proposed closed design across transport modes (bus, minibus

and other) and (possibly, in future) other municipal ticketing activities (parking fees, road

access fees etc);

Auxiliary elements around the ticketing system, such as real-time passenger information

systems both on vehicles and at stops and real-time fleet management systems using General

Packet Radio Services (“GPRS”) (or equivalent) capabilities Automatic Vehicle Location

(“AVL”); and

Modality for performing ticketing control and enforcement

For every option, the CDP Consultant will make an estimate of investment costs (equipment and

installation) and operational costs (including production and distribution of tickets and maintenance

costs of equipment). As a benchmark, the operational costs of the current systems should also be

calculated.

The CDP Consultant will also make a comprehensive comparison of the different options and a

clear recommendation on the preferred ticketing system with a principal consideration that it should

be capable of being implemented without undue institutional-regulatory, technological or inter-

operability issues.

The CDP Consultant will give particular attention to the following characteristics of the system:

Will it provide for rapid installation and operation, with the least requirements for legal or

regulatory change?

Will it be easily expandable towards other bus/minibus/public transport routes and, possibly,

additional revenue services at a later date, like parking, access control to public buildings, and

other;

Will the Client be able to replace separate components of the system with ones from different

suppliers and manufacturers without contacting/involving the original supplier;

Will it provide the Client with necessary ownership of the keys, protocols used for

communications between the separate parts of the system, data bases and other critical

elements to enable usage of the system without any restrictions? The CDP Consultant will base

their judgement on whether the architecture will allow the type of ownership described above

and, if not, a general recommendation (a requirement for the tenderers) to ensure as little

dependency of the City from the original system’s supplier;

Will the planned architecture of the system as well as chosen technology provide sufficient

security of the data, transactions and personal information in general; and

Will the chosen technical and functional specification allow sufficient competition in the

tender? The CDP Consultant will provide his professional judgement to his best knowledge.

(b) Organisational

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The CDP Consultant will assess requirements for operation of the expanded system under a new

Greater Khujand transport authority and a form of private-sector contracting for the ticketing

system, under a supply, install and maintain contract or public-private partnership (“PPP”) for

delegation of revenue collection and enforcement.

The CDP Consultant will propose an organisation structure for AFC operation, whether under the

City or new transport authority, and provide comments and proposals for its establishment and

operation (with the initial phase for the public bus company only). The CDP Consultant will

indicate its purpose and organisation structure and primary and secondary functions and

responsibilities for each of its departments. Taking into account the new ticketing system’s design,

size and implementation plan, as well the number of functions and responsibilities, the CDP

Consultant will prepare an initial staffing plan, resource allocation and budget.

The AFC authority shall ensure planning and monitoring of enforcement performance. Enforcement

practice and procedure shall be defined in association with relevant stakeholders, including

municipal police services and transport operators. It is anticipated that the AFC authority would

manage public relations, carrying out marketing campaigns and dealing with client enquiries and

information through back-office units and a call centre.

(c) Contractual

The CDP Consultant shall recommend suitable integration for supply and operation of the ticketing

system, either combined with related contracts for new bus networks, or as a standalone contract for

ticketing alone, considering both the requirements of priority routes only and compatibility with

future expansion of the bus network.

Based on the proposed integration model, the CDP Consultant shall advise on the most suitable

contracting methods, including EPC contracts and Design-Build-Operate-Maintain (“DBOM”),

based on assessment of procurement practices, legal and regulations, technical requirements and

value for money, with strong reference to benchmarks, best practice and international case studies.

(d) Commercial

It is anticipated that a dedicated (fixed) amount of fare revenue will be kept by the Client to cover

the associated costs of the system. The remaining amount will be transferred to the transport service

providers: municipal bus leasing company and/or private operators under the provisions of new

contractual framework.

The CDP Consultant will document the current and envisaged (advisable) tariff box and ticket types

during the likely stages of the system’s commissioning and penetration. Based on previous task, the

CDP Consultant will outline suitable fare structure that would be best suited for the Cities during

the stage of system’s introduction, penetration and full operation.

(e) Phased roll-out strategy for AFC system

The CDP Consultant will propose a realistic plan for staged deployment of the system, in line with

sector regulation and operational constraints, the age of the fleet, passenger flows and level of

authority and negotiating position of the City and/or future Transport Authority. It shall include the

PIU consultant and feedback from different actors and user groups and ticket types. e.g. the first

target group could be students and passengers using monthly passes.

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The roll-out strategy shall include associated ridership and revenue estimates and progression after

system roll-out, based on historic data and forecasts, during the ticketing system implementation

and post-implementation stages4. The plan will be presented both in numbers of different groups of

passengers as well as fare revenue collected thorough the existing ticketing system and the new

ticketing system.

3.1.5 Operational performance improvement

i) Operational efficiency

Recommend an action plan necessary for improving the quality and reliability of services and

increasing operational efficiency. The CDP Consultant shall give special attention to measures

with managing the cost as well as to ensuring that assets are regularly maintained and replaced.

Outsourcing of non-core activities shall be considered.

Establish a revenue management programme to reduce unaccounted for public transport

services and establish a non-billing reduction programme.

Prepare a Geographical Information System (“GIS”) that shall cover public transport systems in

Greater Khujand. The CDP Consultant shall purchase a licence and introduce GIS software on

behalf of the Company.

ii) Environmental management

Review or develop the environmental management system, and recommend short- and medium-

term improvements to bring the system towards (or in line with, if possible) the principles of

ISO 14000 standards, and compliance with local and European Union (“EU”) environmental

standards and assist the Company in implementation.

Applying a holistic perspective to review the current environmental and health impacts of the

operation of all the activities of the Company.

Assist the Company in implementing the ESAP.

Identify no-/low-cost improvement measures, including good housekeeping as well as enhanced

service, maintenance and operation of the facilities.

iii) Public and customer relations

Recommend a customer relations improvement plan, including mechanisms for dealing with

complaints, and on-going information dissemination.

3.1.6 Implementation of the FOPIP

Following approval by the Company, the City and the EBRD, the CDP Consultant will actively

assist the Company to implement the various aspects of the FOPIP.

To this end the CDP Consultant will inter alia:

(a) Corporate Development Programme

Work closely with the Company and with City Administration to finalise the PSC and to

introduce it within 24 months of the Assignment Start Date.

Assist the Company and the City in reorganisation of the Company if needed as

defined/approved by the EBRD.

(b) Financial Performance Improvement

4 It is expected the Urban Mobility Concept includes traffic modelling in Greater Khujand and should assist this task

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Work closely with the Company to provide support in implementing the measures identified to

improve financial performance. Specifically, the CDP Consultant will assist the Company in

ensuring that tariff increases are implemented as agreed in the tariff policy and in the Loan

Agreement as well as ensuring that bill collection procedures are implemented.

Assist the Company to ensure the recommendations identified and agreed to improve

accounting, budgeting and cash management are being implemented. As part of this, the CDP

Consultant may need to provide ongoing support to assist the Company in preparing financial

statements in accordance with IAS and in implementing any new budget procedures.

(c) Operational Performance Improvement

Assist the Company in implementing the action plan to improve operational efficiency.

(d) Capital investment planning

Assist the Company in developing systematic routines for short-, medium- and long-term

planning of prioritised capital investments for improvements of the services and the

environmental performance. A first version of such a rolling investment program should be

prepared and presented.

(e) Environmental management

Assist the Company in implementing the Environmental and Social Action Plan.

(f) Public and customer relations

Assist the Company in implementing the customer relations’ programme.

3.1.7 Development of a Medium-Term Corporate Development Plan

While the FOPIP is seen as an action plan to assist the Company in improving their operations, it

should not be seen as the end target for the Company. In the course of implementing the FOPIP, the

CDP Consultant should also assist the Company to take steps to develop and implement a corporate

planning process, which will continue to focus on ongoing corporate, financial and operational

improvements and govern further development and transformation of the enterprise to a viable

commercial entity. In this regard, the CDP Consultant will help the Company in preparing a CDP,

which will cover all aspects of its management and operations and will not be limited to the areas

covered by the FOPIP.

The first CDP is intended to be the start of an annual rolling plan that will evolve with time to

reflect changing circumstances, improved information and progress made. To this end, the CDP

Consultant will assist the Company to develop procedures and systems to build a corporate

planning process into the existing budget and business planning processes. The CDP Consultant

will also identify other areas of management, finance and operations that should be considered in

future CDPs, depending upon the progress made by the Company.

The CDP Consultant should develop and adopt a business plan for the Company within 24 months

of the Assignment Start Date.

Currently the Company has no Business and Marketing Plan and planning is limited to the short

term (maximum 1 year). The CDP Consultant will assist the Company to prepare a comprehensive

Business Plan by setting out the objectives of the Company and how they will be achieved in a

structured and timely manner.

The CDP Consultant will, inter alia:

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assist the Company to prepare a comprehensive Business Plan (2017-2030) based on a sound

and sustainable business strategy and covering at least the following issues/sections:

o current and future role of the Company;

o SWOTs;

o scope of services and product development;

o marketing;

o organisation and staffing;

o investment plan;

o ESAP;

o staffing plan; and

o financial projections.

Prepare operational and financial projections and a financial model with formulae for financial

compensation payments paid by the City under the new PSC;

Prepare and include in the Business Plan an extensive marketing section, covering the

Company’s marketing strategy and action plan for the period of 2018-2023.

Review and identify development, organisational and investment needs to incorporate in the

Company’s Business Plan;

Prepare an Investment Plan and Capital Expenditure for the period of 2018-2023 (incl. fleet

renewal, upgrade of infrastructure and depots);

Prepare a detailed Action and Implementation Plan as an annex to the Business Plan; and

Agree on the assumptions and projections included in the Business Plan including the

preparation of a financial model for a period of 10 years from 2018.

3.1.8 Capacity Building Programme

Capacity-building of the Company’s staff will be a key part of the CDP Consultant’s work

throughout the Assignment, via on-the-job assistance and close collaboration.

In addition, the CDP Consultant will arrange formal training for senior and middle-level managers

in all aspects of management, to enable the Company to implement the FOPIP effectively. To the

extent possible (subject to the baseline), the CDP Consultant will ensure that both men and women

benefit from the capacity-building programme.

Presentations of the ESAP should be made to all staff in order to raise awareness. To this end, the

CDP Consultant, in close cooperation with the Company, will identify key training needs and

develop an appropriate training plan. This will be agreed with the EBRD before implementation.

The CDP Consultant should also formulate a list of training programmes continuously necessary to

keep the technical and management competency, and assess necessary recourses, and discuss with

the Company.

3.1.9 Audit

The CDP Consultant shall sub-contract a local auditor acceptable to Bank to carry out IFRS audits

for the financial years 2018-2019. The TOR for the audits will be provided separately and the CDP

Consultant is not expected to address the audit requirement in the Approach and Methodology for

the present assignment. The CDP Consultant is advised to allocate a total of approximately

USD 35,000.00 for audits over three years.

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Part II: Stakeholder Participation and City Support Programme for the City of Khujand

3.2. Development of Social Support Programme

3.2.1. Review of the affordability constraints in the City

The CDP Consultant shall review the affordability analysis prepared by the Feasibility Study

consultant by testing different scenarios for affordability verification.

3.2.2. Social support programme for low-income customers

The CDP Consultant will recommend a social support programme for low-income customers,

which will include:

Draft statute on the procedure of subsidizing mechanism from the budget of the City;

Detailed criteria for granting subsidies;

Detailed procedure for the citizen for the application;

Procedure for identification of the composition of the applicant’s family;

Procedure for determining the subsidy amount;

Procedure for calculating the aggregate household income of the subsidy recipient; and

Calculation of the necessary amount of subsidies budgeted from the City per year for the next

10 years based on the above criteria.

3.2.3 Identification of information needs

The following information needs to be disseminated have been identified, as follows, to date:

The purpose of the Project.

Cost recovery: an explanation of how tariffs are linked to quality of service and how they are

used to promote conservation and an explanation of the real cost of service.

Health and safety: examples of good and bad practice and increase local understanding of health

and safety aspects.

Participatory mechanisms: explanation of how each public transport user has individual

responsibility for quality public transport services, and has the opportunity to engage

meaningfully with the Company regarding their needs and concerns

3.2.4. Information campaign

The information campaign will be conducted via various media channels. The CDP Consultant will

have to select the appropriate communication means for each topic and target audience based on his

experience in the field.

The CDP Consultant will develop a method to measure the impact and success of the awareness.

Based on the intermediate results, the campaign shall be adjusted if necessary.

Part III Support for bus sector reform

3.3. Reform of bus sector and Institutional Framework Development

3.3.1 Public Transport Route Structuring and Network Plan

Currently, the route system in Khujand is covered by a mixture of public and private operators, with

substantial overlap of services. Based on the results of Project Due Diligence and demand

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projections by route and street network for public transport, the CDP Consultant should develop a

clearly defined public transport route network that is based on cost and operational analyses. The

aim of this component is to provide assistance in developing a public transport service concept,

from market and financial perspectives, clearly indicating the optimal route structure for the various

modes of public transport services (whether by standard buses, midi-buses, or micro/minibuses) that

would be best offered to the users based on projected passenger demand levels. Furthermore, the

CDP Consultant will need to determine the optimal distribution of services on the basis of pre-

identified criteria, to be agreed in advance in close consultation with the City (capacity, costs,

efficiency, environment, quality, safety etc.). More specifically, the CDP Consultant shall define a

clear role, with an appropriate justification, for each of the transport modes and for the public and

private sectors, and define service delivery quality standards for each transport mode and/or service

(e.g. walking distance to stops, speed, frequency, minimum stop distance, rolling stock etc.). Given

the necessity to design a more integrated public transport network for Khujand, based on the

principle of the defined concept, a new network plan should be established resulting in an accurate

match between transport supply and demand at lowest possible costs.

3.3.2. Modalities for Reform of Operators – Compensation-Association Scheme

It is intended that reform of bus services shall be achieved through principles of:

Fair compensation (based on best practice accounting principles);

Operator association (participation in public transport operations);

Alternative options (licence transfer; business reconversion); and

Support measures (corporate, operational training; business opportunities).

The CDP Consultant shall take particular reference to international examples of public transport

sector reform, notably those in similar environment of fragmented small-scale ‘paratransit’

operators, on-board cash payments and low-level regulation.

Through a thorough dialogue process with bus/minibus operators and other stakeholders and in

view of the objectives of the City, the CDP Consultant shall develop a rationale for regulatory

changes and proposed structure of route tenders. The consultation shall include the proposed routes,

fare structure and revenue collection methods. The consultation process should ensure sufficient

transparency and disclosure of the main issues considered by the City, the feedback of the

stakeholders and the responses to this feedback. Furthermore, the process should be duly publicised

on the website of the City administration and in other relevant local media.

In this respect, it is fully recognised that much depends on the successful implementation of the first

phase reforms implemented under this Project (such as PSC; AFC; Business Plan and etc.) to enable

further expansion of fleet investments and bus services in the surrounding cities: the reforms need

to demonstrate both to the operator community within the City (or a sufficient majority of them) of

the financial and operational benefits of reform and also to the public bodies of the value of public

investments in improving bus services, through both investments and compensation schemes.

The CDP Consultant shall consider progressively and actively supporting existing actors in the

reformed bus operating structure while also offering improved possibilities for development in or

outside the sector, to fully benefit from the public sector investments in fleet and infrastructure.

Particular attention shall be made to social impacts and opportunities for staff of existing operators,

including owners, drivers, conductors and support staff.

While recognising that bus sector reform shall be strongly influenced by political and social factors,

the CDP Consultant will inform the City on suitable mechanisms to allow their adoption of this

reform within the specific local context and regulatory environment and enable effective

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consultations and ultimately negotiations with affected parties. The reform strategy shall aim to

ensure a positive relationship between the City and operators and build a long-term commitment to

reform with the public authority as a driving force.

To support this agenda, the CDP Consultant shall determine the complete technical, financial,

operational, contractual and legal modalities of the compensation-association scheme, including the

following:

(a) Compensation formula

The CDP Consultant shall propose a formula or similar tool for compensation of existing licence

holders of bus routes affected by the Project. This should be based on sound management and

accounting principles of compensation for loss incurred by interruption of business activity, and

apply business practices to determine licence value through business value assessment (ongoing

turnover and profitability), including asset replacement value. The assessment should use sector

indicators, specific to the three Cities, and benchmark values available elsewhere as a basis for

accountability and transparency.

Suitable correlation to observed transfer value of existing licences should be made, if available (task

1-1). The formula should be based on objective and verifiable performance indicators such as:

Total ridership, revenue: possibly simplified as total vehicle-kilometres (observed from

vehicle operations) and average bus occupancy (observed/from survey), as appropriate from

the level of available data;

Profitability: either specific to bus operations, sector benchmark (international) or related to

small business sector, eg as capital or turnover ratio, depending on fluidity of business

environment, opportunities and secondary licence market; and

Asset value, at replacement value or other and considering liabilities, as baseline assessment

(minimum value)

The compensation formula may either be proposed for application or used as a reference for

development of other mechanisms (association, or alternative routes, as developed below).

(b) Operator associations

Future operation of public transport services shall require effective coordination and integration

with existing bus services, notably as feeder routes, and to ensure efficient operation and capturing

of anticipated ridership levels.

The CDP Consultant shall assess:

Suitable forms of operator associations, cooperatives or companies, with the intention of

forming bidding partner(s) with experienced bus operator(s) in future tenders for bus route

contracts;

Legal and regulatory context for creation and operability of proposed associations;

Operational structure of proposed entities, comprising management and operational

structures, staffing, asset ownership, funding sources etc; and

Modalities for establishment: to respond directly to new route tenders and/or as initial

cooperatives for existing licences as an initial step before tendering for new route services

(c) Alternative options

The CDP Consultant shall explore other options, such as transfer of existing licence(s) to alternative

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routes and opportunities for new business opportunities, outside of the urban transport sector. These

options shall be assessed in close collaboration with the City, incorporate initiatives of actors such

as chambers of commerce and/or business associations at City level and based on consultations with

operators and their representative bodies.

(d) Support measures

These should be anticipated to support the transition process for operators, either within the sector

or transferring to other business opportunities. The CDP Consultant shall develop a support

programme based on company management practice and small business development to inform and

train existing operators of the new opportunities. The programme should include measures for staff

reconversion, supported by the City and/or MoT-LTRC.

(e) Reform process

The CDP Consultant shall determine a suitable method and process for reform of existing operators

to allow specific and detailed negotiation with the City to implement the reform programme. This

should aim to establish the above-mentioned formula with sound rules and principles to enable the

process to be applied for all surrounding cities and expanded elsewhere whilst allowing

consideration of specific requirements and context of each licence holder. The CDP Consultant

should indicate his proposed strategy for communication and negotiation, in particular considering

whether all options should be offered to licence-holders or selected options only, based on certain

criteria. The CDP Consultant shall also detail what strategy to adopt for routes which are only

partially affected (eg shortening of routes) or indeed those which may benefit from the new services

(eg increased ridership on feeder routes).

The CDP Consultant shall develop a roadmap and action plan for implementation of the

compensation-association scheme in conjunction with preparation and implementation of the new

bus services.

The proposed (draft) scheme shall be presented and discussed in a specific workshop to be

organised by the CDP Consultant with the City’s support. It is expected that the workshop will lead

to final recommendations being made..

3.3.3 Competitive Route Tendering for Private Bus Services

Due to the prevalence of the mini-bus phenomenon in Khujand, this technical assistance will,

among other activities, design an institutional and regulatory framework for the introduction of

competitive route tendering for bus services. The new framework and tenders will have the

following multi-faceted objectives:

(a) phased replacement of the competition ‘on the routes’ (i.e., in the market) with competition ‘for

the routes’ (i.e., for the market);

(b) a gradual transformation of the sector toward public transport fleets with an appropriate

passenger capacity linked to passenger demand along specific routes;

(c) improved emission standards for the new fleet, which are appropriate and realistic for Khujand

and Tajikistan;

(d) service quality as stipulated in the PSC to be signed with the winning bus companies under

tender; and

(e) elimination of inefficient operational overlap between different operators, both public and

privately owned.

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Currently, the City grants basic operating licenses to minibus operators, with some basic operational

and fleet requirements attached to these licences. However, the City transport department needs to

establish an on-going route-tendering regime that will encourage fair and effective competition (i.e.,

competition “for the market”) to generate acceptable health, safety and environmental standards,

and better operational efficiency on the part of the private services to be provided in future by

varying vehicle capacities to match demand needs along each route.

In this regard, and based on the results of the route structuring exercise, the CDP Consultant shall:

Develop a Consultation Strategy for relevant stakeholders and organise information sessions to

inform the current minibus/minibus operators and other stakeholders of the objectives of the

City as Regulator and the rationale for the regulatory changes. The consultation process should

ensure sufficient transparency and disclosure of the main issues considered by the Regulator, the

feedback of the stakeholders and the responses to this feedback. Furthermore, the process should

be duly publicised on the website of the City administration and in other relevant local media.

Develop a framework to operationalise the ‘competition for the market’ concept, through

procedures and award criteria that provide for the proper incentives embedded into the tendering

process to create a tender that can generate effective competition and lead to improvements in

the standards of service and compliance with higher health and safety and environmental

standards. These incentives should manifest themselves in tender selection criteria, such as:

o legal formation of the bidding company;

o the percentage of owner’s equity;

o the number of units to be brought into operation under the new contract;

o previous operational experience;

o offer of price per km operated and/or price per passenger;

o value of number of minibuses offered to be “traded in” as part of the offer, as the case may

be for the route(s) under tender;

o share of the new bidder company to be held by former small mini/microbus operators in

Khujand; and

o level of air emissions and noise of the new fleet.

Structure the standard conditions for route tendering, multi-year PSC contract duration, and size

of the contract, minimum service standards, safety requirements, sanctions and penalties to be

contained within the new contracts.

Ensure that health, safety and environmental standards are met and in compliance with Tajik and

EU legislation or better.

Prepare a set of guidelines for the tendering procedure and a full set of tender documents for

competitive route tendering.

Advise the City on the most efficient timetable for the tendering process, any phasing of the

processes, as well as on the optimal staffing for tender management and contract/license

monitoring.

Prepare regulatory capacity and monitoring training modules for the City Regulator once the

new private bus services are in place.

The CDP Consultant will assist the City to carry out a pilot-tender including:

(i) Publication of tender announcements in the local and international media;

(ii) Issuing of tender documents;

(iii) Organising a pre-bid meeting, and assistance in reviewing and answering queries;

(iv) Assistance with tender opening;

(v) Drafting a tender evaluation report;

(vi) Advising on contract negotiations with the Preferred Tenderer; and

(vii) Reviewing contract documentation.

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The CDP Consultant will summarise the entire work programme described above, including a

comprehensive analysis and evaluation of the work process and the outcome of each stage in their

final report. The final report should include ‘lessons to be learned’ concerning the full contracting

process, and conclusions and recommendations for contracting out transport services in the future.

3.3.4 Regulatory Monitoring under the Public Service Contract regime

In parallel TC assistance (Integrated Urban Mobility Study), the Bank is supporting the

development of PSCs with all operators, both public and private, in the City. The PSCs to be

instituted in Khujand will incorporate the basic principles that ensure that the City receives a high

quality, efficient service provision by operators who have the proper performance-based incentives

and operational controls in place to deliver the public transport services.

The CDP Consultant will work with the City to develop the capacity and technical know-how to be

able to monitor effectively the new PSCs to be signed. This monitoring ability should include, inter

alia:

i) Developing the design of a public transport regulatory unit to specialize in the monitoring

role of the PSCs and the new competitively tendered bus contracts that will also be based on

the PSC approach;

ii) Developing a concrete set of staff assignment, roles, and tasks for each person assigned to

the new unit;

iii) Adhering to the operational coverage requirements of the City’s public transport operators,

and the geographical area concerned;

iv) Assessing the quality performance of all operators under the parameters (by formulae) set

out in the PSCs on the basis of which any compensation payments from the City to its

operators is to be calculated, in a way that avoids over-compensation for the municipally–

owned company;

v) Benchmarking certain industry costs for the provision of public transport services;

vi) Correctly calculating any public payments to be made for the provision of transport along

social routes (i.e., low-volume) and transport of any social categories of persons, under any

gross cost contracting based on Total Cost per Kilometre Operated within the PSC;

vii) Making suitable arrangements for ticketing and revenue collection;

viii) Maintaining proper records and contracts signed with regard to all PSC awards, describing

the basics of the contract signed (name, ownership, duration, description of service to be

rendered and types of compensation to be paid, and service quality and quantity targets);

ix) Ensuring the adherence of the operators to their obligations with regard to: vehicle type;

safety goals; service quality indicators; tariff plan; ticket sales, information and marketing to

customers;

x) Ensuring the City adheres to its obligations with regard to: payments for services rendered,

on a per kilometre basis; oversight and control of legal and contractual obligations; City

provision and maintenance of transport infrastructure and traffic control measures;

passenger complaints through surveys;

xi) Ensuring the City complies with all Technical Appendices of the PSCs, including: service

and operations plan; vehicle requirements; quality indicators; customer satisfaction index,

based on surveys; tariff, as agreed by the City; method of applying incentives and penalties;

and price indexation.

Once the PSC is determined with the City, the CDP Consultant should assist the City in carrying

out the first round of PSC signing with the Company and at least one private operator which has

won the competitive tendering process.

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4. EXISTING STUDIES

The CDP Consultant will review the existing Public Transport Market Study report prepared by

Corporate Solutions for the City in 2010 and Feasibility Study report prepared by AF-CityPlan and

KPM Consult in 2015, and will define a number of routes (either existing ones or new) to be further

assessed in terms of demand and competition. The review shall develop options for reform of the

urban public bus sector, through review of current capacities and practices, options to revise

existing route licences, development of compensation schemes, licence replacement schemes and

infrastructure and fleet requirements for bus routes.

5. IMPLEMENTATION ARRANGEMENTS AND DELIVERABLES

It is anticipated that the assignment will have an overall duration of 36 months.

The Company will appoint a Steering Committee to review and approve the deliverables of the

CDP Consultant as well as a Project Manager for the daily coordination of activities.

The Company will make available suitable office space for the CDP Consultant’s team and also

provide access to meeting rooms.

The CDP Consultant will be responsible for his experts’ transport, accommodation, living expenses,

communications, materials, printing and report preparation etc. The City will provide access to all

relevant information, studies, legal documents, etc. at no cost to the CDP Consultant.

The CDP Consultant will liaise with the Bank’s Operation Leader based in Dushanbe. The CDP

Consultant will submit to the Company, with a copy to the Bank, the following documents and

materials outlining in detail the results of the tasks defined in section 3 above (in both English and

Russian languages in hard and electronic format, PDF and DOC):

Deliverables No. copies

in Russian

No. copies

in English

Deadline

Initial report describing initial findings and

confirming the work plan for the assignment 2 2 M+1

Monitoring Template for Covenant Reporting 2 2 M+1

Part I – Corporate Development of Bus Company

Capacity Building Programme – Immediate

Needs 2 2 M+3

Draft Maintenance and Repair Programme,

including Implementation Plan 2 2 M+3

Draft PSC 2 2 M+3

Draft FOPIP 2 2 M+4

Final Public Service Contract as negotiated

and signed with the City 2 2 M+6

Draft Corporate Development Programme,

including MIS strategy and HR manuals 2 2 M+9

Capacity Building Programme 2 2 M+9

AFC roll-out plan 2 2 M+9

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Implementation

PSC Monitoring Development and

Implementation

2 2 M+12 and

annual

FOPIP and CDP Monitoring 2 2 M+12 and

6-monthly

Audit reports

2 2

September

2018, June

2019 and

June 2020

Maintenance and Repair Programme

developed and implemented 2 2 M+27

Corporate Development Programme

implemented 2 2 M+33

Part II –Stakeholder Participation and City Support Programme

Stakeholder Participation Programme 2 2 M+6

Implementation

Information Campaign 2 2

M+12 and

annually

Part III –Support for Bus Sector Reform

Public Transport Route Structuring and

Network Plan

2 2 M+6

Bus Reform Mechanisms 2 2 M+12

Competitive Route Tendering for Private Bus

Services, Regulatory Monitoring

2 2 M+15

Bus Reform Mechanisms – Workshop 2 2 M+16

Bus Reforms – Final Outputs 2 2 M+18

Implementation

Bus Reforms – Monitoring, Regulatory

Support

2 2 M+24 and

6 monthly

Final Report with conclusions,

recommendations and lessons learned 2 2 M+36

M = commencement date of the assignment

5.1 Donor Visibility and Reporting

Given the assignment is funded through the EBRD’s donor funded technical cooperation

programme; the CDP Consultant will be required to support the client 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 CDP 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 programmes)

Assist the Bank in collection of data and development of donor reports on quarterly basis

The Bank may provide some donor visibility guidelines to the Consultant at the start of the

Assignment.

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6. CONSULTANT PROFILE

The CDP Consultant will ensure that appropriately qualified experts are available, as required, for

each of the different tasks outlined above. It is expected that the assignment will be led by an

appropriately qualified project manager, accompanied by both key and supporting experts.

It is expected that the team will include a resident Team Leader, who will spend a significant

portion of the assignment working on site.

It is anticipated that the CDP Consultant’s team shall include the following professional expertise

with short-term support as required:

Key Expert Expertise

1) Project Manager

preferably 8 years’ experience in public transport projects,

including experience in managing projects of similar scope and

complexity;

knowledge of IFIs’ policies, procedures and standards.

fluency in written and spoken English is essential.

ability to work in Russian will be considered an advantage.

previous experience in Central Asia would be considered an

advantage.

2) Institutional and

Regulatory

Frameworks Expert


including experience in projects of similar scope and

complexity.

previous experience in Central Asia and a good understanding

of public administration in Tajikistan

fluency in written and spoken English is essential


3) GIS Mapping

Expert



complexity.




advantage.

4) Financial Analysis

and Modelling

Expert

preferably 5 years’ relevant experience in dealing with

financial and contractual, as well as operational and technical

issues, preferably in an urban transport context (service

provision, fleet management, depot space management,

maintenance of the fleet, etc.).



advantage.

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5) Environmental &

Social Expert

Consultants may

propose the following

experts for this role:

one Environmental

& Social Expert; or

one Environmental

Expert and one

Social Expert.

preferably 5 years’ relevant experience working on

environmental & social matters in an urban public transport

context (such as drafting Environmental Impact Assessments

or Action Plans and/or following up on their implementation).

particular familiarity with local conditions in Tajikistan and the

Central Asia region would be an advantage.

experience in Central Asia, including public consultation in the

local context, gender expertise, land acquisition and

resettlement expertise and labour expertise.


6) Ticketing Systems

Expert



complexity.


ability to work in Russian will be considered as an advantage.


advantage.

7) Local Project

Manager /

Technical Expert

preferably 3 years’ relevant experience, including managing

urban public transport projects in similar environments

previous project management experience in Central Asia and a

good understanding of public administration in Tajikistan.

previous experience with corporate development in the sector

will be considered an advantage

fluency in written and spoken Russian or Tajik is essential.

ability to work in English will be considered an advantage.

8) Transport Planning

Expert

preferably 5 years’ relevant experience in urban public

transport projects in similar environments.

previous experience with corporate development in the urban

transport sector will be considered an advantage.




advantage.

9) Bus Fleet and

Infrastructure

Maintenance and

Repair Planning

Expert

preferably 5 years’ relevant experience in public transport

projects, including experience in projects of similar scope and

complexity.




advantage.

10) Bus Operations &

Fleet Management

Expert



complexity.



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11) Public Sector

Procurement Expert

experience in Central Asia of working on projects where public

sector and IFIs’ (international financial institutions’)

procurement policies and rules were applied.



12) Transport

Economics Expert



complexity.




advantage.

13) Civil Engineer

(municipal

infrastructure)



complexity.




advantage.

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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>>

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CONSULTANCY CONTRACT

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 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 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.

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

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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.

(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

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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.

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

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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;

(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

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(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/wor

k/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 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

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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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 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.

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(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.

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

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(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.

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.

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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 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.

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(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 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

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(a) For the purposes of this provision, the following definitions will apply:

(i) Prohibited Practices are defined as one or more of the following:

(a) 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;

(b) 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;

(c) 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;

(d) 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;

(e) a "Misuse of the Bank’s Resources or Bank Assets " which means improper use of the

Bank’s Resources, committed either intentionally or through reckless disregard;

(f) an "Obstructive Practice" which means (1) destroying, falsifying, altering or concealing of

evidence material to a Bank investigation, which impedes the Bank’s investigation; (2)

making false statements to investigators in order to materially impede a Bank investigation

into allegations of a Prohibited Practice; (3) failing to comply with requests to provide

information, documents or records in connection with a Bank investigation; (4) 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 (5) materially

impeding the exercise of the Bank’s contractual rights of audit or inspection or access to

information; and

(g) a "Theft" which means the misappropriation of property belonging to another party.

(ii) "Bank Assets" means any property or asset owned or administered by the Bank, including the

Bank’s name, intellectual property and registered service marks.

(iii) Bank Resources" means the Bank’s ordinary capital resources, Special Funds resources, and/or

cooperation funds or trust funds administered by the Bank.

(iv) Mutual Enforcement Institution" means an international organisation that has entered into an

agreement with the Bank, pursuant to which such institution and the Bank agree to the mutual

enforcement of debarment decisions made by each other, provided that such other institution has

given notice to the Bank that it has fulfilled all requirements for the implementation of such

agreement and has not subsequently withdrawn from such agreement.

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.

(b) The Bank will cancel the portion of the Bank financing allocated to the Contract if it at any time

determines that Prohibited Practices were engaged in by representatives of the Client during the

procurement or the execution of that contract, without the Client having taken timely and

appropriate action satisfactory to the Bank to remedy the situation;

(c) The Bank may declare the Consultant, the Consultant’s Expert(s), employees, agents or sub-

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contractors 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;

(d) The Bank reserves the right, where a Client or the Consultant, the Consultant’s Expert(s),

employees, agents or sub-contractors, 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 Client 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.

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 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.

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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 Client

5.15 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 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

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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 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:

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(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

(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.

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(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

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

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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>>

……………………………………..

Date: …………………………

For and on behalf of <<org_name6>>

……………………………………..

Date: ………………………….

Enclosed:

Appendix I - Consultancy Contract Specific Provisions

Schedule A - Terms of Reference

Schedule B - Staffing Schedule and Breakdown of Costs

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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:

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

after the conclusion of the Services;

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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 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>>.

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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 B

Staffing 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]

1. Fees :

[contract_ccy3]

Name of Expert Job Title Working

Period

In the

Field

In Home

Office

Total

Period

Expert

Rate

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 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) [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:

Donor Funded Operations


One Exchange Square

London EC2A 2JN, UK

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 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 EBRD (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

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

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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.

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 payment of invoices should be addressed by e-mail to Donor

Funded Operations <[email protected]>.
