PHILIPPINE BIDDING DOCUMENTS

Creative Agency for the Sustainable
Tourism Campaign

Ref. No. : DOT-BAC-REI No. 2018-007

TABLE OF CONTENTSPART IISECTION I. NOTICE OF ELIGIBILITY AND SHORT LISTING..................................3
SECTION II. INSTRUCTIONS TO BIDDERS .............................................................6
SECTION III. BID DATA SHEET ......................................................................... 36
SECTION IV. GENERAL CONDITIONS OF CONTRACT ....................................... 41
SECTION V. SPECIAL CONDITIONS OF CONTRACT ........................................... 66
SECTION VI. TERMS OF REFERENCE ................................................................ 72
SECTION VII. BIDDING FORMS ......................................................................... 73
SECTION VIII. APPENDICES .............................................................................. 982

Section I. Notice of Eligibility andShort Listing
November 22, 2018
MS. MARIA LUISA L. CHONGSON
President & Chief Operating Officer
Ace Saatchi & Saatchi Advertising, Inc.
Saatchi House, 2296 Don Chino Roces Extension
Makati City 1231
MS. FLOR ANGELA S. ANTONIO
President and Chief Operations Officer
ASPAC Creative Communications, Inc.
10F AO United Life Bldg.,
837 Arnaiz Avenue, Makati City
Ms. FRANCESCA KAHN-GONZALESManaging Director
BBDO GUERRERO, INC.
17F Frabelle Business Center
111 Rada Street, Legaspi Village, Makati City
MS. ELVINA HENSONManaging Director
DDB PHILIPPINES, INC.
16F Two World Square, 22 Upper McKinley Road
McKinley Hill, Fort Bonifacio, Taguig City
Telephone No.: 856-7888
Ms. PORTIA CATUIRAManaging Director
TBWA/Santiago Mangada Puno Advertising, Inc.
1195 Chino Roces corner Yakal
San Antonio Village, Makati City
Ms. DIANA V. LESACA
CEO and President
WEBER SHANDWICK PHILIPPINES, INC.
4F Metropol Bldg., 1009 Metropolitan Avenue
Brgy. Sta. Cruz, Makati City
Dear Bidders:
1.

The Department of Tourism (hereinafter called “Procuring Entity” has received
financing (hereinafter called “funds”) from General Appropriations Act 2018
(hereinafter called the “Funding Source”) toward the cost of Creative Agency for the
Sustainable Tourism Campaign. The Procuring Entity intends to apply a portion of3

the funds in the amount of Sixty Million Philippine Pesos (PhP 60,000,000.00) toeligible payments under the contract for DOT-BAC-REI No. 2018-007 for which the
Bidding Documents is issued.
2.

The Procuring Entity now invites bids to provide the following Consulting Services:
creation and launching of a brand to aid in promoting sustainable tourism in thePhilippines using a comprehensive research study as basis. More details on theservices are provided in the Terms of Reference (TOR) for the project.

3.

The Consultant shall be selected and employed in accordance with Quality-Based
Evaluation (QBE) procedures as described in the Bidding Documents.

4.

This notice has been addressed to the following short listed consultants:
ACE/SAATCHI & SAATCHI ADVERTISING, INC.
ASPAC CREATIVE COMMUNICATIONS, INC.
BBDO GUERRERO, INC.
DDB PHILIPPINES, INC.
TBWA/SANTIAGO MANGADA PUNO ADVERTISING, INC.
WEBER SHANDWICK PHILIPPINES, INC.

5.

It is not permissible for you to transfer this invitation to any other consultant.

6.

The Bidding Documents may be acquired at the 4th Floor, Procurement Management
Division Office, DOT Bldg., No. 351 Sen. Gil Puyat Avenue, Makati City during.
8:00 a.m. to 5:00 p.m. from November 27 to December 17, 2018 upon payment of an
applicable fee for the Bidding Documents, pursuant to the latest Guidelines issued by
the GPPB, in the amount of PhP 50,000.00.

7.

The DOT will hold a Pre-Bid Conference on December 5, 2018 at 10:00 a.m. at 4th
Floor Conference Room, DOT Bldg. No. 351 Sen. Gil Puyat Avenue, Makati City,
which shall be open to all short listed consultants.
Yours sincerely,(original signed)
ASEC. ROBERTO P. ALABADO III
BAC Chairperson4Bidding Documents
Republic of the Philippines
Creative Agency for the Sustainable
Tourism Campaign

DOT(TD)-BAC-REI NO. 2018-007

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Section II. Instructions to Bidders
TABLE OF CONTENTS
A.

B.

C.

D.

E.

GENERAL .................................................................................................... 8
1.

Introduction ............................................................................................................ 82.

Conflict of Interest ................................................................................................. 8

3.

Corrupt, Fraudulent, Collusive, Coercive, and Obstructive Practices ................. 10

4.

Consultant’s Responsibilities ............................................................................... 12

5.

Origin of Associated Goods ................................................................................. 14

6.

Subcontracts ......................................................................................................... 14

CONTENTS OF BIDDING DOCUMENTS ...................................................... 14
7.

Pre-Bid Conference .............................................................................................. 15

8.

Clarifications and Amendments to Bidding Documents ..................................... 15

PREPARATION OF BIDS ............................................................................. 16
9.

Language of Bids ................................................................................................. 16

10.

Documents Comprising the Bid: Technical Proposal ......................................... 16

11.

Documents Comprising the Bid: Financial Proposal .......................................... 19

12.

Alternative Bids .................................................................................................. 20

13.

Bid Currencies .................................................................................................... 20

14.

Bid Validity......................................................................................................... 20

15.

Bid Security ........................................................................................................ 21

16.

Format and Signing of Bids ................................................................................ 23

17.

Sealing and Marking of Bids .............................................................................. 23

SUBMISSION OF BIDS ................................................................................ 24
18.

Deadline for Submission of Bids ........................................................................ 24

19.

Late Bids ............................................................................................................. 24

20.

Modification and Withdrawal of Bids ................................................................ 25

EVALUATION AND COMPARISON OF BIDS................................................ 25
21.

Process to be Confidential .................................................................................. 25

22.

Clarification of Bids ............................................................................................ 27

23.

Bid Evaluation .................................................................................................... 27

24.

Opening and Evaluation of Technical Proposals ................................................ 27
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F.

25.

Opening and Evaluation of Financial Proposals ................................................. 28

26.

Negotiations ........................................................................................................ 29

27.

Post Qualification................................................................................................ 30

28.

Reservation Clause.............................................................................................. 31

AWARD OF CONTRACT ............................................................................. 32
29.

Contract Award ................................................................................................... 32

30.

Signing of the Contract ....................................................................................... 33

31.

Performance Security .......................................................................................... 34

32.

Notice to Proceed ................................................................................................ 35

33.

Protest Mechanism…………………………………………………………... 53

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A. General
1.

2.

Introduction
1.1.

The Procuring Entity named in the Bid Data Sheet (BDS) shall select anindividual, sole proprietorship, cooperative, partnership, corporation, ora joint venture (JV) (hereinafter referred to as “Consultant”) from among
those short listed, in accordance with the evaluation procedure specified
in the BDS.

1.2.

The Procuring Entity has received financing (hereinafter called “funds”)
from the source indicated in the BDS (hereinafter called the “Funding
Source”) toward the cost of the Project named in the BDS. The Procuring
Entity intends to apply a portion or the whole of the funds to payments
for this Project.

1.3.

Consultants are invited to submit bids composed of a technical proposal
and a financial proposal for Consulting Services required for this Projectdescribed in the BDS. Bids shall be the basis for contract negotiations
and ultimately for a signed contract with the selected Consultant.

1.4.

If the BDS indicates that the Project will be completed in phases, eachphase must be completed to the Procuring Entity’s satisfaction prior tothe commencement of the next phase.

1.5.

Consultants must familiarize themselves with local conditions and takethem into account in preparing their bids. To obtain firsthandinformation on the project and on the local conditions, Consultants areencouraged to visit the Procuring Entity before submitting a bid and toattend the pre-bid conference specified in ITB Clause 7.

1.6.

The Consultants’ costs of preparing their bids and negotiating thecontract, including a visit to the Procuring Entity, are not reimbursable
as a direct cost of the project.

1.7.

Consultants shall not be under a declaration of ineligibility for corrupt,
fraudulent, collusive, coercive or obstructive practices issued by theFunding Source or the Procuring Entity in accordance with ITB Clause
3.1.

Conflict of Interest
2.1.

The Funding Source’s policy requires that Consultants provide
professional, objective, and impartial advice and at all times hold theProcuring Entity’s interests paramount, without any consideration for
future work, and strictly avoid situations where a conflict of interest shallarise with their other projects or their own interests. Consultants shallnot be hired for any project that would be in conflict with their prior or
current obligations to other entities, or that may place them in a positionof not being able to carry out the Project in the best interest of the8Procuring Entity. Without limitation on the generality of this rule,
Consultants shall not be hired under the circumstances set forth below:

2.2.

(a)

If a Consultant combines the function of consulting with those ofcontracting and/or supply of equipment for the same Project;(b)

If a Consultant is associated with, affiliated to, or owned by acontractor or a manufacturing firm with departments or design
offices offering services as consultants unless such Consultant
includes relevant information on such relationships along with astatement in the Technical Proposal cover letter to the effect that
the Consultant shall limit its role to that of a consultant anddisqualify itself and its associates from work in any other capacitythat may emerge from the Project (including bidding for any partof the future project). The contract with the Consultant selected toundertake the Project shall contain an appropriate provision tosuch effect; or(c)

If there is a conflict among consulting projects, the Consultant(including its personnel and subconsultants) and any subsidiaries
or entities controlled by such Consultant shall not be recruited forthe relevant project. The duties of the Consultant depend on thecircumstances of each case. While continuity of consulting services
may be appropriate in particular situations where no conflictexists, a Consultant cannot be recruited to carry out a project that,by its nature, shall result in conflict with a prior or current projectof such Consultant. Examples of the situations mentioned arewhen a Consultant engaged to prepare engineering design for an
infrastructure project shall not be recruited to prepare an
independent environmental assessment for the same project;similarly, a Consultant assisting a Procuring Entity inprivatization of public assets shall not purchase, nor advise
purchasers, of such assets; or a Consultant hired to prepare Termsof Reference (TOR) for a project shall not be recruited for the
project in question.

Consultants shall not be related to the Head of the Procuring Entity(HoPE), members of the BAC, the TWG, and the BAC Secretariat, thehead of the PMO or the end-user unit, and the project consultants, by
consanguinity or affinity up to the third civil degree. The prohibition
shall apply as follows:(a)

If the Consultant is an individual or sole proprietorship, then tohimself;(b)

If the Consultant is a partnership, then to all its officers andmembers;(c)

If the Consultant is a corporation, then to all its officers, directors
and controlling stockholders;

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(d)

If the Consultant is a cooperative, to all its officers, directors, andcontrolling shareholders or members; or(e)

If the Consultant is a JV, the provisions of items (a), (b), (c), or (d)of this Section shall correspondingly apply to each of the membersof the said joint venture, as may be appropriate.

Relationship of the nature described above or a failure to comply with theprovisions of this clause will result in the rejection of the Consultant’s bid.

3.

2.3.

Subject to the provisions of ITB Clause 2, any previous or ongoingparticipation by the Consultant, its professional staff, or its affiliates or
associates under a contract with the Funding Source or the Procuring
Entity in relation to this Project may result in the rejection of its bid.
Consultants should clarify their situation in that respect with theProcuring Entity before preparing its bid.

2.4.

Failure by a Consultant to fully disclose potential conflict of interest at thetime of Bid submission, or at a later date in the event that the potential
conflict arises after such date, shall result in the Procuring Entity and/or
the Funding Source seeking the imposition of the maximum
administrative, civil and criminal penalties up to and including
imprisonment.

2.5.

Consultants are discouraged to include officials and employees of theGovernment of the Philippines (GoP) as part of its personnel.
Participation of officials and employees of the GoP in the Project shall be
subject to existing rules and regulations of the Civil Service Commission.

2.6.

Fairness and transparency in the selection process require that
Consultants do not derive unfair competitive advantage from having
provided consulting services related to the Project in question. To thisend, the Procuring Entity shall make available to all the short listed
consultants together with the Bidding Documents all information thatwould in that respect give each Consultant a competitive advantage.

Corrupt, Fraudulent, Collusive, Coercive, and Obstructive Practices
3.1.

The Procuring Entity as well as the Consultants shall observe the highest
standard of ethics during the procurement and execution of the contract.
In pursuance of this policy, the Procuring Entity:(a)defines, for purposes of this provision, the terms set forth below asfollows:(i)“corrupt practice” means behavior on the part of officials
in the public or private sectors by which they improperly
and unlawfully enrich themselves, others, or induce others
to do so, by misusing the position in which they are placed,
and includes the offering, giving, receiving, or soliciting ofanything of value to influence the action of any such official
10

in the procurement process or in contract execution;entering, on behalf of the GoP, into any contract ortransaction manifestly and grossly disadvantageous to thesame, whether or not the public officer profited or willprofit thereby, and similar acts as provided in Republic Act
3019.

(b)

(ii)

“fraudulent practice” means a misrepresentation of facts inorder to influence a procurement process or the executionof a contract to the detriment of the Procuring Entity, andincludes collusive practices among Bidders (prior to or after
bid submission) designed to establish bid prices at artificial,non-competitive levels and to deprive the Procuring Entityof the benefits of free and open competition.

(iii)“collusive practices” means a scheme or arrangement
between two or more Bidders, with or without theknowledge of the Procuring Entity, designed to establish
bid prices at artificial, non-competitive levels.

(iv)“coercive practices” means harming or threatening toharm, directly or indirectly, persons, or their property to
influence their participation in a procurement process, or
affect the execution of a contract;(v)“obstructive practice” is(aa)deliberately destroying, falsifying, altering orconcealing of evidence material to an administrative
proceedings or investigation or making false statements
to investigators in order to materially impede an
administrative proceedings or investigation of the
Procuring Entity or any foreign government/foreign orinternational financing institution into allegations of acorrupt, fraudulent, coercive or collusive practice;
and/or threatening, harassing or intimidating any party
to prevent it from disclosing its knowledge of mattersrelevant to the administrative proceedings orinvestigation or from pursuing such proceedings orinvestigation; or(bb)acts intended to materially impede the exercise of theinspection and audit rights of the Procuring Entity
or any foreign government/foreign or international
financing institution herein.

will reject a proposal for award if it determines that the Bidder
recommended for award has engaged in any of the practices
mentioned in this Clause for purposes of competing for thecontract.

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4.

3.2.

Further, the Procuring Entity will seek to impose the maximum civil,
administrative, and/or criminal penalties available under applicable laws
on individuals and organizations deemed to be involved in any of thepractices mentioned in ITB Clause 3.1(a).

3.3.

Furthermore, the Funding Source and the Procuring Entity reserve theright to inspect and audit records and accounts of a Consultant in thebidding for and performance of a contract themselves or throughindependent auditors as reflected in the GCC Clause 51.

Consultant’s Responsibilities
4.1.

The Consultant or its duly authorized representative shall submit a sworn
statement in the form prescribed in Section VII. Bidding Forms as
required in ITB Clause 10.2(d).

4.2.

The Consultant is responsible for the following:(a)

Having taken steps to carefully examine all of the Bidding
Documents;(b)

Having acknowledged all conditions, local or otherwise, affecting
the implementation of the contract;(c)

Having made an estimate of the facilities available and needed forthis Project, if any;(d)Having complied with its responsibility to inquire or secure
Supplemental/Bid Bulletin/s as provided under ITB Clause 8.4.

(e)Ensuring that it is not “blacklisted” or barred from bidding by the
GoP or any of its agencies, offices, corporations, or LGUs,
including foreign government/foreign or international financing
institution whose blacklisting rules have been recognized by the
GPPB;

(f)

Ensuring that each of the documents submitted in satisfaction of
the bidding requirements is an authentic copy of the original,
complete, and all statements and information provided therein
are true and correct;(g)

Authorizing the Head of the Procuring Entity or its duly
authorized representative/s to verify all the documents submitted;(h)Ensuring that the signatory is the duly authorized representativeof the Bidder, and granted full power and authority to do, executeand perform any and all acts necessary to participate, submit thebid, and to sign and execute the ensuing contract, accompanied by
the duly notarized Special Power of Attorney, Board/Partnership
Resolution, or Secretary’s Certificate, whichever is applicable;

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(i)

Complying with the disclosure provision under Section 47 of RA
9184 and its IRR in relation to other provisions of Republic Act
3019;

(j)

Complying with existing labor laws and standards, in the case of
procurement of services. Moreover, bidder undertakes to:(i)Ensure the entitlement of workers to wages, hours of work,safety and health and other prevailing conditions of work as
established by national laws, rules and regulations; orcollective bargaining agreement; or arbitration award, if
and when applicable.
In case there is a finding by the Procuring Entity or the
DOLE of underpayment or non-payment of workers’ wage
and wage-related benefits, bidder agrees that theperformance security or portion of the contract amountshall be withheld in favor of the complaining workers
pursuant to appropriate provisions of Republic Act No.
9184 without prejudice to the institution of appropriate
actions under the Labor Code, as amended, and other social
legislations.

(ii)

Comply with occupational safety and health standards andto correct deficiencies, if any.
In case of imminent danger, injury or death of the worker,
bidder undertakes to suspend contract implementation
pending clearance to proceed from the DOLE Regional
Office and to comply with Work Stoppage Order; and

(iii)

(k)

Inform the workers of their conditions of work, laborclauses under the contract specifying wages, hours of workand other benefits under prevailing national laws, rules andregulations; or collective bargaining agreement; orarbitration award, if and when applicable, through postingin two (2) conspicuous places in the establishment’s
premises; andEnsuring that it did not give or pay, directly or indirectly, any
commission, amount, fee, or any form of compensation, pecuniaryor otherwise, to any person or official, personnel or representativeof the government in relation to any procurement project or
activity.

Failure to observe any of the above responsibilities shall be at the risk of theConsultant concerned.
4.3.

It shall be the sole responsibility of the prospective bidder to determine
and to satisfy itself by such means as it considers necessary or desirable as
to all matters pertaining to this Project, including: (a) the location and the13nature of the contract, project, or work; (b) climatic conditions; (c)transportation facilities; (c) nature and condition of the terrain, geologicalconditions at the site communication facilities, requirements, location andavailability of construction aggregates and other materials, labor, water,electric power and access roads; and (d) other factors that may affect thecost, duration and execution or implementation of the contract, project,
or work.

5.

4.4.

The Procuring Entity shall not assume any responsibility regarding
erroneous interpretations or conclusions by the Consultant out of the data
furnished by the Procuring Entity. However, the Procuring Entity shallensure that all information in the Bidding Documents, including
supplemental/bid bulletins issued are correct and consistent.

4.5.

Before submitting their bids, the Consultants are deemed to have become
familiar with all existing laws, decrees, ordinances, acts and regulations of
the GoP which may affect the contract in any way.

4.6.

The Consultant shall bear all costs associated with the preparation andsubmission of his bid, and the Procuring Entity will in no case be
responsible or liable for those costs, regardless of the conduct or outcomeof the bidding process.

4.7.

Consultants should note that the Procuring Entity will only accept bids
from those that have paid the applicable fee for the Bidding Documents atthe office indicated in the Request for Expression of Interest.

Origin of Associated Goods
Unless otherwise indicated in the BDS, there is no restriction on the origin ofGoods other than those prohibited by a decision of the United Nations Security
Council taken under Chapter VII of the Charter of the United Nations.

6.

Subcontracts
6.1.

Unless otherwise specified in the BDS, the Consultant may subcontract
portions of the Consulting Services to an extent as may be approved by
the Procuring Entity and stated in the BDS. However, subcontracting ofany portion shall not relieve the Consultant from any liability or
obligation that may arise from the contract for this Project.

6.2.

Subconsultant must comply with the eligibility criteria and the
documentary requirements specified in the BDS. In the event that any
subconsultant is found by the Procuring Entity to be ineligible, thesubcontracting of such portion of the Consulting Services shall bedisallowed.

6.3.

The Consultant may identify the subconsultant to whom a portion of theConsulting Services will be subcontracted at any stage of the bidding
process or during contract implementation. If the Consultant opts todisclose the name of the subconsultant during bid submission, the14Consultant shall include the required documents as part of the technicalcomponent of its bid. A subconsultant that is identified by the Consultant
during contract implementation must comply with the eligibility criteria
and documentary requirements and secure approval of the Procuring
Entity.

B. Contents of Bidding Documents
7.

8.

Pre-Bid Conference
7.1.

If so specified in the BDS, a pre-bid conference shall be held at the venue
and on the date indicated therein, to clarify and address the Consultants’questions on the technical and financial components of this Project.

7.2.

The pre-bid conference shall be held at least twelve (12) calendar days
before the deadline for the submission and receipt of bids, but not earlier
than seven (7) calendar days from the determination of the shortlisted
consultants. If the Procuring Entity determines that, by reason of themethod, nature, or complexity of the contract to be bid, or wheninternational participation will be more advantageous to the GoP, alonger period for the preparation of bids is necessary, the pre-bid
conference shall be held at least thirty (30) calendar days before thedeadline for the submission and receipt of bids.

7.3.

Consultants are encouraged to attend the pre-bid conference to ensurethat they fully understand the Procuring Entity’s requirements. Nonattendance of the Consultant will in no way prejudice its bid; however,
the Consultant is expected to know the changes and/or amendments to the
Bidding Documents as recorded in the minutes of the pre-bid conference
and the Supplemental/Bid Bulleting. The minutes of the pre-bid
conference shall be recorded and prepared not later than five (5) calendar
days after the pre-bid conference. The minutes shall be made available toprospective bidders not later than five (5) days upon written request.

7.4.

Decisions of the BAC amending any provision of the bidding documents
shall be issued in writing through a Supplemental/Bid Bulletin at least
seven (7) calendar days before the deadline for the submission and receipt
of bids.

Clarifications and Amendments to Bidding Documents
8.1.

Shortlisted consultants may request for clarification(s) on and/or aninterpretation of any part of the Bidding Documents. Such a request must
be in writing and submitted to the Procuring Entity at the address
indicated in the BDS at least ten (10) calendar days before the deadline set
for the submission and receipt of bids.

8.2.

The BAC shall respond to the said request by issuing a Supplemental/Bid
Bulletin to be made available to all those who have properly secured the15

Bidding Documents at least seven (7) calendar days before the deadline
for the submission and receipt of Bids.
8.3.

Supplemental/Bid Bulletins may also be issued upon the Procuring
Entity’s initiative for purposes of clarifying or modifying any provision of
the Bidding Documents not later than seven (7) calendar days before thedeadline for the submission and receipt of bids. Any modification to the
Bidding Documents shall be identified as an amendment.

8.4.

Any Supplemental/Bid Bulletin issued by the BAC shall also be posted in
the PhilGEPS and the website of the Procuring Entity concerned, if
available and at any conspicuous place in the premises of the Procuring
Entity concerned. It shall be the responsibility of all Consultants who
have properly secured the Bidding Documents to inquire and secure
Supplemental/Bid Bulletins that may be issued by the BAC. However,Consultants who have submitted bids before the issuance of the
Supplemental/Bid Bulletin must be informed and allowed to modify orwithdraw their bids in accordance with ITB Clause 20.

C. Preparation of Bids
9.

Language of Bids
The eligibility requirements or statements, the bids, and all other documents tobe submitted to the BAC must be in English. If the eligibility requirements orstatements, the bids, and all other documents submitted to the BAC are inforeign language other than English, it must be accompanied by a translation of
the documents in English. The documents shall be translated by the relevant
foreign government agency, the foreign government agency authorized totranslate documents, or a registered translator in the foreign bidder’s country;
and shall be authenticated by the appropriate Philippine foreign service
establishment/post or the equivalent office having jurisdiction over the foreignbidder’s affairs in the Philippines. The English translation shall govern, forpurposes of interpretation of the bid.

10.

Documents Comprising the Bid: Technical Proposal
10.1.

While preparing the Technical Proposal, Consultants must give
particular attention to the following:(a)

The Technical Proposal shall not include any
information. Any Technical Proposal containing
information shall be declared non-responsive.

(b)

For projects on a staff-time basis, the estimated number ofprofessional staff-months specified in the BDS shall be compliedwith. Bids shall, however, be based on the number of professional
staff-months estimated by the Consultant.

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financialfinancial10.2.

(c)

Proposed professional staff must, at a minimum, have theexperience indicated in the BDS, preferably working underconditions similar to those prevailing in the Republic of thePhilippines.

(d)

No alternative professional staff shall be proposed, and only one
Curriculum Vitae (CV) may be submitted for each position.

The
Technical
Proposal
information/documents:

shallcontainthefollowing(a)Technical Proposal Submission Form shall be the cover letter of
the Technical Proposal, using the form prescribed in Section VII.
Bidding Forms (TPF 1).

(b)

Bid security as prescribed in ITB Clause 15. If the bidder opts tosubmit the bid security in the form of:

(c)

(i)

a bank draft/guarantee or an irrevocable Letter of Credit
issued by a foreign bank, it shall be accompanied by aconfirmation from a Universal or Commercial Bank; or(ii)

a surety bond accompanied by a certification coming fromthe Insurance Commission that the surety or insurancecompany is authorized to issue such instrument.

Information indicated in the paragraphs below must be provided
by the Consultant and each partner and/or subconsultant, if any,
following the formats described in the Technical Proposal Forms:(i)

A brief description of the organization and outline of recent
experience of the Consultant and each partner and/or
subconsultant on projects of a similar and related nature as
required in form TPF 2. Consultant’s References. For
each project, the outline should indicate inter alia, theproject, contract amount and the Consultant’s involvement.
Information should be provided only for those projects forwhich the Consultant was legally contracted by itself or as
one of the major participating consultants within an
association.
Whenever applicable, the experience ofindividual experts from projects completed independentlyor when associated with consultants other than the one withwhom the individual is currently associated with cannot be
claimed as the experience of the current consultant or any
one of its partners and/or subconsultants, but can beclaimed by the individuals themselves in their CVs.
Consultants should be prepared to substantiate the claimed
experience if so requested by the Procuring Entity.

(ii)

Comments, if any, on the TOR (TPF 3. Comments and
Suggestions of Consultant on the Terms of Reference and17

on Data, Services, and Facilities to be Provided by theProcuring Entity) to improve performance in carrying out
the Project. Innovativeness shall be appreciated, including
workablesuggestions
that
could
improvethequality/effectiveness of the Project. In this regard, unlessthe Consultant clearly states otherwise, it shall be assumed
by the Procuring Entity that work required to implement
any such improvements, are included in the inputs shownon the Consultant’s Staffing Schedule. It shall include a listof facilities requested by the Consultant to be provided by
the Procuring Entity, if any, in addition to those shown on
the Data Sheet that may include support facilities such as:counterpart staff, office space, local transportation,equipment, domestic administrative support, etc. thatwould be needed to carry out the project.
(iii)

A concise, complete, and logical description of how theConsultant’s team shall carry out the services to meet all
requirements of the TOR using TPF 4. Description of the
Methodology and Work Plan for Performing the Project.

(iv)

An organization chart of the key and support staff
indicating their tasks and relationships amongst theConsultant and any partner and/or subconsultant, theProcuring Entity, the Funding Source and the GoP, andother parties or stakeholders, if any, involved in the projectusing TPF 5. Team Composition and Task.

(v)

The name, age, nationality, background employment
record, and professional experience of each nominatedexpert including ongoing projects, with particular reference
to the type of experience required for the tasks assigned
should be presented in the CV format shown in TPF 6.
Format of Curriculum Vitae (CV) for Proposed
Professional Staff. A duly notarized CV for each consultant
involved in the Project shall be submitted for each position.

(vi)

The Procuring Entity requires that each expert confirm
that the content of his/her CV is correct and the experts
themselves should sign the certification of the CV. In
addition, the expert should submit a signed written
commitment stating that the expert shall work for the
Project once awarded the contract. A zero rating shall begiven to a nominated expert if the expert:(vi.1) is proposed for a domestic position but is not a
Filipino citizen;(vi.2) failed to state nationality on the CV; or18

(vi.3) the CV is not signed in accordance with paragraph(v) above.

(d)

11.

(vii)

A Time Schedule (TPF 7. Time Schedule for Professional
Personnel) indicating clearly the estimated duration interms of person-months (shown separately for work in thefield and in the home office) and the proposed timing ofeach input for each nominated expert, including domestic
experts, if required, using the format shown. The scheduleshall also indicate when experts are working in the project
office and when they are working at locations away fromthe project office.

(viii)

A work plan showing in graphical format (bar chart) thetiming of major activities, anticipated coordination
meetings, and deliverables such as reports required under
the TOR using TPF 8. Activity (Work) Schedule.

Sworn statement in accordance with Section 25.3 of the IRR of RA
9184 and using the form prescribed in Section VII. Bidding Forms.

Documents Comprising the Bid: Financial Proposal
11.1.

All information provided in a Consultant’s Financial Proposal shall betreated as confidential. The Financial Proposal must be submitted in
hard copy using the format shown in Financial Proposal Forms.

11.2.

The Financial Proposal requires completion of six (6) forms, particularly,
FPF 1, FPF 2, FPF 3, FPF 4, FPF 5, and FPF 6. FPF 1. Financial
Proposal Submission Form should form the covering letter of the
Financial Proposal. Form FPF 2. Summary of Costs FPF 3. Breakdownof Price per Activity, FPF 4. Breakdown of Remuneration per Activity,
FPF 5. Reimbursables per Activity, and FPF 6. Miscellaneous Expenses,
relate to the costs of consulting services under two distinct categories,
namely: (a) Remuneration; and (b) Reimbursable Expenditures.

11.3.

Remuneration is divided into billing rate estimates for international anddomestic consultants. Reimbursable Expenditures are divided into perdiem rates for international and domestic consultants and costs for otherreimbursable expenditure items required to perform the consulting
services.

11.4.

The list of experts, and their respective inputs, identified in Financial
Proposal Forms, must match the list of experts and their respective inputs
shown in Technical Proposal Forms.

11.5.

The Consultant shall be subject to Philippine taxes on amounts payable
by the Procuring Entity under the contract through mandated
withholding by local tax authorities of specified percentages of suchamounts or otherwise. The BDS details the taxes payable.

19

12.

11.6.

The Financial Proposal should clearly estimate, as a separate amount, thelocal taxes (including social security), duties, fees, levies, and othercharges imposed under the applicable law, on the Consultants, thesubconsultants, and its personnel (other than Philippine Nationals orpermanent residents of the Philippines).

11.7.

Unless otherwise provided in the BDS, total calculated bid prices, as
evaluated and corrected for minor arithmetical corrections, such as
computational errors, which exceed the approved budget for the contract(ABC) shall not be considered.

Alternative Bids
Consultants participating in more than one bid or associating with any otherentity other than those already provided in its eligibility documents and allowedby the Procuring Entity shall be disqualified.

13.

14.

Bid Currencies
13.1.

All bid prices shall be quoted in Philippine Pesos unless otherwise
provided in the BDS. However, for purposes of bid evaluation, bids
denominated in foreign currencies shall be converted to Philippine
currency based on the exchange rate prevailing on the day of the bid
opening.

13.2.

If so allowed in accordance with ITB Clause 13.1, the Procuring Entity for
purposes of bid evaluation and comparing the bid prices will convert theamounts in various currencies in which the bid price is expressed toPhilippine Pesos at the exchange rate as published in the Bangko Sentral
ng Pilipinas (BSP) reference rate bulletin on the day of the bid opening.

13.3.

Unless otherwise specified in the BDS, payment of the contract price shallbe made in Philippine Pesos.

Bid Validity
14.1.

Bids shall remain valid for the period specified in the BDS which shall not
exceed one hundred twenty (120) calendar days from the date of the
opening of bids.

14.2.

In exceptional circumstances, prior to the expiration of the bid validity
period, the Procuring Entity may request Consultants to extend theperiod of validity of their bids. The request and the responses shall bemade in writing. The bid security described in ITB Clause 15 should also
be extended corresponding to the extension of the bid validity period at
the least. A Consultant may refuse the request without forfeiting its bid
security, but his bid shall no longer be considered for further evaluation
and award. A Consultant granting the request shall not be required or
permitted to modify its bid.

20

15.

Bid Security
15.1.

The Consultant shall submit a Bid Securing Declaration or any form of
Bid Security in an amount stated in the BDS, which shall be not less thanthe percentage of the ABC in accordance with the following schedule:
Amount of Bid Security(Not less than thePercentage of the ABC)

Form of Bid Securitya) Cash or cashier’s/manager’s
check issued by a Universal orCommercial Bank.
b) Bankdraft/guaranteeorirrevocable letter of credit issued
by a Universal or Commercial
Bank: Provided, however, that it
shallbeconfirmedorauthenticated by a Universal orCommercial Bank, if issued by aforeign bank.
c) Surety bond callable upon
demand issued by a surety or
insurancecompany
duly
certified by the InsuranceCommission as authorized toissue such security.

Two percent (2%)

Five percent (5%)

The Bid Securing Declaration mentioned above is an undertaking whichstates, among others, that the bidder shall enter into contract with theProcuring Entity and furnish the performance security required under
ITB Clause 31, within ten (10) calendar days from receipt of the Notice ofAward, and commits to pay the corresponding amount as fine, and besuspended for a period of time from being qualified to participate in any
government procurement activity in the event it violates any of theconditions stated therein as provided in the guidelines issued by the
GPPB.
15.2.

The bid security should be valid for the period specified in the BDS. Any
bid not accompanied by an acceptable bid security shall be rejected by theProcuring Entity as non-responsive.

15.3.

No bid securities shall be returned to the Consultants after the opening ofbids and before contract signing, except to those that failed or declared as
post-disqualified, upon submission of a written waiver of their right to filea request for reconsideration and/or protest or lapse of the reglementary
period without having filed a request for reconsideration or protest.
Without prejudice on its forfeiture, bid securities shall be returned only
21

after the bidder with the Highest Rated Responsive Bid (HRRB) has
signed the contract and furnished the performance security, but in nocase later than the expiration of the bid security validity period indicatedin ITB Clause 15.2.
15.4.

Upon signing and execution of the contract pursuant to ITB Clause 31,
and the posting of the performance security pursuant to ITB Clause 32,
the Consultant’s bid security will be discharged, but in no case later thanthe bid security validity period as indicated in ITB Clause 15.2.

15.5.

The bid security may be forfeited:(a)

if a Consultant:(i)withdraws its bid during the period of bid validity specified
in ITB Clause 15.2;(ii)

does not accept the correction of errors pursuant to ITBClause 11.7;(iii)

has a finding against the veracity of the required documents
submitted in accordance with ITB Clause 27.2;(iv)

submission of eligibility requirements containing false
information or falsified documents;(v)

any submission of bids that contain false information or
falsified documents, or the concealment of such informationin the bids in order to influence the outcome of eligibility
screening or any other stage of the public bidding;(vi)

allowing the use of one’s name, or using the name ofanother for purposes of public bidding;(vii)

withdrawal of a bid, or refusal to accept an award, or enter
into contract with the Government without justifiable
cause, after the Bidder had been adjudged as having
submitted the LCRB;(viii)

refusal or failure to post the required performance security
within the prescribed time;(ix)

refusal to clarify or validate in writing its bid during postqualification within a period of seven (7) calendar days
from receipt of the request for clarification;(x)

any documented attempt by a Bidder to unduly influence
the outcome of the bidding in his favor;(xi)

failure of the potential joint venture partners to enter into
the joint venture after the bid is declared successful; or22

(xii)

(b)

16.

17.

all other acts that tend to defeat the purpose of thecompetitive bidding, such as habitually withdrawing frombidding, submitting late Bids or patently insufficient bid,
for at least three (3) times within a year, except for valid
reasons.

if the successful Consultant:(i)fails to sign the contract in accordance with ITB Clause 31;(ii)

fails to furnish performance security in accordance withITB Clause 32; or(iii)

any other reason stated in the BDS.

Format and Signing of Bids
16.1.

Consultants shall submit their bids through their duly authorized
representative using the appropriate forms provided in Section VII.
Bidding Forms on or before the deadline specified in the ITB Clause 18 in
two (2) separate sealed bid envelopes, and which shall be submitted
simultaneously. The first shall contain the technical proposal and thesecond shall contain the financial proposal.

16.2.

Forms as mentioned in ITB Clause 16.1 must be completed without any
alterations to their format, and no substitute form shall be accepted. All
blank spaces shall be filled in with the information requested.

16.3.

The Consultant shall prepare an original of the first and second envelopes
as described in ITB Clauses 10 and 11. In addition, the Consultant shallsubmit copies of the first and second envelopes. In the event of any
discrepancy between the original and the copies, the original shall prevail.

16.4.

Each and every page of the Technical Proposal Submission Form and the
Financial Proposal Submission Form under Sections 10-11 hereof shall besigned by the duly authorized representative/s of the Consultant. Failure
to do so shall be a ground for the rejection of the bid.

16.5.

Any interlineations, erasures, or overwriting shall be valid only if they are
signed or initialed by the duly authorized representative/s of theConsultant.

Sealing and Marking of Bids
17.1.

Unless otherwise indicated in the BDS, Consultants shall enclose their
original technical proposal described in ITB Clause 10, in one sealed
envelope marked “ORIGINAL - TECHNICAL PROPOSAL”, and theoriginal of their financial proposal in another sealed envelope marked“ORIGINAL - FINANCIAL PROPOSAL”, sealing them all in an outerenvelope marked “ORIGINAL BID”.

2317.2.

Each copy of the first and second envelopes shall be similarly sealed duly
marking the inner envelopes as “COPY NO. ___ - TECHNICALPROPOSAL” and “COPY NO. ___ – FINANCIAL PROPOSAL” and theouter envelope as “COPY NO. ___”, respectively. These envelopes
containing the original and the copies shall then be enclosed in one single
envelope.

17.3.

The original and the number of copies of the bid as indicated in the BDS
shall be typed or written in ink and shall be signed by the bidder or its
duly authorized representative/s.

17.4.

All envelopes shall:

17.5.

(a)

contain the name of the contract to be bid in capital letters;(b)bear the name and address of the Consultant in capital letters;(c)be addressed to the Procuring Entity’s BAC in accordance withITB Clause 18.1;(d)bear the specific identification of this bidding process indicated in
the ITB Clause 1.2; and(e)bear a warning “DO NOT OPEN BEFORE…” the date and time
for the opening of bids, in accordance with ITB Clause 18.

Bid envelopes that are not properly sealed and marked, as required in thebidding documents, shall not be rejected, but the bidder or its duly
authorized representative shall acknowledge such condition of the Bid assubmitted. The BAC or the Procuring Entity shall assume no
responsibility for the misplacement of the contents of the improperly
sealed or marked Bid, or for its premature opening.

D. Submission and Opening of Bids
18.

Deadline for Submission of Bids
Bids must be received by the Procuring Entity’s BAC at the address and on or
before the date and time indicated in the BDS.

19.

Late Bids
Any bid submitted after the deadline for submission and receipt of bids
prescribed by the Procuring Entity, pursuant to ITB Clause 18, shall be declared“Late” and shall not be accepted by the Procuring Entity. The BAC shall recordin the minutes of Bid submission and opening, the Consultant’s name, its
representative and the time the late bid was submitted.

24

20.

Modification and Withdrawal of Bids
20.1.

The Consultant may modify its bid after it has been submitted; provided
that the modification is received by the Procuring Entity prior to thedeadline prescribed for submission and receipt of bids. The Consultant
shall not be allowed to retrieve its original bid, but shall be allowed tosubmit another bid equally sealed, properly identified in accordance withITB Clause 17.4, linked to its original bid marked as “TECHNICALMODIFICATION” or “FINANCIAL MODIFICATION” and stamped“received” by the BAC. Bid modifications received after the applicabledeadline shall not be considered and shall be returned to the Consultant
unopened.

20.2.

A Consultant may, through a letter of withdrawal, withdraw its bid after
it has been submitted, for valid and justifiable reason; provided that theletter of withdrawal is received by the Procuring Entity prior to thedeadline prescribed for submission and receipt of bids. The letter ofwithdrawal must be executed by the authorized representative of the
Bidder identified in the Omnibus Sworn Statement, a copy of whichshould be attached to the letter.

20.3

Bids requested to be withdrawn in accordance with ITB Clause 20.1 shallbe returned unopened to the Bidders. A Consultant, who has acquired thebidding documents, may also express its intention not to participate in thebidding through a letter which should reach and be stamped by the BAC
before the deadline for submission and receipt of bids. A Consultant thatwithdraws its bid shall not be permitted to submit another bid, directly or
indirectly, for the same contract.

20.4

No bid may be modified after the deadline for submission of bids. No bid
may be withdrawn in the interval between the deadline for submission ofbids and the expiration of the period of bid validity specified by theConsultant on the Financial Bid Form. Withdrawal of a bid during thisinterval shall result in the forfeiture of the Consultant’s bid security,
pursuant to ITB Clause 15.5, and the imposition of administrative, civil,
and criminal sanctions as prescribed by R.A. 9184 and its IRR.

E. Evaluation and Comparison of Bids
21.

Opening and Preliminary Examination of Bids
21.1

Only bids from short listed bidders shall be opened and considered for award
of contract. These short listed bidders, whether single entities or JVs, should
confirm in their Technical Proposal Submission Form that the information
contained in the submitted eligibility documents remains correct as of the dateof bid submission.

21.2

The BAC shall open the bids immediately after the deadline for thesubmission and receipt of bids in public, as specified in the BDS. In case thebids cannot be opened as scheduled due to justifiable reasons, the BAC shall25

take custody of the bids submitted and reschedule the opening on the next
working day or at the soonest possible time through the issuance of a Bulletinto be posted at the PhilGEPS website and the website of the Procuring Entity
concerned.

22.

21.3

To determine each bidder’s compliance with the documents prescribed in ITBClause 10, the BAC shall open the first envelope (Technical Proposal) andcheck the submitted documents of each bidder in accordance with ITB Clause
10.2 to ascertain if they are all present, using a non-discretionary “pass/fail”
criterion. If a bidder submits the required document, it shall be rated “passed”
for that particular requirement. In this regard, bids that fail to include any
requirement or are incomplete or patently insufficient shall be considered as“failed”. Otherwise, the BAC shall rate the said first bid envelope as“passed”.

21.4

Letters of withdrawal shall be read out and recorded during bid opening, andthe envelope containing the corresponding withdrawn bid shall be returned to
the Consultant unopened

21.5

All members of the BAC who are present during bid opening shall initialevery page of the original copies of all bids received and opened.

21.6

All technical envelopes shall be resealed. Those rated “passed” shall be
secured for the detailed technical bid evaluation, while those rated “failed”
will be secured for purposes of possible filing of a request for reconsideration
unless the bidder waives its right to file a request for reconsideration, in whichcase, the envelope shall be returned to the bidder immediately. .

21.7

The Procuring Entity shall prepare the minutes of the proceedings of the bid
opening that shall include, as a minimum: (a) names of Bidders, their bid
price (per lot, if applicable, and/or including discount, if any), bid security,
findings of preliminary examination, and whether there is a withdrawal or
modification; and (b) attendance sheet. The BAC members shall sign the
abstract of bids as read.

Process to be Confidential
22.1

Members of the BAC, including its staff and personnel, as well as its
Secretariat and TWG, are prohibited from making or accepting any kindof communication with any Consultant regarding the evaluation of theirbids until the approval by the HoPE of the ranking of shortlisted
Consultants, unless otherwise allowed in the BDS or in the case of ITB
Clause 23.

22.2

Any effort by a bidder to influence the Procuring Entity in the Procuring
Entity’s decision in respect of bid evaluation, bid comparison or contract
award will result in the rejection of the Consultant’s bid.

26

23.

Clarification of Bids
To assist in the evaluation, comparison and post-qualification of the bids, theProcuring Entity may ask in writing any Consultant for a clarification of its bid. All
responses to requests for clarification shall be in writing. Any clarification submitted
by a Consultant in respect to its bid and that is not in response to a request by theProcuring Entity shall not be considered.

24.

Bid Evaluation
24.1

For the evaluation of bids, numerical ratings shall be used. In order toeliminate bias in evaluating the Bids, it is recommended that the highest
and lowest scores for each Consultant for each criterion shall not be
considered in determining the average scores of the Consultants, except
when the evaluation is conducted in a collegial manner.

24.2

For complex or unique undertakings, such as those involving newconcepts/technology or financial advisory services, participating shortlisted consultants may be required, at the option of the Procuring Entity
concerned, to make an oral presentation to be presented by each
Consultant, or its nominated Project Manager or head, in case of
consulting firms, within fifteen (15) calendar days after the deadline forsubmission of Technical Proposals.

24.3 The entire evaluation process, including the submission of the results
thereof to the HoPE for approval, shall be completed in not more thantwenty-one (21) calendar days after the deadline for receipt of bids. The
bid with the highest rank shall be identified as the Highest Rated Bid. The
HoPE shall approve or disapprove the recommendations of the BAC
within two (2) calendar days after receipt of the results of the evaluationfrom the BAC.
24.4

25

All participating short listed consultants shall be furnished the results(ranking and total scores only) of the evaluation after the approval by the
HoPE of the ranking. Said results shall also be posted in the PhilGEPS
and the website of the Procuring Entity, if available, for a period of notless than seven (7) calendar days.

Evaluation of Technical Proposals
25.1

The BAC shall then conduct a detailed evaluation of technical bids
following the procedures specified in the BDS depending on theevaluation procedure identified in the Request for Expression of Interestand ITB Clause 1.1.

25.2

The BAC evaluates the Technical Proposals on the basis of theircompliance with the requirements under ITB Clause 10 and
responsiveness to the TOR using the following criteria:(a)Quality of personnel to be assigned to the Project which covers
suitability of key staff to perform the duties for the Project and27

general qualifications and competence including education andtraining of the key staff;

26

(b)

Experience and capability of the Consultant which include records
of previous engagement and quality of performance in similar and inother projects; relationship with previous and current clients; and,overall work commitments, geographical distribution ofcurrent/impending projects and attention to be given by the
consultant. The suitability of the Consultant to the Project shallconsider both the overall experiences of the firm and the individual
experiences of the principal and key staff including the times whenemployed by other consultants; and(c)Plan of approach and methodology with emphasis on the clarity,
feasibility, innovativeness and comprehensiveness of the plan
approach, and the quality of interpretation of project problems,risks, and suggested solutions.

25.3

The BAC shall assign numerical weights and the minimum required
technical score to each of the above criteria which shall be indicated in the
BDS. A Bid shall be rejected at this stage if it does not respond toimportant aspects of the TOR or if it fails to achieve the minimum
Technical Score (St) indicated in the BDS.

25.4

Technical Proposals shall not be considered for evaluation in any of thefollowing cases:(a)late submission, i.e., after the deadline set in the ITB Clause 18;(b)

failure to submit any of the technical requirements provided under
this ITB and TOR;(c)the Consultant that submitted a Bid or any of its partner and/or
subconsultant belongs to one of the conflict of interest cases as
described in ITB Clauses 2.1(a) to (c) and failed to make a properstatement to that effect in the cover letter; or(d)the Technical Proposal included any cost of the services.

Opening and Evaluation of Financial Proposals
26.1

Financial Proposals shall be opened on the date indicated in the BDS.

26.2

The Financial Proposals opened shall be evaluated based on theevaluation procedure indicated in ITB Clause 1.1 using the corresponding
procedure provided in the BDS.

28

27

Negotiations
27.1

Negotiations with the Consultant that submitted the Highest Rated Bidshall be held at the address indicated in the BDS. The aim is to reachagreement on all points.

27.2

Negotiations shall cover the following:(a)

Discussion and clarification of the TOR and Scope of Services;(b)

Discussion and finalization of the methodology and work program
proposed by the Consultant;(c)Consideration of appropriateness of qualifications and pertinent
compensation, number of man-months and the personnel to be
assigned to the job, taking note of over-qualified personnel to becommensurate with the compensation of personnel with theappropriate qualifications, number of man-months and schedule ofactivities (manning schedule);(d)Discussion on the services, facilities and data, if any, to be provided
by Procuring Entity concerned;(e)Unless otherwise indicated in the BDS, discussion on the Financial
Proposal submitted by the Consultant; and(f)Provisions of the contract.

27.3

Having selected the Consultant on the basis of, among other things, anevaluation of the proposed key professional staff, the Procuring Entity
expects to negotiate a contract on the basis of the experts named in thebid. Before contract negotiations, the Procuring Entity shall require
assurances that the experts shall be actually available. The Procuring
Entity shall not consider substitutions during contract negotiations except
for justifiable reason as may be determined by the Procuring Entity, suchas illness, death, or resignation, unless both parties agree that undue
delay in the selection process makes such substitution unavoidable or thatsuch changes are critical to meet the objectives of the Project. If this is
not the case and if it is established that key staff were offered in the bid
without confirming their availability, the Consultant may be disqualified.
Once the contract has been awarded, no replacement shall be allowed
until after fifty percent (50%) of the personnel’s man-months have been
served, except for justifiable reasons as may be determined by theProcuring Entity. Violators shall be fined an amount equal to the refundof the replaced personnel’s basic rate, which should be at least fifty
percent (50%) of the total basic rate for the duration of the engagement.

27.4

Negotiations shall include a discussion of the technical proposal, theproposed methodology (work plan), staffing and any suggestions made by
the Consultant to improve the TOR. The Procuring Entity andConsultant shall then work out the final TOR, staffing, and bar charts
29indicating activities, staff, periods in the field and in the home office, staffmonths, logistics, and reporting. The agreed work plan and final TOR
shall then be incorporated in Appendix I and form part of the contract.
Special attention shall be paid to getting the most the Consultant can offer
within the available budget and to clearly defining the inputs required
from the Procuring Entity to ensure satisfactory implementation of the
Project.
27.5

28

The financial negotiations shall include a clarification of the Consultant’s
tax liability in the Philippines, if any, and the manner in which it shall bereflected in the contract; and shall reflect the agreed technicalmodifications in the cost of the services. The negotiations shall conclude
with a review of the draft form of the contract. To complete negotiations,the Procuring Entity and the Consultant shall initial the agreed contract.
If negotiations fail, the Procuring Entity shall invite the Consultant whose
Bid received the second highest score to negotiate a contract. If
negotiations still fail, the Procuring Entity shall repeat the process for the
next-in-rank Consultant until the negotiation is successfully completed.

Post Qualification
28.1

The BAC shall determine to its satisfaction whether the Consultant that isevaluated as having submitted the Highest Rated Bid (HRB) complies
with and is responsive to all the requirements and conditions specified in
the Eligibility Documents and ITB Clauses 10 and 11.

28.2

Within a non-extendible period of five (5) calendar days from receipt by
the Consultant of the notice from the BAC that it submitted the Highest
Rated Bid, the Consultant shall submit its latest income and business tax
returns filed and paid through the BIR Electronic Filing and Payment
System (EFPS) and other appropriate licenses and permits required bylaw and stated in the BDS.
Failure to submit any of the post-qualification requirements on time, or afinding against the veracity thereof, shall disqualify the bidder for award.
Provided, in the event that a finding against the veracity of any of the
documents submitted is made, it shall cause the forfeiture of the bid
security in accordance with Section 69 of the IRR of RA 9184.

28.3

The determination shall be based upon an examination of the
documentary evidence of the Consultant’s qualifications submitted
pursuant to ITB Clauses 10 and 11, as well as other information as theProcuring Entity deems necessary and appropriate, using a nondiscretionary “pass/fail” criterion, which shall be completed within aperiod of twelve (12) calendar days.

28.4

If the BAC determines that the Consultant with the Highest Rated Bid
passes all the criteria for post-qualification, it shall declare the said bid as
the Consultant with the HRRB, and recommend to the HoPE the award
of contract to the said Consultant at its submitted price or its calculated
bid price, whichever is lower, subject to ITB Clause 30.3.
30

29

28.5

A negative determination shall result in rejection of the Consultant’s bid,in which event the BAC shall proceed to the next Highest Rated Bid witha fresh period to make a similar determination of that Consultant’s
capabilities to perform satisfactorily. If the second Consultant, however,fails the post qualification, the procedure for post qualification shall be
repeated for the Consultant with the next Highest Rated Bid, and so on
until the HRRB is determined for recommendation of contract award.

28.6

Within a period not exceeding fifteen (15) calendar days from thedetermination by the BAC of the HRRB and the recommendation toaward the contract, the HoPE or his duly authorized representative shallapprove or disapprove the said recommendation.

28.7

In the event of disapproval, which shall be based on valid, reasonable, andjustifiable grounds as provided for under Section 41 of the IRR of RA
9184, the HoPE shall notify the BAC and the Consultant in writing ofsuch decision and the grounds for it. When applicable, the BAC shallconduct negotiations, and if successful, post-qualification of theConsultant with the next Highest Rated Bid. A request forreconsideration may be filed by the bidder with the HoPE in accordancewith Section 37.1.3 of the IRR of RA 9184.

Reservation Clause
29.1

Notwithstanding the eligibility, short listing, or post-qualification of a
Consultant, the Procuring Entity concerned reserves the right to review
its qualifications at any stage of the procurement process if it hasreasonable grounds to believe that a misrepresentation has been made by
the said Consultant, or that there has been a change in the Consultant’s
capability to undertake this Project from the time it submitted its
eligibility requirements.
Should such review uncover any
misrepresentation made in the eligibility and bidding requirements,
statements or documents, or any changes in the situation of theConsultant which will affect its capability to undertake the project so that
it fails the preset eligibility or bid evaluation criteria, the Procuring Entity
shall consider the said Consultant as ineligible and shall disqualify it from
submitting a bid or from obtaining an award or contract.

29.2

Based on the following grounds, the Procuring Entity reserves the right toreject any and all bids, declare a failure of bidding at any time prior tothe contract award, or not to award the contract, without thereby
incurring any liability, and make no assurance that a contract shall beentered into as a result of the bidding:(a)

If there is prima facie evidence of collusion between appropriate
public officers or employees of the Procuring Entity, or between the
BAC and any of the bidders, or if the collusion is between or among
the bidders themselves, or between a bidder and a third party,
including any act which restricts, suppresses or nullifies or tends torestrict, suppress or nullify competition;
31

(b)

If the Procuring Entity’s BAC is found to have failed in following
the prescribed bidding procedures; or(c)

For any justifiable and reasonable ground where the award of thecontract will not redound to the benefit of the GoP as follows:(i)

If the physical and economic conditions have significantly
changed so as to render the project no longer economically,financially or technically feasible as determined by the HoPE;(ii)

If the project is no longer necessary as determined by the
HoPE; and(iii) If the source of funds for the project has been withheld or
reduced through no fault of the Procuring Entity.
29.3

In addition, the Procuring Entity may likewise declare a failure of bidding
when:
(a)

No bids are received;(b)

All prospective bidders are declared ineligible;(c)

All bids fail to comply with all the bid requirements or there is no
successful negotiation, or fail post-qualification; or(d)The bidder with the HRRB refuses, without justifiable cause toaccept the award of contract, and no award is made in accordancewith Section 40 of the IRR of RA 9184.

F. Award of Contract
30.

Contract Award
30.1

Subject to ITB Clause 28, the HoPE or its authorized representative shallaward the contract to the Bidder whose bid has been determined to be the
HRRB.

30.2

Prior to the expiration of the period of bid validity, the Procuring Entity
shall notify the successful Consultant in writing that its bid has been
accepted, through a Notice of Award duly received by the Consultant or
its authorized representative personally or by registered mail orelectronically, receipt of which must be confirmed in writing within two(2) days by the Consultant with the HRRB and submitted personally or
sent by registered mail or electronically to the Procuring Entity.

30.3

Notwithstanding the issuance of the Notice of Award, award of contract
shall be subject to the following conditions:(a)Submission of the following documents within the (10) calendar
days from receipt of the Notice of Award:
32

31.

(i)

Valid JVA, if applicable;(ii)

In the case of procurement by a Philippine Foreign Service
Office or Post, the PhilGEPS Registration Number of thewinning foreign consultant; and/or(iii)

SEC Certificate of Registration of the foreign consulting
firm, and/or the authorization or license issued by theappropriate GoP professional regulatory body of theforeign professionals engaging in the practice of regulated
professions and allied professions, where applicable.

(b)

Posting of the performance security in accordance with ITB Clause
32;

(c)

Signing of the contract as provided in ITB Clause 31; and(d)Approval by higher authority, if required, as provided in Section
37.3 of the IRR of RA 9184.

Signing of the Contract
31.1

At the same time as the Procuring Entity notifies the successful Bidderthat its bid has been accepted, the Procuring Entity shall send theContract Form to the Bidder, which contract has been provided in the
Bidding Documents, incorporating therein all agreements between theparties.

31.2

Within ten (10) calendar days from receipt of the Notice of Award, thesuccessful Bidder shall post the required performance security and signand date the contract and return it to the Procuring Entity.

31.3

The Procuring Entity shall enter into contract with the successful Bidder
within the same ten (10) calendar day period provided that all the
documentary requirements are complied with.

31.4

The following documents shall form part of the contract:(1)

Contract Agreement;(2)

Bidding Documents;(3)

Winning bidder’s bid, including the Technical and Financial
Proposals, and all other documents/statements submitted (e.g.,bidder’s response to request for clarifications on the bid),including corrections to the bid, if any, resulting from theProcuring Entity’s bid evaluation;(4)

Performance Security;(5)

Notice of Award of Contract; and
33

(6)

32.

Other contract documents that may be required by existing laws
and/or specified in the BDS.

Performance Security
32.1

Unless otherwise provided in the BDS, to guarantee the faithful
performance by the winning Consultant of its obligations under thecontract, it shall post a performance security within a maximum period often (10) calendar days from the receipt of the Notice of Award from theProcuring Entity and in no case later than the signing of the contract.

32.2

The performance security shall be denominated in Philippine Pesos andposted in favor of the Procuring Entity in an amount not less than thepercentage of the total contract price in accordance with the following
schedule:
Form of Performance Security

Amount of Performance Security(Not less than the Percentage of the
Total Contract Price)

Cash or cashier’s/manager’s
check issued by a Universal orCommercial Bank;Bank
draft/guaranteeorirrevocable letter of credit
issued by a Universal orCommercial Bank: Provided,
however, that it shall be
confirmed or authenticated by a
Universal or Commercial Bank,
if issued by a foreign bank;and/or(a) Surety bond callable upon
demand issued by a surety or
insurancecompany
duly
certified by the InsuranceCommission as authorized toissue such security.
32.3

Five percent (5%)

Thirty percent (30%)

Failure of the successful Consultant to comply with the above-mentioned
requirement shall constitute sufficient ground for the annulment of theaward and forfeiture of the bid security, in which event the Procuring
Entity shall have a fresh period to initiate negotiation and if successful,complete post-qualification of the second Highest Rated Bid. The
procedure shall be repeated until the HRRB is identified and selected forrecommendation of contract award. However if no Consultant had asuccessful negotiation or passed post-qualification, the BAC shall declare
the bidding a failure and conduct a re-bidding with re-advertisement, if
necessary.
3433. Notice to Proceed

34.

33.1

Within seven (7) calendar days from the date of approval of the contractby the appropriate government approving authority, the Procuring Entity
shall issue the Notice to Proceed together with copies of the approved
contract to the successful Consultant. All notices called for by the terms ofthe contract shall be effective only at the time of receipt thereof by the
successful Consultant.

33.2

The contract effectivity date shall be the date of contract signing. The
Consultant shall commence performance of its obligations only uponreceipt of the Notice to Proceed.

Protest Mechanism
Decision of the Procuring Entity at any stage of the procurement process may bequestioned in accordance with Section 55 of the IRR of RA 9184.

35

Section III. Bid Data Sheet
Bid Data SheetITB Clause
1.1

The Procuring Entity is Department of Tourism
The evaluation procedure is
Quality Based Evaluation (QBE)

1.2

The Funding Source is:
The Government of the Philippines (GoP) through General Appropriations
Act 2018.
The name of the project is Creative Agency for the Sustainable Tourism
Campaign

1.3

Services of an experienced creative agency that will help in the creationand launching of a brand to aid in promoting sustainable tourism in thePhilippines using a comprehensive research study as basis

1.4

The Project shall not be phased.

5

No further instructions

6.1

The Creative Agency is only allowed to hire a Third Party Agency for the
execution of the media strategy, plan and its implementation, and the
production of advertising materials. The Agency however is NOTALLOWED to subcontract the generation of creative ideas for any part ofthe campaign.
In all instances however, hiring a Third Party Agency will not relieve theawarded service provider from any liability or obligation that may arise
from the contract for this project.

6.2

Not applicable

7.1

The Procuring Entity will hold a pre-bid conference for this project on
December 5, 2018 at 10:00 a.m. at 4th floor Conference Room, DOT
Bldg., No. 351 Sen. Gil Puyat Avenue, Makati City.

8.1

The Procuring Entity’s address is:36

Asec. ROBERTO P. ALABADO III, BAC Chairperson
c/o Mr. Godofredo R. Maldonado, Jr, Head of BAC Secretariat
4th Floor, DOT Bldg., NO. 351 Sen. Gil Puyat Ave., Makati City
Tel. No. 459-5200 local 425
10.1(b)

Not applicable10.1(c)The minimum required experience of proposed professional staff is asfollows: (5 years of experience in handling nationwide accounts)
2-Account Managers; 1-Marketing Research Associate; 1-Strategic
Planner; 1-Account Director; 1-Art Director; 1-Copy Writer; 1-FA Artist;
1-Managing Supervisor and 1-Creative Director*Bidders may recommend additional personnel deemed fit for the team

11.5

No further instruction

11.7

The ABC is Sixty Million Philippine Pesos (PhP 60,000,000.00). Any bid
with a financial component exceeding this amount shall not be accepted.

13.1

The bid prices shall be quoted in Philippine Pesos.

13.3

No further instructions.

14.1

Bids will be valid until April 16, 2019.

15.1

The bid security shall be limited to a Bid Securing Declaration or any of
the following forms and amounts:
1. The amount of not less than PhP 1,200,000.00 if bid security is in
cash, cashier’s/manager’s check, bank draft/guarantee or irrevocableletter of credit; or
2. The amount of not less than PhP 3,000,000.00, if bid security is in
Surety Bond.

15.2

The bid security shall be valid until April 16, 2019.

15.5(b)(iii)

No further instructions.

17.1

No further instructions.

17.3

Each Bidder shall submit one (1) original and six (6) photocopies of thefirst and second components of its bid.

18

The address for submission of bids is 4th Floor, Procurement Management
Division office, DOT Bldg., No. 351 Sen. Gil Puyat Ave., Makati City

37

The deadline for submission of bids is December 17, 2018 (until 9:00 a.m.
only).
21.2

The address for opening of bids is 4th Floor, Conference Room, DOT
Bldg., No. 351 Sen. Gil Puyat Ave., Makati City
The date and time for opening of bids is December 17, 2018 at 10:30 a.m.
Shortlisted bidders who will be declared “passed” during the opening oftechnical bids will be required to present their proposed campaign (pitch)on the same day, from 2:00 p.m. onwards.
Each bidder will be given 30 minutes only for the presentation. Other
details will be announced later through a Bid Bulletin.

22.1

No further instructions.

25.1

The following processes for the opening and evaluation of bids shall be
adopted:a) A two-stage procedure shall be adopted whereby each Consultant shallbe required to submit his technical and financial proposals
simultaneously in separate sealed envelopes.
b) After receipt of bids, the technical proposals shall first be opened andevaluated, in accordance with ITB Clause 25.2. The BAC shall rank
the consultants in descending order based on the numerical ratings oftheir technical proposals and identify the Highest Rated Bid: Provided,
however, that the Highest Rated Bid shall pass the minimum scoreindicated therein.
c) The HoPE shall approve or disapprove the recommendations of the
BAC within two (2) calendar days after receipt of the results of theevaluation from the BAC.
d) After approval by the HoPE of the Highest Rated Bid, its financial
proposal shall be opened. The BAC shall, within three (3) calendar
days, notify and invite the consultant with the Highest Rated Bid forthe opening of financial proposal for the purpose of conducting
negotiations with the said consultant. In the letter of notification, theBAC shall inform the consultant of the issues in the technical proposal
the BAC may wish to clarify during negotiations.
e) Negotiations shall be in accordance with ITB Clause 27, provided thatthe amount indicated in the financial envelope shall be made as thebasis for negotiations and the total contract amount shall not exceed
the amount indicated in the envelope and the ABC stated in ITBClause 11.7.

25.3

The numerical weight and the minimum required St for each criterion are
as follows:38

Quality of personnel to be assigned to the project – 20%
Experience and capability of the consultant – 30%
Plan of approach and methodology – 50%
The minimum St required to pass is 70%

A
.
I.
II.
B
.
I.

II.

C
.
I.

CRITERIA
Quality of Personnel to be assigned to theproject
Minimum Required Personnel
Minimum of 5 years working experience inhandling nationwide accounts

Expertise and Capability of the Consultant
Full-Service Capabilities
Research or Insight Gathering
Creative Conceptualization
Strategic Marketing
Public Relations
At least one (1) completed project via Joint
Venture Agreement

20%
10%
10%

30%
2%
2%
2%
2%
2%

Experience and Credentials
At least one (1) successful campaign theagency has launched within 5 years
At least one (1) international or local award
by an award-giving body in existence for atleast 5 years
Must have been existing for at least 5 years
Must have undertaken an international/
national campaign within 3 years

Plan of Approach and Methodology
ResearchResearch brief is comprehensive andrelevant to the project
Feasibility

II.

RATING

5%
5%
5%
5%

50%

5%
5%

Creative Rendition
Effectiveness of branding strategy and39

10%messaging
Originality of AVP storyboard

10%

Visual Impact of branding and key visuals

5%

Appropriateness of OOH strategy

5%

III.

26.1

26.2

Over-all Impact
10%
TOTAL
100%
The opening of Financial Proposals shall be on December 21, 2018 at
10:30 a.m. at 4th Floor, Conference Room, DOT Bldg., No. 351 Sen. Gil
Puyat Ave., Makati City
Only the Financial Proposal of the Consultant achieving the highest
Technical Score (St) shall be opened by the BAC in the presence of theConsultants when the highest ranked firm is invited to negotiate its Bid
and the contract on the basis of the Technical and Financial Proposals
submitted in accordance with the instructions given in ITB Clause 25 andthis BDS. The BAC shall determine whether the Financial Proposals arecomplete, i.e., whether all the documents mentioned in ITB Clause 11 arepresent and all items of the corresponding Technical Proposals that are
required to be priced are so priced. If not, the Procuring Entity shall reject
the Bid. The BAC shall correct any computational errors, and convert
prices in various currencies to the Philippine Peso at the rate indicated in
ITB Clause 13. The Financial Proposal shall not exceed the ABC. The
Bid shall be deemed to include the cost of all taxes, duties, fees, levies,
and other charges imposed under the applicable laws.
The negotiations shall be done in accordance with ITB Clause 27. Should
these negotiations fail, the Financial Proposal of the Consultant achieving
the second highest St shall be opened publicly in the presence of theConsultant and shall be invited to negotiate its Bid and the contract on thebasis of the Technical and Financial Proposals submitted. If thesenegotiations still fail, then the same process is repeated for the next-inrank Consultants until negotiations are successfully completed.

27.1

The address for negotiations is 4th Floor, Conference Room, DOT Bldg.,
No. 351 Sen. Gil Puyat Ave., Makati City

27.2(e)Not applicable

28.2

No additional requirement

31.4.6

No additional requirement

32.1

No further instructions.

33.2

The effective date of the contract is upon receipt of the Notice to Proceed.

40Section IV. General Conditions ofContract
TABLE OF CONTENTS
1.

DEFINITIONS ............................................................................................. 44

2.

HEADINGS ................................................................................................. 45

3.

LOCATION ................................................................................................. 45

4.

LAW GOVERNING CONTRACT AND SERVICES ........................................... 45

5.

LANGUAGE ............................................................................................... 46

6.

CONSULTANTS AND AFFILIATES NOT TO ENGAGE IN CERTAIN
ACTIVITIES ............................................................................................... 46

7.

AUTHORITY OF MEMBER IN CHARGE ........................................................ 46

8.

RESIDENT PROJECT MANAGER ................................................................. 46

9.

ENTIRE AGREEMENT ................................................................................. 46

10.

MODIFICATION.......................................................................................... 47

11.

RELATIONSHIP OF PARTIES ....................................................................... 47

12.

AUTHORIZED REPRESENTATIVES .............................................................. 47

13.

GOOD FAITH ............................................................................................. 47

14.

OPERATION OF THE CONTRACT ................................................................. 47

15.

NOTICES.................................................................................................... 47

16.

WARRANTY AS TO ELIGIBILITY ................................................................. 48

17.

CONFIDENTIALITY .................................................................................... 48

18.

PAYMENT .................................................................................................. 48

19.

CURRENCY OF PAYMENT .......................................................................... 49

20.

LIABILITY OF THE CONSULTANT ............................................................... 49

21.

INSURANCE TO BE TAKEN OUT BY THE CONSULTANT ............................... 49

22.

EFFECTIVITY OF CONTRACT ...................................................................... 49

23.

COMMENCEMENT OF SERVICES ................................................................. 49

24.

EXPIRATION OF CONTRACT ....................................................................... 49
41

25.

FORCE MAJEURE ....................................................................................... 49

26.

SUSPENSION .............................................................................................. 51

27.

TERMINATION BY THE PROCURING ENTITY............................................... 51

28.

TERMINATION BY THE CONSULTANT ........................................................ 53

29.

PROCEDURES FOR TERMINATION OF CONTRACTS ..................................... 53

30.

CESSATION OF SERVICES .......................................................................... 54

31.

PAYMENT UPON TERMINATION ................................................................ 54

32.

DISPUTES ABOUT EVENTS OF TERMINATION ............................................. 55

33.

CESSATION OF RIGHTS AND OBLIGATIONS................................................ 55

34.

DISPUTE SETTLEMENT .............................................................................. 55

35.

DOCUMENTS PREPARED BY THE CONSULTANT AND SOFTWAREDEVELOPED TO BE THE PROPERTY OF THE PROCURING ENTITY ................ 55

36.

EQUIPMENT AND MATERIALS FURNISHED BY THE PROCURING
ENTITY...................................................................................................... 56

37.

SERVICES, FACILITIES AND PROPERTY OF THE PROCURING ENTITY .......... 56

38.

CONSULTANT’S ACTIONS REQUIRING PROCURING ENTITY’S PRIORAPPROVAL ................................................................................................ 56

39.

PERSONNEL ............................................................................................... 57

40.

WORKING HOURS, OVERTIME, LEAVE, ETC. ............................................. 58

41.

COUNTERPART PERSONNEL ...................................................................... 58

42.

PERFORMANCE SECURITY ......................................................................... 59

43.

STANDARD OF PERFORMANCE .................................................................. 60

44.

CONSULTANT NOT TO BENEFIT FROM COMMISSIONS, DISCOUNTS,
ETC............................................................................................................ 60

45.

PROCUREMENT BY THE CONSULTANT ....................................................... 60

46.

SPECIFICATIONS AND DESIGNS ................................................................. 60

47.

REPORTS ................................................................................................... 61

48.

ASSISTANCE BY THE PROCURING ENTITY ON GOVERNMENTREQUIREMENTS ........................................................................................ 61

49.

ACCESS TO LAND ...................................................................................... 61

50.

SUBCONTRACT .......................................................................................... 62

51.

ACCOUNTING, INSPECTION AND AUDITING ............................................... 62

52.

CONTRACT COST ...................................................................................... 63
42

53.

REMUNERATION AND REIMBURSABLE EXPENDITURES ............................. 63

54.

FINAL PAYMENT ....................................................................................... 64

55.

LUMP SUM CONTRACTS ............................................................................ 65

56.

LIQUIDATED DAMAGES FOR DELAY.......................................................... 65

43

1.

Definitions
1.1

Unless the context otherwise requires, the following terms whenever usedin this Contract have the following meanings:(a)“Applicable Law” means the laws and any other instruments having
the force of law in the Philippines as they may be issued and enforced
from time to time.

(b)“Consultant” refers to the short listed consultant with the HRRB
determined by the Procuring Entity as such in accordance with the
ITB.

(c)

“Consulting Services” refer to services for Infrastructure Projects andother types of projects or activities of the Government of thePhilippines (GoP) requiring adequate external technical andprofessional expertise that are beyond the capability and/or capacity of
the Procuring Entity to undertake such as, but not limited to: (i)advisory and review services; (ii) pre-investment or feasibility studies;(iii) design; (iv) construction supervision; (v) management and related
services; and (vi) other technical services or special studies.

(d)“Contract” means the agreement signed by the Parties, to which these
General Conditions of Contract (GCC) and other sections of the
Bidding Documents are attached.

(e)“Effective Date” means the date on which this Contract comes into fullforce and effect.

(f)“Foreign Currency” means any currency other than the currency of thePhilippines.

(g)“Funding Source” means the entity indicated in the SCC.

(h)

“GCC” means these General Conditions of Contract.

(i)“Government” means the Government of the Philippines (GoP).

(j)“Local Currency” means the Philippine Peso (Php).

(k)“Member,” in case the Consultant is a Joint Venture (JV) of two (2) ormore entities, means any of these entities; and “Members” means allthese entities.

(l)“Party” means the Procuring Entity or the Consultant, as the case may
be, and “Parties” means both of them.

(m)“Personnel” means persons hired by the Consultant or by any
Subconsultant as employees and assigned to the performance of theServices or any part thereof; “Foreign Personnel” means such persons
who at the time of being so hired had their domicile outside theGovernment’s country; “Local Personnel” means such persons who at44

the time of being so hired had their domicile inside the Philippines; and“Key Personnel” means the Personnel referred to in GCC Clause 39.

2.

(n)

“Procuring Entity” refers to any branch, constitutional commission or
office, agency, department, bureau, office or instrumentality of theGovernment, including GOCC, GFI, SUC, LGU, and autonomous
regional government procuring Goods, Consulting Services, andInfrastructure Projects.

(o)“SCC” means the Special Conditions of Contract by which the GCC
may be amended or supplemented.

(p)“Services” means the work to be performed by the Consultant pursuant
to this Contract, as described in Appendix I.

(q)“Subconsultant” means any person or entity to whom/which theConsultant subcontracts any part of the Services in accordance with theprovisions of GCC Clause 50.

(r)“Third Party” means any person or entity other than the Government,
the Procuring Entity, the Consultant or a Subconsultant.

Headings
The headings shall not limit, alter or affect the meaning of this Contract.

3.

Location
The Services shall be performed at such locations as are specified in Appendix I and,
where the location of a particular task is not so specified, at such locations, whether in
the Philippines or elsewhere, as the Procuring Entity may approve.

4.

Law Governing Contract and Services
4.1

This Contract, its meaning and interpretation, and the relation between
the Parties shall be governed by the Applicable Law.

4.2

The Consultant shall perform the Services in accordance with theApplicable Law and shall take all practicable steps to ensure that any
Subconsultant, as well as the Personnel of the Consultant and any
Subconsultant, complies with the Applicable Law. The Procuring Entity
shall notify the Consultant in writing of relevant local customs, and theConsultant shall, after such notification, respect such customs.

4.3

If, after the date of this Contract, there is any change in the Applicable
Law with respect to taxes and duties which increases or decreases the cost
incurred by the Consultant in performing the Services, then the
remuneration and reimbursable expenses otherwise payable to theConsultant under this Contract shall be increased or decreased on a noloss-no gain basis, and corresponding adjustments shall be made to the45ceiling amounts specified in GCC Clause 52, provided that the cost iswithin the Approved Budget for the Contract (ABC).

5.

LanguageThis Contract has been executed in the English language, which shall be the binding
and controlling language for all matters relating to the meaning or interpretation ofthis Contract.

6.

7.

Consultants and Affiliates Not to Engage in Certain Activities
6.1

The Consultant agrees that, during the term of this Contract and after its
termination, the Consultant and any entity affiliated with the Consultant,as well as any Subconsultant and any entity affiliated with such
Subconsultant, shall be disqualified from providing goods, works, or
consulting services for any project resulting from or closely related to thisContract other than the Services and any continuation thereof provided
there is no current or future conflict.

6.2

The Consultant shall not engage, and shall cause their Personnel as wellas their Subconsultants and their Personnel not to engage, either directly
or indirectly, in any of the following activities:(a)during the term of this Contract, any business or professional
activities in the Government’s country which would conflict withthe activities assigned to them under this Contract; and(b)after the termination of this Contract, such other activities as may
be specified in the SCC.

Authority of Member in Charge
In case the Consultant is a JV, the Members hereby authorize the entity specified in
the SCC to act on their behalf in exercising all the Consultant’s rights and obligations
towards the Procuring Entity under this Contract, including without limitation thereceiving of instructions and payments from the Procuring Entity.

8.

Resident Project Manager
If required by the SCC, the Consultant shall ensure that at all times during theConsultant’s performance of the Services in the Government’s country, a resident
project manager, acceptable to the Procuring Entity, shall take charge of theperformance of such Services.

9.

Entire Agreement
This Contract, including the documents specified in Section 37.2.3 of the IRR of RA
9184, contains all covenants, stipulations and provisions agreed by the Parties. No
agent or representative of either Party has authority to make any statement,
representation, promise, or agreement not set forth herein of which the Parties shallnot be bound by or be liable for.
46

10.

Modification
Unless otherwise specified in the SCC, no modification of the terms and conditions of
this Contract, including any modification of the scope of the Services shall beallowed. Pursuant to GCC Clause 14 hereof, however, each Party shall give due
consideration to any proposal for modification made by the other Party.

11.

12.

Relationship of Parties
11.1

Nothing contained herein shall be construed as establishing a relation of
employer and employee or of principal and agent as between the
Procuring Entity and the Consultant. The Consultant, subject to thisContract, has complete charge of its Personnel and Subconsultants, if any,
performing the Services and shall be fully responsible for the Services
performed by them or on their behalf hereunder.

11.2

The Consultant shall during the performance of the Services be an
independent contractor, retaining complete control over its Personnel,
conforming to all statutory requirements with respect to all its employees,
and providing all appropriate employee benefits.

Authorized Representatives
Any action required or permitted to be taken, and any document required or permitted
to be executed, under this Contract by the Procuring Entity or the Consultant may betaken or executed by the officials specified in the SCC.

13.

Good Faith
The Parties undertake to act in good faith with respect to each other’s rights under thisContract and to adopt all reasonable measures to ensure the realization of theobjectives of this Contract.

14.

Operation of the Contract
The Parties recognize that it is impractical for this Contract to provide for every
contingency which may arise during the life of this Contract, and the Parties hereby
agree that it is their intention that this Contract shall operate fairly as between them,and without detriment to the interest of either of them; and that, if during the term of
this Contract either Party believes that this Contract is operating unfairly, the Parties
shall use their best efforts to agree on such action as may be necessary to remove thecause or causes of such unfairness, but no failure to agree on any action pursuant tothis Clause shall give rise to a dispute subject to arbitration in accordance with GCC
Clause 34 hereof.

15.

Notices
15.1

Any notice, request or consent required or permitted to be given or madepursuant to this Contract shall be in writing. Any such notice, request or
47

consent shall be deemed to have been given or made when received by theconcerned party, either in person or through an authorized representativeof the Party to whom the communication is addressed, or when sent byregistered mail, telex, telegram or facsimile to such Party at the address
specified in the SCC.

16.

17.

15.2

Notice shall be deemed to be effective as specified in the SCC.

15.3

A Party may change its address for notice hereunder by giving the otherParty notice of such change pursuant to the provisions listed in the SCC
with respect to GCC Clause 15.2.

Warranty as to Eligibility
16.1

The Consultant represents, warrants, and confirms that it, as well as its
Subconsultant, if any, is eligible, i.e., has the legal personality to act as aconsultant in accordance with Part I, Section II. Eligibility Documents
issued for this project.

16.2

The Consultant shall fulfill its obligations under this Contract by using
knowledge according to the best accepted professional standards. The
Consultant shall exercise all reasonable skill, care and diligence in the
discharge of duties agreed to be performed and shall work in the bestinterest of the GoP.

Confidentiality
Except with the prior written consent of the Procuring Entity, the Consultant and the
Personnel shall not at any time communicate to any person or entity any confidential
information acquired in the course of the Services, nor shall the Consultant and the
Personnel make public the recommendations formulated in the course of, or as a resultof, the Services. For purposes of this clause, “confidential information” means any
information or knowledge acquired by the Consultant and/or its Personnel arising outof, or in connection with, the performance of the Services under this Contract that is
not otherwise available to the public.

18.

Payment
18.1

In consideration of the Services performed by the Consultant under thisContract, the Procuring Entity shall make to the Consultant suchpayments and in such manner as is provided by GCC Clause 53 of thisContract. However, the Procuring Entity may refuse to make payments
when the terms and conditions of the contract are not satisfactorily
performed by the Consultant.

18.2

Subject to the ceilings specified in GCC Clause 52 hereof, the Procuring
Entity shall pay to the Consultant: (i) remuneration as set forth in GCC
Clause 53.2; and (ii) reimbursable expenditures as set forth in GCC
Clause 53.4. Said remuneration shall not be subject to price adjustment.

48

18.3

19.

All payments under this Contract shall be made to the account of theConsultant specified in the SCC.

Currency of Payment
Unless otherwise specified in the SCC, all payments shall be made in Philippine
Pesos.

20.

Liability of the Consultant
Subject to additional provisions, if any, set forth in the SCC, the Consultant’s liability
under this Contract shall be as provided by the laws of the Republic of thePhilippines.

21.

22.

Insurance to be Taken Out by the Consultant
21.1

The Consultant, at its own cost, shall be responsible for taking out or
maintaining any insurance policy against any risk related to the project.

21.2

The Procuring Entity undertakes no responsibility in respect of life,
health, accident, travel or any other insurance coverage for the Personnel
or for the dependents of any such Personnel.

Effectivity of Contract
The contract effectivity date shall be the date of contract signing, provided that theeffectiveness of the conditions, if any, listed in the SCC have been met.

23.

Commencement of Services
The Consultant shall begin carrying out the Services starting from the effectivity dateof this Contract, as mentioned in GCC Clause 22.

24.

Expiration of Contract
Unless sooner terminated pursuant to GCC Clauses 27 or 28 hereof, this Contract
shall terminate at the end of such time period after the effectivity date as shall be
specified in the SCC.

25.

Force Majeure
25.1

For purposes of this Contract the terms “force majeure” and “fortuitous
event” may be used interchangeably. In this regard, a fortuitous event orforce majeure shall be interpreted to mean an event which the Consultant
could not have foreseen, or which though foreseen, was inevitable. It shallnot include ordinary unfavorable weather conditions; and any othercause the effects of which could have been avoided with the exercise ofreasonable diligence by the Consultant.

49

25.2

The failure of a Party to fulfill any of its obligations hereunder shall not
be considered to be a breach of, or default under, this Contract insofar as
such inability arises from an event of force majeure, provided that the
Party affected by such an event has taken all reasonable precautions, due
care and reasonable alternative measures, all with the objective of
carrying out the terms and conditions of this Contract.

25.3

Unless otherwise agreed herein, force majeure shall not include:(a)any event which is caused by the negligence or intentional action of
a Party or such Party’s Subconsultants or agents or employees;(b)

any event which a diligent Party could reasonably have been
expected to both take into account at the time of the conclusion ofthis Contract and avoid or overcome in the carrying out of its
obligations hereunder;(c)insufficiency of funds or failure to make any payment required
hereunder; or(d)the Procuring Entity’s failure to review, approve or reject theoutputs of the Consultant beyond a reasonable time period.

25.4

A Party affected by an event of force majeure shall take all reasonablemeasures to remove such Party’s inability to fulfill its obligations
hereunder immediately or within a reasonable time.

25.5

A Party affected by an event of force majeure shall notify the other Partyof such event as soon as possible, and in any event not later than fifteen(15) days following the occurrence of such event, providing evidence ofthe nature and cause of such event, and shall similarly give notice of therestoration of normal conditions as soon as possible.

25.6

The Parties shall take all reasonable measures to minimize theconsequences of any event of force majeure.

25.7

Any period within which a Party shall, pursuant to this Contract,complete any action or task, shall be extended for a period equal to thetime during which such Party was unable to perform such action as adirect and proximate result of force majeure.

25.8

During the period of their inability to perform the Services as a direct andproximate result of an event of force majeure, the Consultant shall beentitled to continue receiving payment under the terms of this Contract aswell as to be reimbursed for additional costs reasonably and necessarily
incurred by it during such period for the purposes of the Services and inreactivating the Services after the end of such period, provided that suchcosts are still within the total contract price. However, the foregoingprovision shall not apply if the Procuring Entity suspends or terminates
this Contract in writing, notice thereof duly received by the Consultant,50

pursuant to GCC Clauses 26 and 27 hereof with the exception of thedirect and proximate result of force majeure.
25.9

Not later than fifteen (15) days after the Consultant, as the direct andproximate result of an event of force majeure, has become unable toperform a material portion of the Services, the Parties shall consult witheach other with a view to agreeing on appropriate measures considering
the circumstances.

25.10 In the case of disagreement between the parties as to the existence, or
extent of force majeure, the matter shall be submitted to arbitration inaccordance with GCC Clause 34 hereof.

26.

Suspension
26.1

26.2

27.

The Procuring Entity shall, by written notice of suspension to theConsultant, suspend all payments to the Consultant hereunder if theConsultant fail to perform any of their obligations due to their own fault
or due to force majeure or other circumstances beyond the control ofeither party (e.g. suspension of civil works being supervised by the
consultant) under this Contract, including the carrying out of theServices, provided that such notice of suspension:(a)shall specify the nature of the failure; and(b)shall request the Consultant to remedy such failure within a period
not exceeding thirty (30) days after receipt by the Consultant ofsuch notice of suspension.

The Consultant may, without prejudice to its right to terminate thisContract pursuant to GCC Clause 28, by written notice of suspension,
suspend the Services if the Procuring Entity fails to perform any of its
obligations which are critical to the delivery of the Consultant’s services
such as, non-payment of any money due the Consultant within forty-five(45) days after receiving notice from the Consultant that such payment isoverdue.

Termination by the Procuring Entity
27.1

The Procuring Entity shall terminate this Contract when any of thefollowing conditions attends its implementation:(a)Outside of force majeure, the Consultant fails to deliver or
perform the Outputs and Deliverables within the period(s)specified in the Contract, or within any extension thereof grantedby the Procuring Entity pursuant to a request made by theConsultant prior to the delay;(b)

As a result of force majeure, the Consultant is unable to deliver or
perform a material portion of the Outputs and Deliverables for aperiod of not less than sixty (60) calendar days after the51

Consultant’s receipt of the notice from the Procuring Entity
stating that the circumstance of force majeure is deemed to haveceased;27.2(c)

In whole or in part, at any time for its convenience, the HoPE may
terminate the Contract for its convenience if he has determined theexistence of conditions that make Project Implementation
economically, financially or technically impractical and/or
unnecessary, such as, but not limited to, fortuitous event(s) orchanges in law and National Government policies;(d)

If the Consultant is declared bankrupt or insolvent as determinedwith finality by a court of competent jurisdiction; in which event,termination will be without compensation to the Consultant,provided that such termination will not prejudice or affect any
right of action or remedy which has accrued or will accrue
thereafter to the Procuring Entity and/or the Consultant;(e)

In case it is determined prima facie that the Consultant has
engaged, before or during the implementation of this Contract, in
unlawful deeds and behaviors relative to contract acquisition andimplementation, such as, but not limited to, the following: corrupt,
fraudulent, collusive, coercive, and obstructive practices; drawing
up or using forged documents; using adulterated materials, meansor methods, or engaging in production contrary to rules of scienceor the trade; and any other act analogous to the foregoing. For
purposes of this clause, corrupt, fraudulent, collusive, coercive,and obstructive practices shall have the same meaning as thatprovided in ITB Clause 3.1(a):(f)

The Consultant fails to remedy a failure in the performance of
their obligations hereunder, as specified in a notice of suspension
pursuant to GCC Clause 15.2 hereinabove, within thirty (30) daysof receipt of such notice of suspension or within such further
period as the Procuring Entity may have subsequently approved inwriting;(g)

The Consultant’s failure to comply with any final decision reached
as a result of arbitration proceedings pursuant to GCC Clause 34
hereof; or(h)

The Consultant fails to perform any other obligation under theContract.

In case of termination, written notice shall be understood to mean fifteen(15) days for short term contracts, i.e., four (4) months or less, and thirty(30) days for long term contracts.

52

28.

Termination by the Consultant
The Consultant must serve a written notice to the Procuring Entity of its intention toterminate this Contract at least thirty (30) calendar days before its intended
termination. This Contract is deemed terminated if no action has been taken by theProcuring Entity with regard to such written notice within thirty (30) calendar days
after the receipt thereof by the Procuring Entity. The Consultant may terminate thisContract through any of the following events:

29.

(a)

The Procuring Entity is in material breach of its obligations pursuant tothis Contract and has not remedied the same within sixty (60) calendar
days following its receipt of the Consultant’s notice specifying suchbreach;(b)

The Procuring Entity’s failure to comply with any final decision reached
as a result of arbitration pursuant to GCC Clause 34 hereof(c)

As the direct and proximate result of force majeure, the Consultant isunable to perform a material portion of the Services for a period of notless than sixty (60) days; or(d)

The Procuring Entity fails to pay any money due to the Consultant
pursuant to this Contract and not subject to dispute pursuant to GCC
Clause 32 hereof within eighty four (84) days after receiving written
notice from the Consultant that such payment is overdue.

Procedures for Termination of Contracts
The following provisions shall govern the procedures for the termination of thisContract:(a)Upon receipt of a written report of acts or causes which may constituteground(s) for termination as aforementioned, or upon its own initiative, theProcuring Entity shall, within a period of seven (7) calendar days, verify theexistence of such ground(s) and cause the execution of a Verified Report, withall relevant evidence attached;(b)Upon recommendation by the Procuring Entity, the HoPE shall terminate thisContract only by a written notice to the Consultant conveying suchtermination. The notice shall state:(i)that the contract is being terminated for any of the ground(s) aforementioned, and a statement of the acts that constitute the ground(s)constituting the same;(ii)

the extent of termination, whether in whole or in part;(iii)

an instruction to the Consultant to show cause as to why the contract
should not be terminated; and(iv)

special instructions of the Procuring Entity, if any.
53

The Notice to Terminate shall be accompanied by a copy of the Verified
Report;30.

(c)Within a period of seven (7) calendar days from receipt of the Notice ofTermination, the Consultant shall submit to the HoPE a verified position paper
stating why this Contract should not be terminated. If the Consultant fails toshow cause after the lapse of the seven (7) day period, either by inaction or by
default, the HoPE shall issue an order terminating this Contract;(d)

The Procuring Entity may, at anytime before receipt of the Consultant’s
verified position paper to withdraw the Notice to Terminate if it is determinedthat certain services subject of the notice had been completed or performed
before the Consultant’s receipt of the notice;(e)Within a non-extendible period of ten (10) calendar days from receipt of theverified position paper, the HoPE shall decide whether or not to terminate thisContract. It shall serve a written notice to the Consultant of its decision and,
unless otherwise provided, this Contract is deemed terminated from receipt of
the Consultant of the notice of decision. The termination shall only be basedon the ground(s) stated in the Notice to Terminate; and(f)

The HoPE may create a Contract Termination Review Committee (CTRC) toassist him in the discharge of this function. All decisions recommended by the
CTRC shall be subject to the approval of the HoPE.

Cessation of Services
Upon termination of this Contract by notice of either Party to the other pursuant to
GCC Clauses 27 or 28 hereof, the Consultant shall, immediately upon dispatch or
receipt of such notice, take all necessary steps to bring the Services to a close in a
prompt and orderly manner and shall make every reasonable effort to keep
expenditures for this purpose to a minimum. With respect to documents prepared by
the Consultant and equipment and materials furnished by the Procuring Entity, theConsultant shall proceed as provided, respectively, by GCC Clauses 35 or 36 hereof.

31.

Payment Upon Termination
Upon termination of this Contract pursuant to GCC Clauses 27 or 28 hereof, theProcuring Entity shall make the following payments to the Consultant:(a)remuneration pursuant to GCC Clause 53 hereof for Services satisfactorily
performed prior to the effective date of termination;(b)reimbursable expenditures pursuant to GCC Clause 53 hereof for expenditures
actually incurred prior to the effective date of termination; and(c)in the case of termination pursuant to GCC Clause 27(b) hereof,
reimbursement of any reasonable cost incident to the prompt and orderly
termination of this Contract including the cost of the return travel of the
Personnel and their eligible dependents.

54

32.

Disputes about Events of Termination
If either Party disputes whether an event specified in GCC Clause 27.1 or in GCC
Clause 28 hereof has occurred, such Party may refer the matter to arbitration pursuant
to GCC Clause 34 hereof, and this Contract shall not be terminated on account ofsuch event except in accordance with the terms of any resulting arbitral award.

33.

Cessation of Rights and Obligations
Upon termination of this Contract pursuant to GCC Clauses 27 or 28 hereof, or upon
expiration of this Contract pursuant to GCC Clause 24, all rights and obligations of
the Parties hereunder shall cease, except:

34.

35.

(a)

such rights and obligations as may have accrued on the date of termination or
expiration;(b)

the obligation of confidentiality set forth in GCC Clause 17 hereof; and(c)the Consultant’s obligation to permit inspection, copying and auditing of theiraccounts and records set forth in GCC Clauses 51(b) and 51(c) hereof, any
right which a Party may have under the Applicable Law.

Dispute Settlement
34.1

If any dispute or difference of any kind whatsoever shall arise between
the Parties in connection with the implementation of this Contract, theParties shall make every effort to resolve amicably such dispute ordifference by mutual consultation.

34.2

Any and all disputes arising from the implementation of this Contract
shall be submitted to arbitration in accordance with the rules ofprocedure specified in the SCC.

Documents Prepared by the Consultant and Software Developed tobe the Property of the Procuring Entity
35.1

All plans, drawings, specifications, designs, reports, other documents andsoftware prepared by the Consultant for the Procuring Entity under thisContract shall become and remain the property of the Procuring Entity,
and the Consultant shall, prior to termination or expiration of thisContract, deliver all such documents to the Procuring Entity, together
with a detailed inventory thereof. The Consultant may retain a copy ofsuch documents and software. The plans, drawings, specifications,designs, reports, other documents and software, including restrictions on
future use of such documents and software, if any, shall be specified in the
SCC.

35.2

All computer programs developed by the Consultant under this Contract
shall be the sole and exclusive property of the Procuring Entity; provided,
however, that the Consultant may use such programs for its own use withprior written approval of the Procuring Entity. If license agreements are55necessary or appropriate between the Consultant and third parties forpurposes of development of any such computer programs, the Consultant
shall obtain the Procuring Entity’s prior written approval to suchagreements. In such cases, the Procuring Entity shall be entitled at its
discretion to require recovering the expenses related to the developmentof the program(s) concerned.

36.

Equipment and Materials Furnished by the Procuring Entity
Equipment and materials made available to the Consultant by the Procuring Entity, orpurchased by the Consultant with funds provided by the Procuring Entity, shall be theproperty of the Procuring Entity and shall be marked accordingly. Upon termination
or expiration of this Contract, the Consultant shall make available to the Procuring
Entity an inventory of such equipment and materials and shall dispose of such
equipment and materials in accordance with the Procuring Entity’s instructions.
While in possession of such equipment and materials, the Consultant, unlessotherwise instructed by the Procuring Entity in writing, shall insure it at the expenseof the Procuring Entity in an amount equal to their full replacement value.

37.

Services, Facilities and Property of the Procuring Entity
The Procuring Entity shall make available to the Consultant and the Personnel, for the
purposes of the Services and free of any charge, the services, facilities and property
described in Appendix V at the terms and in the manner specified in said appendix,
provided that if such services, facilities and property shall not be made available to
the Consultant as and when so specified, the Parties shall agree on:

38.

(a)

any time extension that it may be appropriate to grant to the Consultant for the
performance of the Services;(b)the manner in which the Consultant shall procure any such services, facilities
and property from other sources; and(c)the additional payments, if any, to be made to the Consultant as a result
thereof pursuant to GCC Clause 52 hereinafter which should be within theagreed contract ceiling.

Consultant’s Actions Requiring Procuring Entity’s Prior Approval
The Consultant shall obtain the Procuring Entity’s prior approval in writing before
taking any of the following actions:(a)appointing such members of the Personnel as are listed in Appendix III merely
by title but not by name;(b)entering into a subcontract for the performance of any part of the Services, it
being understood that:(i)the selection of the Subconsultant and the terms and conditions of thesubcontract shall have been approved in writing by the Procuring
Entity prior to the execution of the subcontract; and
56

(ii)

39.

the Consultant shall remain fully liable for the performance of theServices by the Subconsultant and its Personnel pursuant to thisContract;(c)replacement, during the performance of the contract for any reason, of any
Personnel as listed in Appendix III of this Contract requiring the Procuring
Entity’s prior approval; and(d)any other action that may be specified in the SCC.

Personnel
39.1

The Consultant shall employ and provide such qualified and experienced
Personnel and Subconsultants as are required to carry out the Services.

39.2

The title, agreed job description, minimum qualification and estimatedperiod of engagement in the carrying out of the Services of each of theConsultant’s Key Personnel are described in Appendix III.

39.3

The Key Personnel and Subconsultants listed by title as well as by namein Appendix III are hereby approved by the Procuring Entity. In respectof other Key Personnel which the Consultant proposes to use in the
carrying out of the Services, the Consultant shall submit to the Procuring
Entity for review and approval a copy of their biographical data and, inthe case of Key Personnel to be assigned within the GoP, a copy of asatisfactory medical certificate attached as part of Appendix III. If the
Procuring Entity does not object in writing; or if it objects in writing but
fails to state the reasons for such objection, within twenty-one (21)calendar days from the date of receipt of such biographical data and, if
applicable, such certificate, the Key Personnel concerned shall be deemed
to have been approved by the Procuring Entity.

39.4

The Procuring Entity may request the Consultants to perform additional
services not covered by the original scope of work but are determined by
the Procuring Entity to be critical for the satisfactory completion of theServices, subject to GCC Clause 55.6.

39.5

No changes shall be made in the Key Personnel, except for justifiablereasons as may be determined by the Procuring Entity, as indicated in the
SCC, and only upon prior approval of the Procuring Entity. If it becomes
justifiable and necessary to replace any of the Personnel, the Consultant
shall forthwith provide as a replacement a person of equivalent or better
qualifications. If the Consultant introduces changes in Key Personnel forreasons other than those mentioned in the SCC, the Consultant shall be
liable for the imposition of damages as described in the SCC.

39.6

Any of the Personnel provided as a replacement under GCC Clauses 39.5
and 39.7, the rate of remuneration applicable to such person as well as
any reimbursable expenditures the Consultant may wish to claim as aresult of such replacement, shall be subject to the prior written approvalby the Procuring Entity. Except as the Procuring Entity may otherwise57

agree, the Consultant shall bear all additional travel and other costs
arising out of or incidental to any removal and/or replacement, and the
remuneration to be paid for any of the Personnel provided as areplacement shall not exceed the remuneration which would have been
payable to the Personnel replaced.
39.7

40.

41.

If the Procuring Entity finds that any of the Personnel has committed
serious misconduct or has been charged with having committed acriminal action as defined in the Applicable Law, or has reasonable cause
to be dissatisfied with the performance of any of the Personnel, then theConsultant shall, at the Procuring Entity’s written request specifying the
grounds therefore, forthwith provide as a replacement a person withqualifications and experience acceptable to the Procuring Entity.

Working Hours, Overtime, Leave, etc.
40.1

Working hours and holidays for Key Personnel are set forth in Appendix
III. Any travel time prior to and after contract implementation shall not
be considered as part of the working hours.

40.2

The Key Personnel shall not be entitled to claim payment for overtime
work, sick leave, or vacation leave from the Procuring Entity since these
items are already covered by the Consultant’s remuneration. All leaves tobe allowed to the Personnel are included in the staff-months of service set
forth in Appendix III. Taking of leave by any Personnel should not delay
the progress and adequate supervision of the Services.

40.3

If required to comply with the provisions of GCC Clause 43.1 hereof,
adjustments with respect to the estimated periods of engagement of Key
Personnel set forth in Appendix III may be made by the Consultant byprior written notice to the Procuring Entity, provided that:(a)such adjustments shall not alter the originally estimated period ofengagement of any individual by more than ten percent (10%);
and

(b)

the aggregate of such adjustments shall not cause payments under
this Contract to exceed the ceilings set forth in GCC Clause 52.1 ofthis Contract. Any other such adjustments shall only be madewith the Procuring Entity’s prior written approval.

Counterpart Personnel
41.1

If so provided in Appendix III hereto, the Procuring Entity shall makeavailable to the Consultant, as and when provided in such Appendix III,and free of charge, such Counterpart Personnel to be selected by theProcuring Entity, with the Consultant’s advice, as shall be specified insuch Appendix III.
Counterpart Personnel shall work with theConsultant. If any member of the Counterpart Personnel fails to perform
adequately any work assigned to such member by the Consultant which isconsistent with the position occupied by such member, the Consultant
58

may request the replacement of such member, and the Procuring Entity
shall not unreasonably refuse to act upon such request.

42.

41.2

The responsibilities of the Counterpart Personnel shall be specified inAppendix III, attached hereto, and the Counterpart Personnel shall not
perform any work beyond the said responsibilities.

41.3

If Counterpart Personnel are not provided by the Procuring Entity to theConsultant as and when specified in Appendix III, and or if theCounterpart Personnel lack the necessary training, experience or
authority to effectively undertake their responsibilities, the Procuring
Entity and the Consultant shall agree on how the affected part of theServices shall be carried out, and the additional payments, if any, to bemade by the Procuring Entity to the Consultant as a result thereof
pursuant to GCC Clause 52 hereof.

Performance Security
42.1

Unless otherwise specified in the SCC, within ten (10) calendar days fromreceipt of the Notice of Award from the Procuring Entity but in no caselater than the signing of the contract by both parties, the Consultant shallfurnish the performance security in any the forms prescribed in the ITB
Clause 32.2.

42.2

The performance security posted in favor of the Procuring Entity shall be
forfeited in the event it is established that the Consultant is in default inany of its obligations under the contract.

42.3

The performance security shall remain valid until issuance by theProcuring Entity of the Certificate of Final Acceptance.

42.4

The performance security may be released by the Procuring Entity andreturned to the Consultant after the issuance of the Certificate of Final
Acceptance subject to the following conditions:

42.5

(a)

There are no pending claims against the Consultant or the surety
company filed by the Procuring Entity;(b)

The Consultant has no pending claims for labor and materials
filed against it; and(c)Other terms specified in the SCC.

In case of a reduction of the contract value, the Procuring Entity shallallow a proportional reduction in the original performance security,
provided that any such reduction is more than ten percent (10%) and thatthe aggregate of such reductions is not more than fifty percent (50%) of
the original performance security.

59

43.

44.

Standard of Performance
43.1

The Consultant shall perform the Services and carry out their obligations
hereunder with all due diligence, efficiency and economy, in accordancewith generally accepted professional techniques and practices, and shallobserve sound management practices, and employ appropriate advanced
technology and safe and effective equipment, machinery, materials andmethods.

43.2

The Consultant shall always act, in respect of any matter relating to thisContract or to the Services, as faithful advisers to the Procuring Entity,and shall at all times support and safeguard the Procuring Entity’s
legitimate interests in any dealings with Subconsultants or third parties.

43.3

The Consultant shall furnish to the Procuring Entity such information
related to the Services as the Procuring Entity may from time to time
reasonably request.

43.4

The Consultant shall at all times cooperate and coordinate with theProcuring Entity with respect to the carrying out of its obligations under
this Contract.

Consultant Not to Benefit from Commissions, Discounts, etc.
The remuneration of the Consultant pursuant to GCC Clause 53 hereof shallconstitute the Consultant’s sole remuneration in connection with this Contract or theServices and, subject to GCC Clause 45 hereof, the Consultant shall not accept for
their own benefit any trade commission, discount or similar payment in connection
with activities pursuant to this Contract or to the Services or in the discharge of their
obligations hereunder, and the Consultant shall use its best efforts to ensure that any
Subconsultants, as well as the Personnel and agents of either of them, similarly shallnot receive any such additional remuneration.

45.

Procurement by the Consultant
If the Consultant, as part of the Services, has the responsibility of advising or
procuring goods, works or services, for the Procuring Entity, the Consultant shallcomply with any applicable procurement guidelines of the Funding Source, and shallat all times exercise such responsibility in the best interest of the Procuring Entity.
Any discounts or advantages obtained by the Consultant in the exercise of suchprocurement responsibility shall be for the benefit of the Procuring Entity.

46.

Specifications and Designs
46.1

The Consultant shall prepare all specifications and designs using themetric system and shall embody the best design criteria applicable toPhilippine conditions. The Consultant shall specify standards which areaccepted and well-known among industrial nations.

46.2

The Consultant shall ensure that the specifications and designs and all
documentation relating to procurement of goods and services for this60

Contract are prepared on an impartial basis so as to promote national
and international competitive bidding.

47.

Reports
The Consultant shall submit to the Procuring Entity the reports, deliverables anddocuments in English, in the form, in the numbers, and within the time periods set
forth in Appendix II.

48.

49.

Assistance by the Procuring Entity on Government Requirements
48.1

The Procuring Entity may assist the Consultant, Subconsultants, andPersonnel in the payment of such taxes, duties, fees and other impositions
as may be levied under the Applicable Law by providing information on
the preparation of necessary documents for payment thereof.

48.2

The Procuring Entity shall use its best efforts to ensure that theGovernment shall:(a)provide the Consultant, Subconsultants, and Personnel with work
permits and such other documents as shall be necessary to enable
the Consultant, Subconsultants, or Personnel to perform theServices;(b)arrange for the foreign Personnel and, if appropriate, their eligible
dependents to be provided promptly with all necessary entry andexit visas, residence permits, and any other documents required
for their stay in the Philippines for the duration of the Contract;(c)

facilitate prompt clearance through customs of any property
required for the Services and of the necessary personal effects ofthe foreign Personnel and their eligible dependents;(d)issue to officials, agents and representatives of the Government all such
instructions as may be necessary or appropriate for the prompt andeffective implementation of the Services; and(e)grant to foreign Consultant, any foreign Subconsultant and the Personnelof either of them the privilege, pursuant to the Applicable Law, ofbringing into the Government’s country reasonable amounts of foreign
currency for purposes of the Services or for the personal use of theforeign Personnel and their dependents.

Access to Land
The Procuring Entity warrants that the Consultant shall have, free of charge,
unimpeded access to all lands in the Philippines in respect of which access is required
for the performance of the Services. The Procuring Entity shall be responsible for any
damage to such land or any property thereon resulting from such access and shallindemnify the Consultant and each of the Personnel in respect of liability for any such61

damage, unless such damage is caused by the default or negligence of the Consultant
or any Subconsultant or the Personnel of either of them.

50.

51.

Subcontract
50.1

Subcontracting of any portion of the Consulting Services, if allowed in the
BDS, does not relieve the Consultant of any liability or obligation under
this Contract. The Consultant will be responsible for the acts, defaults,
and negligence of any subconsultant, its agents, servants or workmen as
fully as if these were the Consultant’s own acts, defaults, or negligence, or
those of its agents, servants or workmen.

50.2

Subconsultants disclosed and identified during the bidding may bechanged during the implementation of this Contract, subject tocompliance with the required qualifications and the approval of the
Procuring Entity.

Accounting, Inspection and Auditing
51.1

51.2

The Consultant shall:(a)keep accurate and systematic accounts and records in respect of
the Services hereunder, in accordance with internationallyaccepted accounting principles and in such form and detail as shallclearly identify all relevant time changes and costs, and the bases
thereof;(b)permit the Procuring Entity or its designated representative andor the designated representative of the Funding Source at least
once for short-term Contracts, and annually in the case of longterm Contracts, and up to one year from the expiration or
termination of this Contract, to inspect the same and make copies
thereof as well as to have them audited by auditors appointed by
the Procuring Entity; and(c)permit the Funding Source to inspect the Consultant’s accounts
and records relating to the performance of the Consultant and tohave them audited by auditors approved by the Funding Source, if
so required.

The basic purpose of this audit is to verify payments under this Contract
and, in this process, to also verify representations made by the Consultant
in relation to this Contract. The Consultant shall cooperate with andassist the Procuring Entity and its authorized representatives in making
such audit. In the event the audit discloses that the Consultant has
overcharged the Procuring Entity, the Consultant shall immediately
reimburse the Procuring Entity an amount equivalent to the amountoverpaid. If overpayment is a result of the Consultant having been
engaged in what the Procuring Entity (or, as the case may be, the Funding
Source) determines to constitute corrupt, fraudulent, or coercive
practices, as defined in GCC Clause 27(e) and under the Applicable Law,62

the Procuring Entity shall, unless the Procuring Entity decides otherwise,
terminate this Contract.
51.3 The determination that the Consultant has engaged in corrupt, fraudulent,
coercive practices shall result in the Procuring Entity and/or the Funding
Source seeking the imposition of the maximum administrative, civil andcriminal penalties up to and in including imprisonment.

52.

53.

Contract Cost
52.1

Except as may be otherwise agreed under GCC Clause 10, payments
under this Contract shall not exceed the ceiling specified in the SCC. The
Consultant shall notify the Procuring Entity as soon as cumulative
charges incurred for the Services have reached eighty percent (80%) of
this ceiling.

52.2

Unless otherwise specified in the SCC, the cost of the Services shall bepayable in Philippine Pesos and shall be set forth in the Appendix IV
attached to this Contract.

Remuneration and Reimbursable Expenditures
53.1

Payments of Services do not relieve the Consultant of any obligation
hereunder.

53.2

Remuneration for the Personnel shall be determined on the basis of time
actually spent by such Personnel in the performance of the Services
including other additional factors indicated in the SCC after the date
determined in accordance with GCC Clause 22, or such other date as theParties shall agree in writing, including time for necessary travel via themost direct route, at the rates referred to, and subject to such additional
provisions as are set forth, in the SCC.

53.3

Remuneration for periods of less than one month shall be calculated on anhourly basis for time spent in home office (the total of 176 hours permonth shall apply) and on a calendar-day basis for time spent away fromhome office (1 day being equivalent to 1/30th of a month).

53.4

Reimbursable expenditures actually and reasonably incurred by theConsultants in the performance of the Services are provided in the SCC.

53.5

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

The Procuring Entity shall cause to be paid to the Consultant anadvance payment as specified in the SCC, and as otherwise set
forth below. The advance payment shall be due after theConsultant provides an irrevocable standby letter of credit infavor of the Procuring Entity issued by an entity acceptable to theProcuring Entity in accordance with the requirements provided in
the SCC.

63

54.

(b)

As soon as practicable and not later than fifteen (15) days after theend of each calendar month during the period of the Services, theConsultant shall submit to the Procuring Entity, in duplicate,
itemized statements, accompanied by copies of receipted invoices,vouchers and other appropriate supporting materials, of theamounts payable pursuant to GCC Clauses 52.1 and 53 for suchmonth. Separate monthly statements shall be submitted in respectof amounts payable in foreign currency and in local currency.
Each separate monthly statement shall distinguish that portion of
the total eligible costs which pertains to remuneration from that
portion which pertains to reimbursable expenditures.

(c)

The Procuring Entity shall cause the payment of the Consultant’s
monthly statements within sixty (60) days after the receipt by theProcuring Entity of such statements with supporting documents.
Only such portion of a monthly statement that is not satisfactorily
supported may be withheld from payment.
Should any
discrepancy be found to exist between actual payment and costs
authorized to be incurred by the Consultant, the Procuring Entity
may add or subtract the difference from any subsequent payments.
Interest shall be paid for delayed payments following the rate
provided in the SCC.

Final Payment
54.1

The final payment shall be made only after the final report and a final
statement, identified as such, shall have been submitted by the Consultant
and approved as satisfactory by the Procuring Entity. The Services shallbe deemed completed and finally accepted by the Procuring Entity andthe final report and final statement shall be deemed approved by theProcuring Entity as satisfactory ninety (90) calendar days after receipt of
the final report and final statement by the Procuring Entity unless theProcuring Entity, within such ninety (90)-day period, gives written noticeto the Consultant specifying in detail deficiencies in the Services, the final
report or final statement. The Consultant shall thereupon promptly makeany necessary corrections within a maximum period of ninety (90)calendar days, and upon completion of such corrections, the foregoingprocess shall be repeated.

54.2

Any amount which the Procuring Entity has paid or caused to be paid inaccordance with this clause in excess of the amounts actually payable inaccordance with the provisions of this Contract shall be reimbursed by
the Consultant to the Procuring Entity within thirty (30) days after
receipt by the Consultant of notice thereof. Any such claim by theProcuring Entity for reimbursement must be made within twelve (12)calendar months after receipt by the Procuring Entity of a final reportand a final statement approved by the Procuring Entity in accordancewith the above.

64

55.

56.

Lump Sum Contracts
55.1

For Lump Sum Contracts when applicable, notwithstanding the terms of
GCC Clauses 10, 18.1, 31(c), 41.3, 53.2, 53.3, 53.4, 53.5, and 54.1, theprovisions contained hereunder shall apply.

55.2

Personnel - Any replacement approved by the Procuring Entity inaccordance with ITB Clause 27.3 shall be provided by the Consultant at
no additional cost.

55.3

Staffing Schedule - Should the rate of progress of the Services, or any part
hereof, be at any time in the opinion of the Procuring Entity too slow toensure that the Services are completed in accordance with the Staffing
Schedule, the Procuring Entity shall so notify the Consultant in writing
and the Consultant shall at its sole cost and expense, thereupon take such
steps as necessary, subject to the Procuring Entity’s approval, or as
reasonably required by the Procuring Entity, to expedite progress so as toensure that the Services are completed in accordance with the Staffing
Schedule.

55.4

Final payment pursuant to the Payment Schedule in Appendices IV and V
shall be made by the Procuring Entity after the final report has been
submitted by the Consultant and approved by the Procuring Entity.

55.5

Termination - Upon the receipt or giving of any notice referred to in GCC
Clause 29 and if the Consultant is not in default under this Contract andhas partly or substantially performed its obligation under this Contract
up to the date of termination and has taken immediate steps to bring theServices to a close in prompt and orderly manner, there shall be an
equitable reduction in the maximum amount payable under this Contract
to reflect the reduction in the Services, provided that in no event shall theConsultant receive less than his actual costs up to the effective date of thetermination, plus a reasonable allowance for overhead and profit.

55.6

Unless otherwise provided in the SCC, no additional payment forvariation order, if any, shall be allowed for this Contract.

Liquidated Damages for Delay
If the Consultant fails to deliver any or all of the Services within the period(s)specified in this Contract, the Procuring Entity shall, without prejudice to its otherremedies under this Contract and under the Applicable Law, deduct from the contract
price, as liquidated damages, a sum equivalent to one-tenth of one percent of the priceof the unperformed portion of the Services for each day of delay based on theapproved contract schedule up to a maximum deduction of ten percent (10%) of thecontract price. Once the maximum is reached, the Procuring Entity may consider
termination of this Contract pursuant to GCC Clause 27.

65Section V. Special Conditions ofContract
Special Conditions of Contract
GCC Clause
1.1(g)The Funding Source is:
The Government of the Philippines (GoP)

6.2(b)

NOTE: It is essential that Consultants that advise PROCURING
ENTITIES on the privatization of state owned enterprises or other assets(or on related problems), be prohibited from “switching sides” uponcompletion of their obligations and then either appearing as purchaser ofthese enterprises/assets or advising potential purchasers in this context.
In these situations, the following provision must be used:
For a period of two years after the expiration of this Contract, theConsultant shall not engage, and shall cause its Personnel as well as their
Subconsultants and its Personnel not to engage, in the activity of apurchaser (directly or indirectly) of the assets on which they advised theProcuring Entity under this Contract nor in the activity of an adviser(directly or indirectly) of potential purchasers of such assets. The
Consultant also agree that their affiliates shall be disqualified for the same
period of time from engaging in the said activities.

7

The Member in Charge is [name of member, address, and other necessary
contact information].
NOTE: If the Consultant consists only of one entity, state “Notapplicable”.

8

If there is a resident project manager, state here:
The person designated as resident project manager in Appendix III shallserve in that capacity, as specified in GCC Clause 8.
If there is no such manager, state: Not Applicable.

10

No further instructions.

12

The Authorized Representatives are as follows:
For the Procuring Entity:
For the Consultant:
66

NOTE: Name of authorized representative to be filled out by winningconsultant prior to contract signing.
15.1

The addresses are:Procuring Entity: [insert name of Procuring Entity]
Attention: [insert
representative]

name

of

the

Procuring

Entity’sauthorized

Address:
Facsimile:
Email Address:

Consultants: [insert name of the Consultant]
Attention: [insert name of the Consultant’s authorized representative]
Address:
Facsimile:
Email Address:
NOTE: Contact details to be filled out by winning consultant prior tocontract signing.
15.2

Notice shall be deemed to be effective as follows:(a)in the case of personal delivery or registered mail, on delivery;(b)in the case of facsimiles, within [insert hours] following
confirmed transmission; or(c)in the case of telegrams, within [insert hours] following confirmed
transmission.
18.3

State here Consultant’s account where payment may be made.
NOTE: Details of account to be filled out by winning consultant prior tocontract signing.

19

No further instructions.

20

No additional provision
If the Consultant is a joint venture, “All partners to the joint venture shallbe jointly and severally liable to the Procuring Entity.”

67

22

The effectiveness conditions are the following:
State “None” or List here any conditions of effectiveness of the Contract,e.g., approval of this Contract by the NEDA, DBM, WB, etc., Procuring
Entity’s approval of Consultant’s bid for appointment of specified key staff
members, effectiveness of Appropriations, Loans or Credits, receipt by
Consultant of advance payment and by Procuring Entity of advancepayment guarantee.

24

The time period shall be [insert length of time] or such other time period
as the parties may agree in writing.
NOTE: Fill out the time period, e.g., “four (4) months after thesubmission of the Consultant final report”

34.2

Any and all disputes arising from the implementation of this contract shallbe submitted to arbitration in the Philippines according to the provisionsof Republic Acts 876 and 9285, as required in Section 59 of the IRR of
RA 9184.

35.1

The drawings, specifications, designs, reports, other documents andsoftware prepared by the Consultant for the Procuring Entity under thisContract that shall become and remain the property of the Procuring
Entity are as follows:[List here documents and software, stating restrictions on future use ifany.]

38.1(d)The Consultant’s actions requiring the Procuring Entity’s prior approvalare:[List here actions of the Consultant that require the Procuring Entity’s
approval]

39.5

The Consultant may change its Key Personnel only for justifiable reasons
as may be determined by the Procuring Entity, such as death, serious
illness, incapacity of an individual Consultant, resignation, among others,or until after fifty percent (50%) of the Personnel’s man-months have been
served.
Violators will be fined an amount equal to the refund of the replaced
Personnel's basic rate, which should be at least fifty percent (50%) of thetotal basic rate for the duration of the engagement.

42.1

No further instructions.

42.4(c)Specify additional conditions, if any, that must be met prior to the releaseof the performance security, otherwise, state “No further instructions”.

52.1

The total ceiling amount in Philippine Pesos is [insert amount].

68

NOTE: The contract amount is to be filled out by the BAC Secretariat
prior to contract signing.
52.2

No further instructions.

53.2

No additional instructions.

53.4

The following expenditures in foreign currency shall be reimbursed inlocal currency at the exchange rate used on the date of Bid opening:1.

a per diem allowance for each of the foreign or local Personnel forevery day in which such Personnel shall be absent from his homeoffice and shall be outside the country of the Government for the
purpose of the Services at the daily rate specified in Appendix IV;

2.

the following transportation costs:

3.

(a)

the cost of international transportation of the foreign
Personnel and, as specified below, eligible dependents ofthe foreign Personnel, by the most appropriate means oftransport and the most direct practicable route to and fromthe Consultant’s home office; in the case of air travel, thisshall be by less than first class;(b)

the cost of transportation to and from the Government’s
country of eligible dependents who shall be the spouse andnot more than two (2) unmarried dependent children undereighteen (18) years of age of those of the foreign Personnel
assigned to resident duty in the Government’s country forthe purpose of the Services for periods of six (6)consecutive months or longer, provided that the stay ofsuch dependents in the Government’s country shall havebeen for not less than three (3) consecutive months,
duration. If the project period for resident staff of theforeign Personnel shall be thirty (30) months or more, one
extra economy class air trip for their eligible dependents forevery twenty-four (24)-month project shall be reimbursed;(c)for the air travel of each of the foreign Personnel, and eacheligible dependent, the cost of excess baggage up to twenty(20) kilograms per person, or the equivalent in cost of
unaccompanied baggage or air freight; and(d)miscellaneous travel expenses such as the cost oftransportation to and from airports, airport taxes, passport,
visas, travel permits, vaccinations, etc., at a fixed unit priceper round trip as specified in Appendix IV;

the cost of communications (other than those arising in the69

Government’s country) reasonably required by the Consultant forthe purposes of the Services;4.

the cost of printing, reproducing and shipping of the documents,
reports, drawings, etc. specified in Appendix IV;

5.

the cost of acquisition, shipment and handling of the following
equipment, instruments, materials and supplies required for theServices: [insert amount];6.

the cost of shipment of personal effects up to [insert amount];7.

the cost of programming and use of, and communication between,
the computers for the purposes of the Services at the rate set forthin Appendix IV;

8.

the cost of training of the Procuring Entity’s personnel outside theGovernment’s country, as specified in Appendix IV;

9.

the cost of laboratory tests on materials, model tests and othertechnical services authorized or requested by the Procuring Entity,
as specified in Appendix IV;

10.

the foreign currency cost of any subcontract required for theServices and approved in writing by the Procuring Entity;

11.

the cost of items not covered in the foregoing but which may berequired by the Consultant for completion of the Services, subject
to the prior authorization in writing by the Procuring Entity; and12.

any such additional payments in foreign currency for properly
procured items as the Parties may have agreed upon.

NOTE: Items that are not applicable should be deleted; others may be
added.
The reimbursable expenditures in local currency shall be as follows:1.

a per diem allowance for each of the short-term foreign Personnel(i.e., with less than twelve (12) months consecutive stay in the
Government’s country) for the first ninety (90) days during whichsuch Personnel shall be in the Government’s country;

2.

a per diem allowance for each of the short-term foreign Personnel
for each day in excess of ninety (90) days during which such
Personnel shall be in the Government’s country;

3.

a living allowance for each of the long-term foreign Personnel(twelve (12) months or longer consecutive stay in the
Government’s country) at the rates specified in Appendix IV;

4.

the cost of the following locally procured items:
70

local

transportation, office accommodations, camp facilities, campservices, subcontracted services, soil testing, equipment rentals,
supplies, utilities and communication charges arising in the
Government’s country, all if and to the extent required for the
purpose of the Services, at rates specified in Appendix IV;
5.

the cost of equipment, materials and supplies to be procured
locally in the Government’s country as specified in Appendix IV;

6.

the local currency cost of any subcontract required for the Services
and approved in writing by the Procuring Entity;

7.

any such additional payments in local currency for properly
procured items as the Parties may have agreed upon pursuant tothis Contract; and8.

the ordinary and necessary cost of such further items as may berequired by the Consultant which are actually, directly, andnecessarily used for the purpose of the Services, as agreed inwriting by the Procuring Entity.

NOTE: Items that are not applicable should be deleted.
53.5(a)No advance payment is allowed.

(c)

The interest rate is: [insert interest rate].
NOTE: For GoP funded projects, interest rate is zero.

55.6

No further instructions.

71Section VI. Terms of Reference(Please see attached)72Section VII. Bidding Forms
Technical Proposal Forms.................................................................................. 74
Omnibus Sworn Statement …………………………………………………..98
Bid Securing Declaration …………………………………………………….101
Financial Proposal Forms .................................................................................. 89
Form of Contract Agreement ............................................................................. 96

73

TECHNICAL PROPOSAL FORMS

Notes for Consultants
The following summarizes the content and maximum number of pages permitted for theTechnical Proposal. A page is considered to be one printed side of A4 or letter sized paper.
Cover Letter
Use TPF 1. Technical Proposal Submission Form.
Experience of the Firm
Maximum of ten (10) pages introducing the background and general experience of theConsultant, including its partner(s) and subconsultants, if any.
Maximum of ten (10) pages completed projects in the format of TPF 2. Consultant’s
References illustrating the relevant experience of the Consultant, including its partner andsubconsultants, if any. No promotional material should be included.
General approach and methodology, work and staffing schedule
Use TPF 4. Description of the Methodology and Work Plan for Performing the Project, TPF
5. Team Composition and Task , TPF 7. Time Schedule for Professional Personnel, and TPF
8. Activity (Work) Schedule.
Curriculum Vitae (CV)Use TPF 6. Format of Curriculum Vitae (CV) for Proposed Professional Staff.
Comments on the terms of reference and data and facilities to be provided by theProcuring Entity
Not more than ten (10) pages using TPF 3. Comments and Suggestions of Consultant on theTerms of Reference and on Data, Services, and Facilities to be Provided by the procuring
entity.

74

TPF 1. TECHNICAL PROPOSAL SUBMISSION FORM

[Date][Name and address of the Procuring Entity]

Ladies/Gentlemen:We, the undersigned, offer to provide the consulting services for [Title of Project] inaccordance with your Bidding Documents dated [insert date] and our Bid. We are hereby
submitting our Bid, which includes this Technical Proposal, and a Financial Proposal sealed
under a separate envelope.
In accordance with ITB Clause 21.1, we confirm that the information contained in theeligibility documents submitted earlier together with the Expression of Interest remain correct
as of the date of bid submission.
If negotiations are held during the period of bid validity, i.e., before [insert date], we
undertake to negotiate on the basis of the proposed staff. Our Bid is binding upon us andsubject to the modifications resulting from contract negotiations.
In accordance with GCC Clause 51, we acknowledge and accept the Procuring
Entity’s right to inspect and audit all records relating to our Bid irrespective of whether weenter into a contract with the Procuring Entity as a result of this Bid or not.
We understand you are not bound to accept any Bid received for the selection of aconsultant for the Project.
We acknowledge that failure to sign this Technical Proposal Submission Form and theabovementioned Financial Proposal Submission Form shall be a ground for the rejection of
our Bid.
We remain,

Yours sincerely,
Authorized Signature:
Name and Title of Signatory:
Name of Firm:
Address:75

TPF 2. CONSULTANT’S REFERENCES

Relevant Services Carried Out in the Last Five Years
That Best Illustrate Qualifications
Using the format below, provide information on each project for which your firm/entity,either individually, as a corporate entity, or as one of the major companies within an
association, was legally contracted.
Project Name:Country:

Location within Country:

Professional Staff Provided by Your
Firm/Entity(profiles):Name of Client:

No of Staff:

Address:

No of Staff-Months; Duration of Project:

Start Date (Month/Year):Completion Date (Month/Year):Approx. Value of Services (in Current
US$):

No of Months of Professional Staff
Provided by Associated Consultants:

Name of Associated Consultants, if any:

Name of Senior Staff (Project Director/Coordinator, Team Leader) Involved and Functions Performed:

Narrative Description of Project:

Description of Actual Services Provided by Your Staff:

Consultant’s Name:76

TPF 3. COMMENTS AND SUGGESTIONS OF CONSULTANT ON THE TERMS OF
REFERENCE AND ON DATA, SERVICES, AND FACILITIES TO BE PROVIDED BY
THE PROCURING ENTITY

On the Terms of Reference:

1.
2.
3.
4.
5.

On the data, services, and facilities to be provided by the Procuring Entity:

1.
2.
3.
4.
5.

77

TPF 4. DESCRIPTION OF THE METHODOLOGY AND WORK PLAN FORPERFORMING THE PROJECT78

TPF 5. TEAM COMPOSITION AND TASK

1. Technical/Managerial Staff
Name

PositionTask

2. Support Staff
Name

Position

Task

3 Where applicable, indicate relationships among the Consultant and any partner and/or subconsultant, and relationship to
the Procuring Entity, the Funding Source and other parties or stakeholders, if any, involved in the project.

79

TPF 6. FORMAT OF CURRICULUM VITAE (CV) FOR PROPOSED PROFESSIONAL
STAFF

Proposed Position:
Name of Firm:
Name of Staff:
Profession:
Date of Birth:
Years with Firm/Entity:

Nationality:

Membership in Professional Societies:

Detailed Tasks Assigned:

Key Qualifications:[Give an outline of staff member’s experience and training most pertinent to tasks on project. Describe degreeof responsibility held by staff member on relevant previous projects and give dates and locations. Use about
half a page.]

Education:[Summarize college/university and other specialized education of staff members, giving names of schools, dates
attended, and degrees obtained. Use about one quarter of a page.]

Employment Record:[Starting with present position, list in reverse order every employment held. List all positions held by staff
member since graduation, giving dates, names of employing organizations, titles of positions held, and locationsof projects. For experience in last ten years, also give types of activities performed and client references, whereappropriate. Use about two pages.]80

Languages:[For each language, indicate proficiency: excellent, good, fair, or poor in speaking, reading, and writing.]

Certification:
I, the undersigned, certify that to the best of my knowledge and belief, these data correctly
describe me, my qualifications, and my experience.
Commitment:
I also commit to work for the Project in accordance with the time schedule as indicated in thecontract once the firm is awarded the Project.

Date:[Signature of staff member and authorized representative of the firm]

Day/Month/Year

Full name of staff member: _______________________________________________
Full name of authorized representative: ______________________________________SUBSCRIBED AND SWORN to before me this __ day of [month] [year] at [place ofexecution], Philippines. Affiant/s is/are personally known to me and was/were identified byme through competent evidence of identity as defined in the 2004 Rules on Notarial Practice(A.M. No. 02-8-13-SC). Affiant/s exhibited to me his/her [insert type of government
identification card used], with his/her photograph and signature appearing thereon, with no.
______.
Witness my hand and seal this ___ day of [month] [year].

NAME OF NOTARY PUBLIC

Serial No. of Commission ___________
Notary Public for ______ until _______
Roll of Attorneys No. _____PTR No. __, [date issued], [place issued]
IBP No. __, [date issued], [place issued]
Doc. No. ___Page No. ___Book No. ___Series of ____.

81

TPF 7. TIME SCHEDULE FOR PROFESSIONAL PERSONNEL

Name

Position

Reports Due/Activities

1

2

3

4

5

6

7

Months (in the Form of a Bar Chart)
8 9 10 11 12
Number of Months

Subtotal (1)Subtotal (2)Subtotal (3)Subtotal (4)Full-time:
Reports Due:
Activities Duration:
Location

Part-time:

Signature:(Authorized representative)
Full Name:
Title:
Address:82

TPF 8. ACTIVITY (WORK) SCHEDULE

A. Field Investigation and Study Items[1st, 2nd, etc. are months from the start of project.]
1st

2nd

3rd

4th

5th

6th

7th

8th

Activity (Work)____________________________________________________________________

B. Completion and Submission of Reports
Reports

Date

1.

Inception Report

2.

Interim Progress Report(a)First Status Report(b)Second Status Report3.

Draft Report

4.

Final Report

83

9th

10th 11th 12thOMNIBUS SWORN STATEMENTREPUBLIC OF THE PHILIPPINES )CITY/MUNICIPALITY OF ______ ) S.S.
AFFIDAVIT

I, [Name of Affiant], of legal age, [Civil Status], [Nationality], and residing at [Addressof Affiant], after having been duly sworn in accordance with law, do hereby depose and statethat:
1. Select one, delete the other:
If a sole proprietorship: I am the sole proprietor or authorized representative of[Name of Consultant] with office address at [address of Consultant];
If a partnership, corporation, cooperative, or joint venture: I am the duly authorized
and designated representative of [Name of Consultant] with office address at [addressof Consultant];
2. Select one, delete the other:
If a sole proprietorship: As the owner and sole proprietor or authorized representativeof [Name of Consultant], I have full power and authority to do, execute and perform
any and all acts necessary to participate, submit the bid, and to sign and execute theensuing contract for [Name of the Project] of the [Name of the Procuring
Entity][insert “as shown in the attached duly notarized Special Power of Attorney”
for authorized representative];
If a partnership, corporation, cooperative, or joint venture: I am granted full power
and authority to do, execute and perform any and all acts necessary to participate,submit the bid, and to sign and execute the ensuing contract for [Name of the Project]of the [Name of the Procuring Entity], accompanied by the duly notarized Special
Power of Attorney, Board/Partnership Resolution, or Secretary’s Certificate,
whichever is applicable;
3. [Name of Consultant] is not “blacklisted” or barred from bidding by the Governmentof the Philippines or any of its agencies, offices, corporations, or Local Government
Units, foreign government/foreign or international financing institution whose
blacklisting rules have been recognized by the Government Procurement Policy
Board;
4. Each of the documents submitted in satisfaction of the bidding requirements is anauthentic copy of the original, complete, and all statements and information provided
therein are true and correct;84

5. [Name of Consultant] is authorizing the Head of the Procuring Entity or its duly
authorized representative(s) to verify all the documents submitted;
6. Select one, delete the rest:
If a sole proprietorship: The owner or sole proprietor is not related to the Head of the
Procuring Entity, members of the Bids and Awards Committee (BAC), the Technical
Working Group, and the BAC Secretariat, the head of the Project Management Officeor the end-user unit, and the project consultants by consanguinity or affinity up to thethird civil degree;
If a partnership or cooperative: None of the officers and members of [Name of
Bidder] is related to the Head of the Procuring Entity, members of the Bids andAwards Committee (BAC), the Technical Working Group, and the BAC Secretariat,
the head of the Project Management Office or the end-user unit, and the project
consultants by consanguinity or affinity up to the third civil degree;
If a corporation or joint venture: None of the officers, directors, and controllingstockholders of [Name of Consultant] is related to the Head of the Procuring Entity,
members of the Bids and Awards Committee (BAC), the Technical Working Group,and the BAC Secretariat, the head of the Project Management Office or the end-user
unit, and the project consultants by consanguinity or affinity up to the third civil
degree;7. [Name of Consultant] complies with existing labor laws and standards; and8. [Name of Consultant] is aware of and has undertaken the following responsibilities asa Bidder:a) Carefully examine all of the Bidding Documents;b) Acknowledge all conditions, local or otherwise, affecting the implementation of
the Contract;c) Made an estimate of the facilities available and needed for the contract to be bid,
if any; andd) Inquire or secure Supplemental/Bid Bulletin(s) issued for the [Name of the
Project].
9. [Name of Bidder] did not give or pay directly or indirectly, any commission, amount,fee, or any form of consideration, pecuniary or otherwise, to any person or official,personnel or representative of the government in relation to any procurement projector activity.
IN WITNESS WHEREOF, I have hereunto set my hand this __ day of ___, 20__ at____________, Philippines.

______________________________________[Bidder’s Representative/Authorized Signatory]85

SUBSCRIBED AND SWORN to before me this __ day of [month] [year] at [place ofexecution], Philippines. Affiant/s is/are personally known to me and was/were identified byme through competent evidence of identity as defined in the 2004 Rules on Notarial Practice(A.M. No. 02-8-13-SC). Affiant/s exhibited to me his/her [insert type of government
identification card used], with his/her photograph and signature appearing thereon, with no.
______.
Witness my hand and seal this ___ day of [month] [year].

NAME OF NOTARY PUBLIC

Serial No. of Commission ___________
Notary Public for ______ until _______
Roll of Attorneys No. _____PTR No. __, [date issued], [place issued]
IBP No. __, [date issued], [place issued]
Doc. No. ___Page No. ___Book No. ___Series of ____.

86Bid-Securing Declaration(REPUBLIC OF THE PHILIPPINES)
CITY OF _______________________ ) S.S.
x-------------------------------------------------------x

Invitation to Bid [Insert reference number]
To: [Insert name and address of the Procuring Entity]
I/We, the undersigned, declare that:
1. I/We understand that, according to your conditions, bids must be supported by a Bid
Security, which may be in the form of a Bid-Securing Declaration.
2. I/We accept that: (a) I/we will be automatically disqualified from bidding for any contract
with any procuring entity for a period of two (2) years upon receipt of your Blacklisting
Order; and, (b) I/we will pay the applicable fine provided under Section 6 of the
Guidelines on the Use of Bid Securing Declaration, within fifteen (15) days from receipt
of written demand by the procuring entity for the commission of acts resulting to theenforcement of the bid securing declaration under Sections 23.1(b), 34.2, 40.1 and 69.1,
except 69.1 (f), of the IRR of RA 9184; without prejudice to other legal action thegovernment may undertake.
3. I/We understand that this Bid-Securing Declaration shall cease to be valid on thefollowing circumstances:a. Upon expiration of the bid validity period, or any extension thereof pursuant to yourrequest;b. I am/we are declared ineligible or post-disqualified upon receipt of your notice tosuch effect, and (i) I/we failed to timely file a request for reconsideration or (ii) I/wefiled a waiver to avail of said right;
c. I am/we are declared as the bidder with the Highest Rated Responsive Bid, and I/wehave furnished the performance security and signed the Contract.

87

IN WITNESS WHEREOF, I/We have hereunto set my/our hand/s this ____ day of [month][year] at [place of execution].
[Insert NAME OF BIDDER’S AUTHORIZED REPRESENTATIVE][Insert signatory’s legal capacity]
Affiant
SUBSCRIBED AND SWORN to before me this __ day of [month] [year] at [place ofexecution], Philippines. Affiant/s is/are personally known to me and was/were identified byme through competent evidence of identity as defined in the 2004 Rules on Notarial Practice(A.M. No. 02-8-13-SC). Affiant/s exhibited to me his/her [insert type of government
identification card used], with his/her photograph and signature appearing thereon, with no.
______.
Witness my hand and seal this ___ day of [month] [year].

NAME OF NOTARY PUBLIC

Serial No. of Commission ___________
Notary Public for ______ until _______
Roll of Attorneys No. _____PTR No. __, [date issued], [place issued]
IBP No. __, [date issued], [place issued]
Doc. No. ___Page No. ___Book No. ___Series of ____.

88

FINANCIAL PROPOSAL FORMS

Notes for Consultants
The following summarizes the content of the Financial Proposal.
Cover Letter
Use FPF 1. Financial Proposal Submission Form, which is an acknowledgement that, in
preparation and submission of the Technical and Financial Proposals, Consultants have:(a)followed the applicable rules and guidelines indicated in this ITB;(b)

not taken any action which is or constitutes a corrupt, fraudulent, or coercive practiceas defined in the applicable rules and guidelines; and(c)agrees to allow the Procuring Entity and the Funding Source, at their option, toinspect and audit all accounts, documents, and records relating to the its Bid and to
the performance of the ensuing contract.

Costs of Consulting Services
Use FPF 2. Summary of Costs; FPF 3. Breakdown of Price per Activity; FPF 4. Breakdown
of Remuneration per Activity; FPF 5.
Reimbursables per Activity; and FPF 6.
Miscellaneous Expenses.

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FPF 1. FINANCIAL PROPOSAL SUBMISSION FORM

[Date][Name and address of the Procuring Entity]

Ladies/Gentlemen:We, the undersigned, offer to provide the consulting services for [Title of Project] inaccordance with your Bidding Documents dated [insert date] and our Bid (Technical and
Financial Proposals). Our attached Financial Proposal is for the sum of [amount in words andfigures]. This amount is exclusive of the local taxes, which we have estimated at [amount(s)in words and figures].
Our Financial Proposal shall be binding upon us subject to the modifications resulting
from Contract negotiations, up to expiration of the bid validity period, i.e., [Date].
In accordance with GCC Clause 51, we acknowledge and accept the Procuring
Entity’s right to inspect and audit all records relating to our Bid irrespective of whether weenter into a contract with the Procuring Entity as a result of this Bid.
We confirm that we have read, understood and accept the contents of the Instructions
to Bidders (ITB), the Bid Data Sheet (BDS), General Conditions of Contract (GCC), Special
Conditions of Contract (SCC), Terms of Reference (TOR), the provisions relating to theeligibility of Consultant and the applicable guidelines for the procurement rules of theFunding Source, any and all Bid bulletins issued and other attachments and inclusions
included in the Bidding Documents sent to us.
We understand you are not bound to accept any Bid you receive.
We remain,
Yours sincerely,
Authorized Signature:
Name and Title of Signatory:
Name of Firm:
Address:90

FPF 2. SUMMARY OF COSTS

Currency(ies)1

Costs

Amount in Philippine Peso

Subtotal
Local Taxes

Total Amount of Financial Proposal______________________

1 In cases of contracts involving foreign consultants, indicate the exchange rate used.
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FPF 3. BREAKDOWN OF PRICE PER ACTIVITY

Activity No.:____________________

Activity No.:_____________________

Description:_____________________

Price Component

Currency(ies)2

Amount in Philippine Peso

Remuneration
Reimbursables
Miscellaneous Expenses
Subtotal____________________________

2 In cases of contracts involving foreign consultants, indicate the exchange rate used.
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FPF 4. BREAKDOWN OF REMUNERATION PER ACTIVITY

Activity No._____________________________________

Names

Name:______________________________

Input3

Position

Remuneration
Currency(ies) Rate

AmountRegular staff
Local staff
Consultants
Grand Total___________________

3 Staff months, days, or hours as appropriate.
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FPF 5. REIMBURSABLES PER ACTIVITY

Activity No:_________________________________
No.

Name:_____________________

Description

Unit

1.

International
flights Trip_____________________________

2.

Miscellaneous travel expenses

Trip

3.

Subsistence allowance

Day

4.

Local transportation costs4

5.

Office rent/accommodation/
clerical assistance

Quantity

Grand Total

Unit Price In

Total Amount In________________

4 Local transportation costs are not included if local transportation is being made available by the Entity.
rent/accommodations/clerical assistance costs are not to be included if being made available by the Entity.

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Similarly, in the project site, office

FPF 6. MISCELLANEOUS EXPENSES

Activity No.______________________

Activity Name: ________________________

No.

Description

Unit

1.

Communication costs between______________________and_________________________(telephone, telegram, telex)

2.

Drafting, reproduction ofreports3.

Equipment: vehicles,
computers, etc.

4.

Software
Grand Total

Quantity

Unit Price Total
Amount_______

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FORM OF CONTRACT AGREEMENTTHIS AGREEMENT, made this [insert date] day of [insert month], [insert year]
between [name and address of Procuring Entity] (hereinafter called the“Entity”) and [nameand address of Consultant] (hereinafter called the “Consultant”).
WHEREAS, the Entity is desirous that the Consultant execute [name andidentification number of contract] (hereinafter called “the Works”) and the Entity has
accepted the bid for [insert the amount in specified currency in numbers and words] by theConsultant for the execution and completion of such Consulting Services and the remedyingof any defects therein.
NOW THIS AGREEMENT WITNESSETH AS FOLLOWS:
1.

In this Agreement, words and expressions shall have the same meanings as arerespectively assigned to them in the Conditions of Contract hereinafterreferred to.

2.

The following documents shall be attached, deemed to form, and be read andconstrued as part of this Agreement, to wit:

3.

(a)

General and Special Conditions of Contract;(b)

Terms of Reference(c)Request for Expression of Interest;(d)Instructions to Bidders;(e)

Bid Data Sheet;(f)Addenda and/or Supplemental/Bid Bulletins, if any;(g)

Bid forms, including all the documents/statements contained in the
Bidder’s bidding envelopes, as annexes, and all other documents/
statements submitted (e.g., bidder’s response to request forclarifications on the bid), including corrections to the bid, if any,
resulting from the Procuring Entity’s bid evaluation;(h)Eligibility requirements, documents and/or statements;(i)

Performance Security;(j)Notice of Award of Contract and the Bidder’s conforme thereto;(k)

Other contract documents that may be required by existing laws and/or
the Entity.

In consideration of the payments to be made by the Entity to the Consultant ashereinafter mentioned, the Consultant hereby covenants with the Entity to
execute and complete the Consulting Services and remedy any defects thereinin conformity with the provisions of this Consultant in all respects.

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4.

The Entity hereby covenants to pay the Consultant in consideration of theexecution and completion of the Consulting Services, the Contract Price orsuch other sum as may become payable under the provisions of this Contract
at the times and in the manner prescribed by this Contract.

IN WITNESS whereof the parties thereto have caused this Agreement to be executed
the day and year first before written.

Binding Signature of Procuring Entity________________________________________________

Binding Signature of Consultant_____________________________________________[Addendum showing the corrections, if any, made during the bid evaluation should be
attached with this agreement]

97Section VIII. AppendicesI.

Description of Services

Give detailed descriptions of the Services to be provided, dates for completion of various
tasks, place of performance for different tasks, specific tasks to be approved by Client, etc.

II.

Reporting Requirements

List format, frequency, and contents of reports; persons to receive them; dates of submission;etc. If no reports are to be submitted, state here “Not applicable.”III.

Key Personnel and Subconsultants

List under:
1. Titles [and names, if already available], detailed job descriptions and minimum
qualifications, and staff-months of service, and estimated periods of engagement
for each, including a copy of a satisfactory medical certificate.
2. Same information as in no. 1 for Key foreign Personnel to be assigned to workoutside the Government’s country.
3. Same information as in no.1 for Key Local Personnel.
4. List of approved Subconsultants (if already available) and Counterpart personnel(if allowed); same information with respect to their Personnel as in no.’s 1 and 2.

IV.

Breakdown of Contract Price

List here the elements of cost, including expenditures in foreign currency(ies) denominatedand payable in Philippine Peso, used to arrive at the itemized breakdown of the contract
price:
1. Monthly rates for Personnel (Key Personnel and other Personnel)
2. Reimbursable expenditures
3. Applicable taxes

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V.

Services and Facilities Provided by the Client

Give detailed description of the services and facilities made available to the Consultant, andthe time and manner of its availment.

VI.

Consultant’s Representations Regarding Costs and Charges

Breakdown of Remuneration Rates, WB funded projects using Quality Based Selection,
Selection Based on the Consultant’s Qualifications and Single Source Selection.
1.

Review of Remuneration Rates
1.1
The remuneration rates for staff are made up of salary, social costs, overheads,
fee that is profit, and any premium or allowance paid for projects away fromheadquarters. To assist the Consultant in preparing for financial negotiations, a sample
form giving a breakdown of rates is attached (no financial information should be
included in the Technical Proposal). Agreed breakdown sheets shall form part of thenegotiated contract.
1.2
The Procuring Entity is charged with the custody of Government funds and is
expected to exercise prudence in the expenditure of these funds. The Procuring Entity
is, therefore, concerned with the reasonableness of the firm’s Financial Proposal, and,during negotiations, it expects to be able to review audited financial statements backing
up the Consultant’s remuneration rates, certified by an independent auditor. The
Consultant shall be prepared to disclose such audited financial statements for the last
three years, to substantiate its rates, and accept that its proposed rates and otherfinancial matters are subject to scrutiny. Rate details are discussed below.
(i)

SalaryThis is the gross regular cash salary paid to the individual in the Consultant’s
home office. It shall not contain any premium for work away from headquarters orbonus (except where these are included by law or government regulations).
(ii)

Bonus

Bonuses are normally paid out of profits. Because the Procuring Entity does
not wish to make double payments for the same item, staff bonuses shall not normally
be included in the rates. Where the Consultant’s accounting system is such that thepercentages of social costs and overheads are based on total revenue, including bonuses,
those percentages shall be adjusted downward accordingly. Where national policy
requires that thirteen (13) months’ pay be given for twelve (12) months’ work, the profit
element need not be adjusted downward. Any discussions on bonuses shall besupported by audited documentation, which shall be treated as confidential.
(iii)

Social Costs

Social costs are the costs to the Consultant of staff’s non-monetary benefits.
These items include, inter alia, pension, medical and life insurance costs, and the costof a staff member being sick or on vacation. In this regard, the cost of leave for public
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holidays is not an acceptable social cost nor is the cost of leave taken during theContract if no additional staff replacement has been provided. Additional leave taken at
the end of the Contract in accordance with the Consultant’s leave policy is acceptable asa social cost.
(iv)

Cost of Leave

The principles of calculating the cost of total days leave per annum as apercentage of basic salary shall normally be as follows:
total days leave x 100
Leave cost as percentage of salary5 =[365 - w - ph - v - s]
It is important to note that leave can be considered a social cost only if the
Procuring Entity is not charged for the leave taken.
(v)Overheads

Overhead expenses are the firm’s business costs that are not directly related tothe execution of the project and shall not be reimbursed as separate items under theContract. Typical items are home office costs (partner’s time, non-billable time, time ofsenior staff monitoring the project, rent, support staff, research, staff training,marketing, etc.), the cost of staff not currently employed on revenue-earning projects,
and business promotion costs. During negotiations, audited financial statements,
certified as correct by an independent auditor and supporting the last three years’
overheads, shall be available for discussion, together with detailed lists of items making
up the overheads and the percentage by which each relates to basic salary. The
Procuring Entity does not accept an add-on margin for social charges, overhead
expenses, etc., for staff who are not permanent employees of the firm. In such case, thefirm shall be entitled only to administrative costs and fee on the monthly payments
charged for subcontracted staff.
(vi)

Fee or Profit

The fee or profit shall be based on the sum of the salary, social costs, andoverhead. If any bonuses paid on a regular basis are listed, a corresponding reduction in
the profit element shall be expected. Fee or profit shall not be allowed on travel orother reimbursable expenses, unless in the latter case an unusually large amount ofprocurement of equipment is required. The Consultant shall note that payments shall bemade against an agreed estimated payment schedule as described in the draft form of
the Contract.
(vii)

Away from Headquarters Allowance or PremiumSome consultants pay allowances to staff working away from headquarters.
Such allowances are calculated as a percentage of salary and shall not draw overheads
or profit. Sometimes, by law, such allowances may draw social costs. In this case, theamount of this social cost shall still be shown under social costs, with the net allowanceshown separately. For concerned staff, this allowance, where paid, shall cover homeeducation, etc.; these and similar items shall not be considered as reimbursable costs.
5 Where w = weekends, ph = public holidays, v = vacation, and s = sick leave.
100(viii) Subsistence Allowances
Subsistence allowances are not included in the rates, but are paid separately andin local currency. No additional subsistence is payable for dependents  thesubsistence rate shall be the same for married and single team members.
UNDP standard rates for the particular country may be used as reference to determine
subsistence allowances.
2.

Reimbursables
2.1
The financial negotiations shall further focus on such items as out-of-pocket
expenses and other reimbursables. These costs may include, but are not restricted to,cost of surveys, equipment, office rent, supplies, international and local travel,
computer rental, mobilization and demobilization, insurance, and printing. These costs
may be either fixed or reimbursable in foreign or local currency.

3.

Bank Guarantee
3.1
Payments to the Consultant, including payment of any advance based on cash
flow projections covered by a bank guarantee, shall be made according to an agreed
estimated schedule ensuring the firm regular payments in local and foreign currency, as
long as the services proceed as planned.

101VII. BREAKDOWN OF AGREED FIXED RATES6[Currencies:_________7]
Consultants
Name

Position

1

2

3

4

5

6

7

8

Basic Rate8

SocialCharge(__% of 1)

Overhead(__% of 1)

SubtotalFee(__% of 4)

Away from
Headquarters
Allowance(__ % of 1)

Total
AgreedFixed Rate

Agreed Fixed Rate(__ % of 1)

Philippines

Home OfficeSignature of Consultant:________________________

Date:___________________

Authorized Representative:_____________________

Name:___________________

Title:______________________

6
7
8

This model form is given for negotiation purposes only. It is not part of the proposals (technical or financial).
If different currencies, a different table for each currency should be used.
Per month, day, or hour as appropriate.

102